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
PEACHTREE ALTERNATIVE STRATEGIES FUND
(Name of Subject Company (Issuer))
PEACHTREE ALTERNATIVE STRATEGIES FUND
(Name of Filing Person(s) (Issuer))
Institutional Shares
(Title of Class of Securities)
70469B 102
(CUSIP Number of Class of Securities)
Jesse D. Hallee
Secretary
Peachtree Alternative Strategies Fund
225 Pictoria Drive, Suite 450, Cincinnati, OH 45246
(513) 869-4335
(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, Esq.
Bernstein Shur, Sawyer & Nelson
100 Middle Street
Portland, ME 04104-5029
(207) 228-7165
January 13, 2022
(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
Item 1 through Item 9 and Item 11.
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 13, 2022 by Peachtree Alternative Strategies 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 twenty percent (20%) of the Fund’s net asset value as of March 31, 2022 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 13, 2022.
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 14, 2022. |
(2) | 25,454.73 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, 2022. |
(4) | 6 Shareholders tendered all of their Shares and received partial payment, in the form of promissory notes, of the repurchase price in accordance with the Statement and the promissory note1. 9 Shareholders tendered a portion of their Shares and received full payment of the repurchase price in the form of promissory notes. On May 4, 2022, the Fund paid the 15 Shareholders a total of $2,620,309.39 representing the amount currently payable under the promissory notes. |
Item 12(b). Filing Fee
Calculation of Filing Fee Tables
1 In accordance with the Statement and the promissory note, the Fund paid 95% of the value of the Shares as of the Valuation Date. A second and final payment of the remaining 5% of the value of the Shares as of the Valuation Date will be made within sixty (60) days of the completion of the next annual audit of the Fund by the Fund’s independent registered public accountant, which is expected to be approximately June 2022.
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.
PEACHTREE ALTERNATIVE STRATEGIES FUND
| |||||
By: | /s/ Ford Donohue | ||||
Name: | Ford Donohue | ||||
Title: | President, Principal Executive Officer | ||||
June 7, 2022
EXHIBIT INDEX
EXHIBIT
Calculation of the Filing Fee Table
EX-FILING FEES
Calculation of Filing Fee Tables
FORM SC TO-I/A
(Form Type)
Peachtree Alternative Strategies 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 | - | $92.70 | - |
Fees Previously Paid | $44,147,425.246(1) | $4,092.47 | |
Total Transaction Valuation | $44,147,425.246 | ||
Total Fees Due for Filing | $4,092.47 | ||
Total Fees Previously Paid | $4,092.47 | ||
Total Fee Offsets | - | ||
Net Fee Due | $0.00 |
(1) | Calculated as the aggregate maximum value of Shares being purchased. The fee of $4,092.47 was paid in connection with the filing of the Schedule TO-I by Peachtree Alternative Strategies Fund (File No. 005-89754) on January 13, 2022 (the “Schedule TO”). This is the final amendment to the Schedule TO and is being filed to report the results of the offer |
Table 2 – Fee Offset Claims and Sources(2)
Registrant or Filer Name |
Form or Filing Type |
File Number | Initial Filing Date |
Filing Date | Fee Offset Claimed | Fee Paid with Fee Offset Source | |
Fee Offset Claims | |||||||
Fee Offset Sources |
(2) | Not applicable. |