Exhibit (a)(4)
[Published March 31, 2000 in Investors Business Daily]
This announcement is neither an offer to buy nor a solicitation of an offer to
sell Units. The Offer is being made solely by the formal Offer to Purchase
forwarded to Unitholders of record and is not being made to, nor will tenders be
accepted from or on behalf of, Unitholders residing in any jurisdiction in which
making or accepting the Offer would violate that jurisdiction's laws. In those
jurisdictions where the securities, blue sky or other laws require the Offer to
be made by a licensed broker or dealer, the Offer shall be deemed to be made on
behalf of Purchaser only by one or more registered dealers licensed under the
laws of such jurisdiction.
NOTICE OF OFFER TO PURCHASE FOR CASH UP TO 5,542
UNITS OF LIMITED PARTNERSHIP INTEREST
OF
CHRISKEN PARTNERS CASH INCOME FUND L.P.
AT
$285 PER UNIT
by
MP VALUE FUND 4, LLC; MORAGA FUND 1, L.P.; MP INCOME FUND 16, LLC;
ACCELERATED HIGH YIELD INSTITUTIONAL INVESTORS, LTD.; ACCELERATED HIGH
YIELD INSTITUTIONAL FUND, LTD.; ACCELERATED HIGH YIELD PENSION
INVESTORS, LTD.; MORAGA-DEWAAY FUND, LLC; MP FALCON FUND, LLC; MORAGA
GOLD, LLC; and PREVIOUSLY OWNED MORTGAGE PARTNERSHIPS INCOME 3, L.P.
(the "Purchasers")
The Purchasers are offering to purchase for cash up to 5,542 Units of Limited
Partnership Interest of Winthrop California Investors Limited Partnership
("Units") at $285 per Unit upon the terms and subject to the conditions set
forth in Purchasers' Offer to Purchase and in the related Letter of Transmittal
(which together constitute the "Offer" and the "Tender Offer Documents").
THE OFFER AND WITHDRAWAL RIGHTS EXPIRE AT 12:00 MIDNIGHT, PACIFIC
DAYLIGHT TIME, ON MAY 5, 2000, UNLESS THE OFFER IS EXTENDED.
Funding for the purchase of the Units will be provided through the capital
commitments of the Purchasers. The Offer will expire at 12:00 midnight, Pacific
Standard Time on May 5, 2000, unless and until Purchasers, in their sole
discretion, shall have extended the period of time for which the Offer is open
(such date and time, as extended the "Expiration Date"). If Purchasers make a
material change in the terms of the Offer, or if it waives a material condition
to the Offer, Purchasers will extend the Offer and disseminate additional tender
offer materials to the extent required by Rules 14d-4(c) and 14d-6(d) under the
Securities Exchange Act of 1934, as amended (the "Exchange Act"). The minimum
period during which an offer must remain open following any material change in
the terms of the Offer, other than a change in price or a change in percentage
of securities sought or a change in any dealer's soliciting fee, will depend
upon the facts and circumstances including the materiality of the change with
respect to a change in price or, subject to certain limitations, a change in the
percentage of securities sought or a change in any dealer's soliciting fee. A
minimum of ten business days from the date of such change is generally required
to allow for adequate dissemination to Unitholders. Accordingly, if prior to the
Expiration Date, Purchasers increase (other than increases of not more than
two percent of the outstanding Units) or decreases the number of Units being
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sought, or increases or decreases the consideration offered pursuant to the
Offer, and if the Offer is scheduled to expire at any time earlier than the
period ending on the tenth business day from the date that notice of such
increase or decrease is first published, sent or given to Unitholders, the Offer
will be extended at least until the expiration of such ten business days. For
purposes of the Offer, a "business day" means any day other than a Saturday,
Sunday or federal holiday and consists of the time period from 12:01 a.m.
through 12:00 midnight, Pacific Standard Time. In all cases payment for the
Units purchased pursuant to the Offer will be made only after timely receipt of
the Letters of Transmittal (or facsimiles thereof), properly completed and duly
executed, with any required signature guarantees, and any other documents
required by such Letters of Transmittal.
Tenders of Units made pursuant to the Offer are irrevocable, except that
Unitholders who tender their Units in response to the Offer will have the right
to withdraw their tendered Units at any time prior to the Expiration Date by
sending a written or facsimile transmission notice of withdrawal to Purchasers
specifying the name of the person who tendered the Units to be withdrawn. In
addition, tendered Units may be withdrawn at any time on or after June 30, 2000,
unless the tender has theretofore been accepted for payment as provided above.
If tendering Unitholders tender more than the number of Units that Purchasers
seek to purchase pursuant to the Offer, Purchasers will take into account the
number of Units so tendered and take up and pay for as nearly as may be pro
rata, disregarding fractions, according to the number of Units tendered by each
tendering Unitholder during the period during which the Offer remains open. The
terms of the Offer are more fully set forth in the formal Tender Offer Documents
which are available from Purchasers. The Offer contains terms and conditions and
the information required by Rule 14d-6(e)(1)(vii) under the Exchange Act which
are incorporated herein by reference.
The Tender Offer Documents contain important information which should be
read carefully before any decision is made with respect to the Offer. The Tender
Offer Documents may be obtained by written request to Purchasers or as set forth
below. A request has been made to the issuer pursuant to Rule 14d-5 under the
Exchange Act for the use of its list of Unit holders for the purpose of
disseminating the Offer to Unit holders. Upon compliance by the issuer with such
request, the Tender Offer Documents and, if required, other relevant materials
will be mailed to record holders of Units or persons who are listed as
participants in a clearing agency's security position listing, for subsequent
transmittal to beneficial owners of Units.
For Copies of the Tender Offer Documents Call Purchasers at 1-800-854-8357
or Make a Written Request Addressed to MacKenzie Patterson, Inc., 1640 School
Street, Moraga, California 94556 Facsimile: (925) 376-7983, E-Mail Address:
offers@mackpatt.com
March 31, 2000
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