SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Amendment No. 2
to
SCHEDULE TO
Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1)
of the Securities Exchange Act of 1934
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CONCORD MILESTONE PLUS, L.P.
(Name of Subject Company)
SCM Special Fund, LLC; MPF-NY 2007, LLC; MPF Badger Acquisition Co., LLC; MPF
Flagship Fund 10, LLC; MPF Flagship Fund 12, LLC; MPF Income Fund 23, LLC;
MPF ePlanning Opportunity Fund, LP; MPF DeWaay Premier Fund 4, LLC;
MacKenzie Patterson Fuller, LP
(Bidders)
Equity Units of Limited Partnership Interest,
Each Composed of One Class A Interest and one Class B Interest
(Title of Class of Securities)
None or unknown
(CUSIP Number of Class of Securities)
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Copy to:
Christine Simpson Chip Patterson, Esq.
MacKenzie Patterson Fuller, LP MacKenzie Patterson Fuller, LP
1640 School Street 1640 School Street
Moraga, California 94556 Moraga, California 94556
(925) 631-9100 ext.224 (925) 631-9100 ext. 206
(Name, Address, and Telephone Number of
Person Authorized to Receive Notices and
Communications on Behalf of Bidder)
Calculation of Filing Fee
Transaction Amount of
Valuation* Filing Fee
$14,007,809 $ 430.04
* For purposes of calculating the filing fee only. Assumes the purchase
of 1,334,077 Units at a purchase price equal to $10.50 per Unit in cash.
[X] Check box if any part of the fee is offset as provided by Rule
0-11(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: $ 430.04
Form or Registration Number: SC TO-T
Filing Party: MacKenzie Patterson Fuller, LP
Date Filed: SEPTEMBER 11, 2007
[ ] 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:
[X] third party tender offer subject to Rule 14d-1.
[ ] 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]
FINAL AMENDMENT TO TENDER OFFER
This Tender Offer Statement on Schedule TO relates to the offer (the "Offer") by
SCM Special Fund, LLC; MPF-NY 2007, LLC; MPF Badger Acquisition Co., LLC; MPF
Flagship Fund 10, LLC; MPF Flagship Fund 12, LLC; MPF Income Fund 23, LLC; MPF
ePlanning Opportunity Fund, LP; MPF DeWaay Premier Fund 4, LLC; MacKenzie
Patterson Fuller, LP (collectively the "Purchasers") to purchase 1,334,077
Equity Units of Limited Partnership Interest, each composed of one Class A
Interest and one Class B Interest (the "Units") in Concord Milestone Plus, L.P.
(the "Partnership"), the subject company, at a purchase price equal to $10.50
per Unit, less the amount of any distributions declared or made with respect to
the Units between September 11, 2007 (the "Offer Date") and October 19, 2007
(the "Expiration Date"), upon the terms and subject to the conditions set forth
in the Offer to Purchase dated September 11, 2007 (the "Offer to Purchase") and
the related Letter of Transmittal.
The Offer resulted in the tender by unitholders, and acceptance for payment by
the Purchasers, of an additional 5,000 units, to the 53,795 total reported in
Amendment No. 1, for a total of 58,795 Units. These additional 5,000 units were
tendered by a unit holder owning two accounts of which one account holding 5000
units was unaccounted for in Amendment No. 1. Upon completion of the Offer, the
Purchasers held an aggregate of approximately 243,518, or approximately 16% of
the total outstanding Units. The additional 5,000 shares were allocated to MPF
Flagship Fund 12, LLC.
SIGNATURES
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.
Dated: November 15, 2007
SCM Special Fund, LLC; MPF-NY 2007, LLC; MPF Badger Acquisition Co., LLC; MPF
Flagship Fund 10, LLC; MPF Flagship Fund 12, LLC; MPF Income Fund 23, LLC; MPF
ePlanning Opportunity Fund, LP; MPF DeWaay Premier Fund 4, LLC; MacKenzie
Patterson Fuller, LP.
By: /s/ Chip Patterson
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Chip Patterson, Senior Vice President of Manager or
General Partner of each filing person