SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE TO
FINAL AMENDMENT
Tender Offer Statement Under Section 14(d)(1) or 13(e)(1)
of the Securities Exchange Act of 1934
OLD MUTUAL ABSOLUTE RETURN MASTER FUND, L.L.C.
(Name of Issuer)
OLD MUTUAL ABSOLUTE RETURN MASTER FUND, L.L.C.
(Name of Person(s) Filing Statement)
LIMITED LIABILITY COMPANY INTERESTS
(Title of Class of Securities)
N/A
(CUSIP Number of Class of Securities)
Ross Weissman
Larch Lane Advisors LLC
800 Westchester Avenue, S-618
Rye Brook, NY 10573
(888) 266-2200
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications on Behalf of the Person(s) Filing Statement)
With a copy to:
George M. Silfen, Esq.
Schulte Roth & Zabel LLP
919 Third Avenue
New York, New York 10022
(212) 756-2131
September 29, 2008
(Date Tender Offer First Published,
Sent or Given to Security Holders)
CALCULATION OF FILING FEE
Transaction Valuation: $4,400,000.00 (a) Amount of Filing Fee: $172.92 (b)
1. Calculated as the aggregate maximum purchase price for Interests.
2. Calculated at $39.30 per $1,000,000 of the Transaction Valuation.
[ ] Check the box if any part of the fee is offset as provided by Rule
0-1l(a)(2) and identify the filing with which the offsetting fee was
previously paid. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
Amount Previously Paid: ___________________________
Form or Registration No.: ___________________________
Filing Party: ______________________________________
Date Filed: ________________________________________
[ ] Check the box if the filing relates solely to preliminary
communications made before the commencement of a tender offer.
Check the appropriate boxes below to designate any transactions to which the
statement relates:
[ ] third-party tender offer subject to Rule 14d-1.
[X] issuer tender offer subject to Rule 13e-4.
[ ] going-private transaction subject to Rule 13e-3.
[ ] amendment to Schedule 13D under Rule 13d-2.
Check the following box if the filing is a final amendment reporting the results
of the tender offer: [X]
This final amendment relates to the Issuer Tender Offer Statement
on Schedule TO (the "Statement") originally filed on September 29, 2008 by Old
Mutual Absolute Return Master Fund, L.L.C. (the "Fund") and amended on October
21, 2008 in connection with an offer by the Fund to purchase up to $4,400,000 of
interests in the Fund ("Interests") as of December 31, 2008, on the terms and
subject to the conditions set forth in the Offer to Purchase and the related
Letter of Transmittal. Copies of the Offer to Purchase and Letter of Transmittal
were previously filed as Exhibits B and C to the Statement on September 29,
2008, as amended on October 21, 2008.
This is the final amendment to the Statement and is being filed
to report the results of the Offer. Capitalized terms not otherwise defined
herein shall have the meanings ascribed to them in the Offer to Purchase.
The following information is furnished pursuant to Rule 13e-4(c)(4):
1. The Offer expired at 12:00 midnight, Eastern Time, on November 3,
2008.
2. $378,443.85 in Interests were tendered prior to the expiration of
the Offer and accepted for repurchase by the Fund in accordance with the terms
of the Offer.
SIGNATURE
After due inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true, complete and
correct.
OLD MUTUAL ABSOLUTE RETURN
MASTER FUND, L.L.C.
By: /s/ Ross Weissman
------------------------------
Name: Ross Weissman
Title: Chief Financial Officer
July 16, 2009