SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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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RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP
(Name of Subject Company)
MP INCOME FUND 15, LLC; MP INCOME FUND 12, LLC; ACCELERATED HIGH YIELD
INSTITUTIONAL INVESTORS, LTD.; ACCELERATED HIGH YIELD INSTITUTIONAL
FUND, LTD.; MORAGA FUND 1, L.P.; MACKENZIE PATTERSON, INC. AND MORAGA GOLD, LLC
(Bidders)
LIMITED PARTNERSHIP INTERESTS
(Title of Class of Securities)
NONE
(CUSIP Number of Class of Securities)
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Copy to:
Christine Simpson Paul J. Derenthal, Esq.
MacKenzie Patterson, Inc. Derenthal & Dannhauser
1640 School Street One Post Street, Suite 575
Moraga, California 94556 San Francisco, California 94104
(925) 631-9100 (415) 981-4844
(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
$2,280,000 $456
* For purposes of calculating the filing fee only. Assumes the purchase
of 60 Units at a purchase price equal to $38,000 per Unit in cash.
[ ] 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:
Form or Registration Number:
Filing Party:
Date Filed:
<PAGE>
[ ] 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: [ ]
<PAGE>
TENDER OFFER
This Tender Offer Statement on Schedule TO relates to the offer by MP
INCOME FUND 15, LLC; MP INCOME FUND 12, LLC; ACCELERATED HIGH YIELD
INSTITUTIONAL INVESTORS, LTD.; ACCELERATED HIGH YIELD INSTITUTIONAL FUND, LTD.;
MORAGA FUND 1, L.P.; AND MORAGA GOLD, LLC (collectively the "Purchasers") to
purchase up to 60 limited partnership interests (the "Units") in RIVERSIDE PARK
ASSOCIATES LIMITED PARTNERSHIP, a Delaware limited partnership (the "Issuer"),
the subject company, at a purchase price equal to $18,000 per Unit, less the
amount of any distributions declared or made with respect to the Units between
June 12, 2000 (the "Offer Date") and July 14, 2000 or such other date to which
this Offer may be extended (the "Expiration Date"), upon the terms and subject
to the conditions set forth in the Offer to Purchase dated June 12, 2000 (the
"Offer to Purchase") and the related Letter of Transmittal, copies of which are
attached hereto as Exhibits (a)(1) and (a)(2), respectively. Mackenzie
Patterson, Inc. is named as an offeror herein because it is deemed to control
the Purchasers, but it is not otherwise participating in the offer described in
this schedule. The Issuer had 566 Units issued and outstanding held by
approximately 445 Unitholders as of December 31, 1999, according to its annual
report on Form 10-KSB for the year then ended.
The information in the Offer to Purchase, including all schedules and
annexes thereto, is hereby expressly incorporated herein by reference in
response to all the items of this Statement, except as otherwise set forth
below.
Item 12. Exhibits.
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(a)(1) Offer to Purchase dated June 12, 2000
(a)(2) Letter of Transmittal
(a)(3) Form of Letter to Unitholders dated June 12, 2000
(a)(4) Advertisement
(b)-(h) Not applicable.
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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: June 12, 2000
MP INCOME FUND 15, LLC
By MacKenzie Patterson, Inc., Manager
By: /s/ Christine Simpson
Christine Simpson, Vice President
MP INCOME FUND 12, LLC
By MacKenzie Patterson, Inc., Manager
By: /s/ Christine Simpson
Christine Simpson, Vice President
ACCELERATED HIGH YIELD INSTITUTIONAL INVESTORS, LTD.
By MacKenzie Patterson, Inc., General Partner
By: /s/ Christine Simpson
Christine Simpson, Vice President
ACCELERATED HIGH YIELD INSTITUTIONAL FUND, LTD.
By MacKenzie Patterson, Inc., General Partner
By: /s/ Christine Simpson
Christine Simpson, Vice President
MORAGA FUND 1, L.P.
By Moraga Partners, Inc., General Partner
By: /s/ Christine Simpson
Christine Simpson, Vice President
MORAGA GOLD, LLC
By Moraga Partners, Inc., Manager
By: /s/ Christine Simpson
Christine Simpson, Vice President
MACKENZIE PATTERSON, INC.
By: /s/ C. E. Patterson
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C.E. Patterson, President
2
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EXHIBIT INDEX
Exhibit Description Page
(a)(1) Offer to Purchase dated June 12, 2000
(a)(2) Letter of Transmittal
(a)(3) Form of Letter to Unit holders dated June 12, 2000
(a)(4) Advertisement
