Exhibit (a)(4)
[Published April 18, 2007 in Investor's 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 Unit holders of record and is not being made to, and tenders will
not be accepted from or on behalf of, Unit holders 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 Purchasers only by one or more registered dealers licensed
under the laws of such jurisdiction.
NOTICE OF OFFER TO PURCHASE FOR CASH:
Up to 181,811 Units of Limited Partnership Interest of Consolidated
Capital Institutional Properties 2 (the "Partnership") at a price of
$9.00 per Unit
by:
MPF-NY 2007, LLC; MPF Badger Acquisition Co., LLC; SCM Special Fund, LLC; MPF
DeWaay Fund 3, LLC; MPF DeWaay Fund 5, LLC; MacKenzie Patterson Special Fund 5,
LLC (collectively the "Purchasers")
The Purchasers are offering to purchase for cash Up to 181,811 Units of Limited
Partnership Interest ("Units") of the Partnership, at a price of $9.00 per Unit
upon the terms and subject to the conditions set forth in Purchasers' Offer to
Purchase and in the related Letter of Transmittal for the offer (which together
constitute the "Offer" and the "Tender Offer Documents").
THE OFFERS AND WITHDRAWAL RIGHTS EXPIRE AT 11:59 P.M., PACIFIC TIME, ON MAY 18,
2007, UNLESS AN OFFER IS EXTENDED.
Funding for the purchase of the Units will be provided through the Purchasers'
existing working capital. The Offer is not made for the purpose of acquiring or
influencing control of the business of the issuer. The Offer will expire at
11:59 p.m., Pacific Time on May 18, 2007, 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"). The Purchasers
will not provide a subsequent offering period following the Expiration Date. If
Purchasers make a material change in the terms of the Offer, or if they waive 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 the 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 ought 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 Unit
holders. Accordingly, if prior to the Expiration Date, Purchasers increase
(other than increases of not more than two percent of the outstanding Units) or
decrease the number of Units being sought, or increase or decrease 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 Unit holders, 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 midnight, Pacific 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 is irrevocable, except that Unit
holders 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 to MacKenzie Patterson Fuller, LP a written or facsimile transmission
notice of withdrawal identifying the name of the person who tendered Units to be
withdrawn, signed by the same persons and in the same manner as the Letter of
Transmittal tendering the Units to be withdrawn. In addition, tendered Units may
be withdrawn at any time on or after June 17, 2007, unless the tender has
theretofore been accepted for payment as provided above. If tendering Unit
holders tender more than the number of Units that Purchasers seek to purchase
pursuant to the Offer for those Units, 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 Unit holder during the period during which that Offer remains open.
The terms of the Offer are more fully set forth in the formal Tender Offer
Documents which are available from Purchasers at the Purchasers' expense. The
Offer contains terms and conditions and the information required by Rule
14d-6(d)(1) 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. For Copies of the Tender Offer
Documents, Call Purchasers at 1-800-854-8357, Make a Written Request Addressed
to 1640 School Street, Moraga, California 94556, email to offers@mpfi.com, or
visit our website at www.mpfi.com (click on MPF Tenders).
April 18, 2007