0001580642-23-002629.txt : 20230509 0001580642-23-002629.hdr.sgml : 20230509 20230509100318 ACCESSION NUMBER: 0001580642-23-002629 CONFORMED SUBMISSION TYPE: SC TO-I/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20230509 DATE AS OF CHANGE: 20230509 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CROSS SHORE DISCOVERY FUND CENTRAL INDEX KEY: 0001609706 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC TO-I/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-88878 FILM NUMBER: 23900512 BUSINESS ADDRESS: STREET 1: ULTIMUS FUND SOLUTIONS, LLC STREET 2: 225 PICTORIA DRIVE, SUITE 450 CITY: CINCINNATI STATE: OH ZIP: 45246 BUSINESS PHONE: 513-587-3400 MAIL ADDRESS: STREET 1: ULTIMUS FUND SOLUTIONS, LLC STREET 2: 225 PICTORIA DRIVE, SUITE 450 CITY: CINCINNATI STATE: OH ZIP: 45246 FORMER COMPANY: FORMER CONFORMED NAME: Cross Shore Discovery Fund DATE OF NAME CHANGE: 20140602 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CROSS SHORE DISCOVERY FUND CENTRAL INDEX KEY: 0001609706 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC TO-I/A BUSINESS ADDRESS: STREET 1: ULTIMUS FUND SOLUTIONS, LLC STREET 2: 225 PICTORIA DRIVE, SUITE 450 CITY: CINCINNATI STATE: OH ZIP: 45246 BUSINESS PHONE: 513-587-3400 MAIL ADDRESS: STREET 1: ULTIMUS FUND SOLUTIONS, LLC STREET 2: 225 PICTORIA DRIVE, SUITE 450 CITY: CINCINNATI STATE: OH ZIP: 45246 FORMER COMPANY: FORMER CONFORMED NAME: Cross Shore Discovery Fund DATE OF NAME CHANGE: 20140602 SC TO-I/A 1 crossshore_sctoia.htm SC TO-I/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE TO

 

TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1)

OF THE SECURITIES EXCHANGE ACT OF 1934

 

CROSS SHORE DISCOVERY FUND

(Name of Subject Company (Issuer))

 

CROSS SHORE DISCOVERY FUND

(Name of Filing Person(s) (Issuer))

 

Institutional Shares

(Title of Class of Securities)

 

22757Y104

(CUSIP Number of Class of Securities)

 

Emily Schmidt

Assistant Secretary

Cross Shore Discovery Fund

225 Pictoria Drive, Suite 450, Cincinnati, OH 45246

(513) 869-4303

(Name, Address and Telephone Number of Person Authorized to Receive Notices and

Communications on Behalf of the Filing Person(s))

 

Copy to:

 

Thomas G. Sheehan

Practus, LLP

11300 Tomahawk Creek Parkway

Suite 310

Leawood, KS 66211

(207) 553-3834

 

 

January 27, 2023

(Date Tender Offer First Published, Sent or Given to Security Holders)

 

 
 

 

 

 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]

 

This final amendment relates to the Issuer Tender Offer Statement on Schedule TO (the “Statement”) originally filed with the U.S. Securities and Exchange Commission on January 27, 2023 by Cross Shore Discovery Fund (the “Fund”) in connection with an offer by the Fund to purchase Institutional Shares of the Fund (“Shares”) from shareholders of that class (“Shareholders”) in an aggregate amount of up to ten percent (10%) of the Fund’s net asset value as of March 31, 2023 subject to the terms and conditions set out in the related Offer to Purchase and Letter of Transmittal. Copies of the Offer to Purchase and Letter of Transmittal were previously filed with the Statement on January 27, 2023.

 

This is the final amendment to the Statement and it is being filed to report the results of the Offer. The following information is furnished pursuant to Rule 13e-4(c)(4):

 

(1)Shareholders who desired to tender their Shares, or a portion thereof, for purchase were required to submit their tenders prior to 11:59 P.M., Eastern Time, on February 28, 2023.

 

(2)16,133.20 Shares were validly tendered and not withdrawn prior to the expiration of the Offer and all of those Shares were accepted for repurchase by the Fund in accordance with the terms of the Offer.

 

(3)The Valuation Date of the Shares tendered pursuant to the Offer was March 31, 2023.

 

(4)On May 1, 2023 the Fund paid such Shareholders $1,225,316.36 representing the full value of the shares tendered.

 

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.

 

 
 

 

 

 

CROSS SHORE DISCOVERY FUND

   
       
       
  By: /s/ Benjamin Bloomstone_________________________
    Name: Benjamin Bloomstone  
    Title: President, Principal Executive Officer  
           

 

May 9, 2023

 EX-FILING FEES 2 filingfeeexhibit.htm

Calculation of Filing Fee Tables

 

SC TO-I

(Form Type)

 

Cross Shore Discovery Fund

(Exact Name of Registrant as Specified in its Charter)

Table 1: Transaction Valuation

 

  Transaction Valuation Fee Rate Amount of Filing Fee
Fees to Be Paid: $0 - $0
Fees Previously Paid $3,500,467.268(1) 0.0001102 $385.75(2)
Total Transaction Valuation $3,500,467.268(1)    
Total Fees Due for Filing     $0
       
Total Fees Previously Paid     $385.75(3)
Total Fee Offsets     $0
       
Net Fee Due     $0
(1)Estimated solely for purposes of calculating the filing fee for this transaction in accordance with Rule 0-11 of the Securities Exchange Act of 1934, as amended, based on the maximum percentage of Shares offered to be repurchased calculated at the most recent net asset value per Share as of the filing date (10% of net asset value offered to be repurchased valued at the most recent net asset value as of the filing date, or 11/30/22).
(2)The amount of the filing fee calculated in accordance with the Exchange Act equals $110.20 for each $1,000,000 of value. The filing fee was calculated in accordance with Rule 0-11 under the Exchange Act.
(3)The fee of $385.75 was paid by the Fund in connection with filing its Schedule TO-I on January 27, 2023. This is the final amendment to the Schedule TO and is being filed to report the results of the offer.