Thomas A. DeCapo, Esq.
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Janey Ahn, Esq.
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Skadden, Arps, Slate, Meagher & Flom LLP
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BlackRock Advisors, LLC
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500 Boylston Street
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55 East 52nd Street
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Boston, Massachusetts 02116
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New York, New York 10055
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Transaction Value
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Amount of Filing Fee
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$73,114,807.55(a)
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$9,102.79(b)
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[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.
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Amount Previously Paid: |
$9,102.79
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Form or Registration No.: |
SC-TO-I
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Filing Party: |
BlackRock Debt Strategies Fund, Inc.
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Date Filed: |
March 16, 2018
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[ ] |
Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.
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[ ] |
Check the appropriate boxes below to designate any transactions to which the statement relates:
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[ ] |
third-party tender offer subject to Rule 14d-1.
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[X] |
issuer tender offer subject to Rule 13e-4.
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[ ] |
going-private transaction subject to Rule 13e-3.
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[ ] |
amendment to Schedule 13D under Rule 13d-2.
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1. |
The Offer expired at 5:00 p.m. Eastern time, April 17, 2018.
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2. |
26,225,806 Shares of the Fund were validly tendered and not withdrawn prior to the expiration of the Offer, and 5,879,192 of those Shares were accepted for repurchase by the Fund in accordance with the terms of the Offer.
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3. |
The Shares were repurchased at a price of $12.4068.
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BlackRock Debt Strategies Fund, Inc.
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By:
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/s/ John M. Perlowski
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Name: John M. Perlowski
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Title: President and Chief Executive Officer
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Dated: April 18, 2018
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(a)(1)(i) |
Offer to Purchase, dated March 16, 2018 (1)
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(a)(1)(ii) |
Form of Letter of Transmittal (1)
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(a)(2) |
None.
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(a)(3) |
Not Applicable.
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(a)(4) |
Not Applicable.
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(a)(5)(i) |
Press release issued on March 1, 2018 (2)
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(a)(5)(ii) |
Press release issued on March 16, 2018 (1)
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(a)(5)(iii) |
Press release issued on April 17, 2018(3)
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(a)(5)(iv) |
Press release issued on April 18, 2018*
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(b) |
None.
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(d)(1) |
Automatic Dividend Reinvestment Plan (4)
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(d)(2) |
Amended and Restated Investment Management Agreement between the Registrant and BlackRock Advisors, LLC (4)
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(d)(3) |
Second Amended and Restated Deferred Compensation Plan (4)
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(d)(4) |
Transfer Agency and Service Agreement, Side Agreement and Fee Letter between the Registrant and Computershare Trust Company, N.A. and Computershare Inc. (5)
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(d)(5) |
Administrative Services Agreement between the Registrant and State Street (4)
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(d)(6) |
Credit Agreement between the Registrant and State Street (6)
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(d)(7) |
Amendment No. 3 to the Credit Agreement between the Registrant and State Street (4)
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(d)(8) |
Form of Amendment No. 4 to the Credit Agreement between the Registrant and State Street (7)
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(g) |
None.
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(h) |
None.
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* |
Filed herewith.
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(1) |
Incorporated by reference to the Registrant’s Schedule TO-I, as filed with the SEC on March 16, 2018.
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(2) |
Incorporated by reference to the Registrant’s Schedule TO-C, as filed with the SEC on March 1, 2018.
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(3) |
Incorporated by reference to the first amendment to the Registrant's Schedule TO-I, as filed with the SEC on April 17, 2018.
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(4) |
Incorporated by reference to the corresponding Exhibits to the Registrant’s Registration Statement on Form N-2, as filed with the SEC on June 11, 2014.
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(5) |
Incorporated by reference to the corresponding Exhibit to Registrant’s Post-Effective Amendment No. 1 to the Registration Statement on Form N-2, as filed with the SEC on May 22, 2015.
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(6) |
Incorporated by reference to Exhibits 13(a)-(d) to the Registrant’s Registration Statement on Form N-14, as filed with the SEC on September 9, 2013.
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(7) |
Incorporated by reference to the corresponding Exhibits to Registrant’s Pre-Effective Amendment No. 1 to the Registration Statement on Form N-2, as filed with the SEC on October 9, 2014.
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Number of Shares
Tendered
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Number of
Tendered Shares
to be Purchased
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Pro-Ration Factor
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Purchase Price*
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Number of
Outstanding
Shares after
Tender Offer
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26,225,806
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5,879,192
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22.023423%
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$12.4068
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52,912,736
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