0001193125-17-006934.txt : 20170110 0001193125-17-006934.hdr.sgml : 20170110 20170110165956 ACCESSION NUMBER: 0001193125-17-006934 CONFORMED SUBMISSION TYPE: SC TO-I/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20170110 DATE AS OF CHANGE: 20170110 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FS Global Credit Opportunities Fund - T CENTRAL INDEX KEY: 0001667292 IRS NUMBER: 816302892 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC TO-I/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-89479 FILM NUMBER: 17521149 BUSINESS ADDRESS: STREET 1: 201 ROUSE BOULEVARD CITY: PHILADELPHIA STATE: PA ZIP: 19112 BUSINESS PHONE: 215-495-1150 MAIL ADDRESS: STREET 1: 201 ROUSE BOULEVARD CITY: PHILADELPHIA STATE: PA ZIP: 19112 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FS Global Credit Opportunities Fund - T CENTRAL INDEX KEY: 0001667292 IRS NUMBER: 816302892 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC TO-I/A BUSINESS ADDRESS: STREET 1: 201 ROUSE BOULEVARD CITY: PHILADELPHIA STATE: PA ZIP: 19112 BUSINESS PHONE: 215-495-1150 MAIL ADDRESS: STREET 1: 201 ROUSE BOULEVARD CITY: PHILADELPHIA STATE: PA ZIP: 19112 SC TO-I/A 1 d312642dsctoia.htm FS GLOBAL CREDIT OPPORTUNITIES FUND-T FS Global Credit Opportunities Fund-T

As filed with the Securities and Exchange Commission on January 10, 2017

 

 

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

(Amendment No. 1)

 

 

FS GLOBAL CREDIT OPPORTUNITIES FUND—T

(Name of Subject Company (Issuer))

FS GLOBAL CREDIT OPPORTUNITIES FUND—T

(Names of filing Persons (Offeror and Issuer))

Common Shares of Beneficial Interest, Par Value $0.001 per share

(Title of Class of Securities)

30294H 104

(CUSIP Number of Class of Securities)

(Underlying Common Stock)

 

 

Michael C. Forman

President and Chief Executive Officer

FS Global Credit Opportunities Fund—T

201 Rouse Boulevard

Philadelphia, PA 19112

(215) 495-1150

(Name, address and telephone number of person authorized to receive notices and communications on behalf of filing person)

 

 

Copies to:

James A. Lebovitz, Esq.

David J. Harris, Esq.

Dechert LLP

Cira Centre

2929 Arch Street

Philadelphia, PA 19104

Tel: (215) 994-4000

Fax: (215) 994-2222

CALCULATION OF FILING FEE

 

TRANSACTION VALUATION

   

AMOUNT OF FILING FEE

$7,070,442.00

    $819.46*

 

* The amount of the filing fee is calculated in accordance with Rule 0-11(b) of the Securities Exchange Act of 1934, as amended, and equals $115.90 for each $1,000,000 of the transaction valuation.

 

☒ 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 persons filing by registration statement number, or the Form or Schedule and the date of its filing.

Amount Previously Paid: $819.46

Form or Registration No.: Schedule TO

Filing Party: FS Global Credit Opportunities Fund—T

Date Filed: November 22, 2016

 

☐ 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.

 

  ☑ 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:    ☒

 

 

 

FINAL AMENDMENT TO TENDER OFFER STATEMENT

This Amendment No. 1 supplements and amends the Tender Offer Statement on Schedule TO filed with the U.S. Securities and Exchange Commission on November 22, 2016 by FS Global Credit Opportunities Fund—T, a Delaware statutory trust (the “Company”), in connection with the offer by the Company to purchase up to the number of the Company’s issued and outstanding common shares of beneficial interest, par value $0.001 per share (the “Shares”) that the Company can repurchase with the proceeds it receives from the issuance of Shares under its distribution reinvestment plan prior to the repurchase date of the Offer (as defined below) (less the amount of any such proceeds used to repurchase Shares on each previous repurchase date for tender offers conducted during the 2016 calendar year), plus the aggregate proceeds it receives from the sale of Shares at the two weekly closings that occur immediately prior to the date of repurchase. The tender offer was made upon and subject to the terms and conditions set forth in the Offer to Purchase, dated November 22, 2016, and the related Letter of Transmittal (together, the “Offer”). The Offer expired at 5:00 P.M., Central Time, on December 29, 2016, and a total of 2,590.304 Shares were validly tendered pursuant to the Offer as of such date. In accordance with the terms of the Offer, the Company purchased all 2,590.304 Shares validly tendered and not withdrawn at a price equal to $8.0750 per Share (an amount equal to the net asset value per Share as of January 4, 2017) for an aggregate purchase price of approximately $20,916.70. Repurchased Shares may be subject to a contingent deferred sales charge, as described in the Offer. The contingent deferred sales charge, if applicable, was calculated based upon the lesser of the net asset value of such Shares as of January 4, 2017 (the date of repurchase) and the public offering price at the time such Shares were purchased.

 

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SIGNATURE

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: January 10, 2017

 

FS GLOBAL CREDIT OPPORTUNITIES FUND—T

By:

  

/s/    STEPHEN S. SYPHERD        

 

Name: Stephen S. Sypherd

 

Title:   Vice President, Treasurer and Secretary

 

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