0001580642-19-004153.txt : 20190905 0001580642-19-004153.hdr.sgml : 20190905 20190905153331 ACCESSION NUMBER: 0001580642-19-004153 CONFORMED SUBMISSION TYPE: SC TO-I/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20190905 DATE AS OF CHANGE: 20190905 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Altegris KKR Commitments Master Fund CENTRAL INDEX KEY: 0001606789 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC TO-I/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-90074 FILM NUMBER: 191077127 BUSINESS ADDRESS: STREET 1: 1200 PROSPECT STREET, SUITE 400 CITY: LA JOLLA STATE: CA ZIP: 92037 BUSINESS PHONE: (888) 524-9441 MAIL ADDRESS: STREET 1: 1200 PROSPECT STREET, SUITE 400 CITY: LA JOLLA STATE: CA ZIP: 92037 FORMER COMPANY: FORMER CONFORMED NAME: Altegris KKR Private Equity Master Fund DATE OF NAME CHANGE: 20140429 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Altegris KKR Commitments Master Fund CENTRAL INDEX KEY: 0001606789 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC TO-I/A BUSINESS ADDRESS: STREET 1: 1200 PROSPECT STREET, SUITE 400 CITY: LA JOLLA STATE: CA ZIP: 92037 BUSINESS PHONE: (888) 524-9441 MAIL ADDRESS: STREET 1: 1200 PROSPECT STREET, SUITE 400 CITY: LA JOLLA STATE: CA ZIP: 92037 FORMER COMPANY: FORMER CONFORMED NAME: Altegris KKR Private Equity Master Fund DATE OF NAME CHANGE: 20140429 SC TO-I/A 1 altegriskkrtoia.htm SC TO-I/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

SCHEDULE TO

TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934

(Final Amendment)

Altegris KKR Commitments Master Fund
(Name of Subject Company (Issuer))

Altegris KKR Commitments Master Fund
(Name of Filing Person(s) (Issuer))

SHARES OF BENEFICIAL INTEREST
(Title of Class of Securities)

N/A
(CUSIP Number of Class of Securities)

Kamal Jafarnia
Altegris Advisors, L.L.C.
1200 Prospect Street, Suite 400
La Jolla, CA 92037
(888) 351-8485

(Name, Address, and Telephone Number of Person Authorized to Receive Notices and
Communications on Behalf of the Filing Person(s))

With a copy to:
Richard Horowitz, Esq.

Matthew K. Kerfoot, Esq. 
Dechert LLP
1095 Avenue of the Americas
New York, NY 10036
(212) 698-3500

CALCULATION OF FILING FEE

Transaction Valuation: $20,313,142.95 (a) Amount of Filing Fee:  $2,461.95 (b)

 

(a)Calculated as the aggregate maximum value of Shares being purchased.
(b)Calculated at $121.20 per $1,000,000 of the Transaction Valuation.

[X]       Check the 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.

C-1 
 

 

Amount Previously Paid: $2,461.95

Form or Registration No.: Schedule TO

Filing Party: Altegris KKR Commitments Master Fund

Date Filed: May 15, 2019

[_]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:

[_]       third-party tender offer subject to Rule 14d-1.

[X]       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]

 

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FINAL AMENDMENT TO TENDER OFFER STATEMENT

 

This Final Amendment related to the Issuer Tender Offer Statement on Schedule TO (“the “Statement”) originally filed on May 15, 2019 by Altegris KKR Commitments Master Fund (the “Fund”) in connection with an offer (the “Offer”) by the Fund to purchase up to $20,313,142.95 of Class A and Class I shares of beneficial interest (“Shares”) on the terms and subject to the conditions set forth in the Offer to Purchase and the related Letter of Transmittal. Copies of the Offer to Purchase and Letter of Transmittal were previously filed as Exhibits B and C to the Statement.

This is the Final Amendment to the Statement and is being filed to report the results of the Offer. Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Offer to Purchase.

The following information is furnished pursuant to Rule 13e-4(c)(4):

1.       The Offer expired on June 25, 2019, at 12:00 midnight, Eastern Time.

2.        The net asset value of Shares tendered pursuant to the Offer was calculated as of June 30, 2019. The net asset value per share of Class A Shares is $13.81 and the net asset value per share of Class I Shares is $29.56.

3.       $9,937,730.87 in Shares were validly tendered and not withdrawn prior to the expiration of the Offer, and all of those Shares were accepted for purchase, and paid for, by the Fund in accordance with the terms of the Offer.

 

 

 

 

 

 

 

 

 

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SIGNATURE

After due inquiry and to the best of my knowledge and belief, I certify that the information set out in this statement is true, complete, and correct.

ALTEGRIS KKR COMMITMENTS MASTER FUND

By: /s/ Elizabeth Strong

Name: Elizabeth Strong

Title: Treasurer & Principal Financial Officer

 

 

 

9/5/19

 

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