Exhibit (a)(4)
July 13, 2005
TO: UNIT HOLDERS OF 1999 BROADWAY ASSOCIATES LIMITED PARTNERSHIP
SUBJECT: OFFER TO PURCHASE UNITS EXTENDED TO AUGUST 1, 2005
Dear Unit Holder:
As described in the Offer to Purchase and related Letters of Transmittal (the
"Offer") sent to you previously, Sutter Opportunity Fund 3, LLC; Sutter
Opportunity Fund 3 (TE), LLC; MPF-NY 2005, LLC; MP Value Fund 7, LLC; MacKenzie
Patterson Special Fund 6, LLC; MacKenzie Patterson Special Fund 6-A, LLC; MP
Value Fund 6, LLC; MP Value Fund 8, LLC; MPF Flagship Fund 9, LLC; MPF DeWaay
Premier Fund 2, LLC; MPF Acquisition Co 3 LLC; and Steven Gold (collectively the
"Purchasers") are offering to purchase up to 125 Units of limited partnership
interest (the "Units") in 1999 BROADWAY ASSOCIATES LIMITED PARTNERSHIP (the
"Partnership") at a cash purchase price equal to:
$16,250 per Unit
We are extending the Expiration Date of the Offer to August 1, 2005. The initial
Expiration Date was inadvertently set at least 20 business days after the Offer
was first filed with the SEC, which is usually also the date we first mail to
investors, but there was a delay getting the list of limited partner names and
addresses from the General Partner; thus, the new Expiration Date is now at
least 20 business days from the date we first mailed our Offer to you.
We have included with this letter a copy of the combined financial statements of
the entity Purchasers. Mr. Steven Gold has more than sufficient cash and/or
liquid assets to purchase his maximum allocation of Units, so his net worth is
immaterial. In our original Offer, under "What is the Market Value of My Units?"
we incorrectly stated that the General Partner believed that the net asset value
of the Units was greater than the estimate used by Equity Resources Dover Fund
("Equity Resources"); the General Partner only stated that it believed limited
partners would receive more per Unit in a liquidation than the Equity Resources
offer price. Because Equity Resources was offering to buy Units at a discount
from its own estimated value, we do not know what the General Partner's estimate
of net asset value is except that the net proceeds were estimated to be higher
than Equity Resource's offer price. We now know according to the Partnership's
Schedule 14D-9 filed July 11, 2005 that the General Partner believes that the
liquidation value is greater than our Offer Price as well, but we still do not
know what the General Partner's estimate of net asset value is. In that filing,
the General Partner recommended against accepting our Offer but noted that
limited partners who do not wish to take the risks associated with the sale of
the property or wait for a liquidating distribution may wish to consider our
Offer. We now believe that 16.5 Units were tendered in the Equity Resources
offer, according to its final amendment to its Schedule TO, filed June 24, 2005.
We incorrectly noted in our Offer that the Equity Resources offer was for 50
Units, when it was in fact for 125 Units.
After carefully reading our Offer, if you elect to tender your Units, mail
(using the enclosed pre-addressed, postage paid envelope) or fax a duly
completed and executed copy of the Letter of Transmittal (printed on purple
paper) and change of address forms, and any other documents required by the
Letter of Transmittal, to the Depositary for the Offer at:
MacKenzie Patterson Fuller, Inc.
1640 School Street
Moraga, California 94556
Facsimile: (925) 631-9119
If you have any questions or need assistance, please call the Depository at
800-854-8357.
This Offer expires (unless extended) August 1, 2005.
Combined Balance Sheet for all Entity Purchasers
As of March 31, 2005
Unaudited
TOTAL
------------------
ASSETS
Current Assets
Total Checking/Savings 2,556,936.80
Total Accounts Receivable 809,115.95
Other Current Assets
------------------
Total Investment Portfolio 12,072,539.30
------------------
Total Other Current Assets 12,072,539.30
------------------
Total Current Assets 15,438,592.05
Other Assets
Total Loan Receivable 46,795.00
Total Start Up Costs 1,429,364.62
------------------
Total Syndication Costs 564,953.75
------------------
Total Other Assets 2,041,113.37
------------------
TOTAL ASSETS 17,479,705.42
==================
LIABILITIES & EQUITY
Liabilities
Current Liabilities
Total Accounts Payable 97,397.47
------------------
Total Other Current Liabilities 56,569.60
------------------
Total Current Liabilities 153,967.07
------------------
Total Long Term Liabilities 146,645.30
------------------
Total Liabilities 300,612.37
------------------
Total Equity 17,179,093.05
------------------
TOTAL LIABILITIES & EQUITY 17,479,705.42
==================
Combined Profit and Loss for all Entity Purchasers
As of March 31, 2005
Unaudited
TOTAL
---------------
Ordinary Income/Expense
---------------
Total Income 612,434.93
---------------
Gross Profit 612,434.93
---------------
Total Expense 209,708.96
---------------
Net Ordinary Income 402,725.97
---------------
Net Income 402,725.97
===============
Combined Statement of Cash Flows for all Entity Purchasers
As of March 31, 2005
Unaudited
TOTAL
---------------
Net cash provided by Operating Activities -1,292,886.31
Net cash provided by Investing Activities -1,840,553.11
---------------
Net cash provided by Financing Activities 2,797,101.37
---------------
Net cash increase for period -336,338.05
Cash at beginning of period 2,893,274.85
---------------
Cash at end of period 2,556,936.80
===============