0001144204-19-010486.txt : 20190227 0001144204-19-010486.hdr.sgml : 20190227 20190227142319 ACCESSION NUMBER: 0001144204-19-010486 CONFORMED SUBMISSION TYPE: SC TO-I/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20190227 DATE AS OF CHANGE: 20190227 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Infinity Long/Short Equity Fund, LLC CENTRAL INDEX KEY: 0001687430 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: 005-90490 FILM NUMBER: 19637032 BUSINESS ADDRESS: STREET 1: C/O UMB FUND SERVICES, INC. STREET 2: 235 WEST GALENA STREET CITY: MILWAUKEE STATE: WI ZIP: 53212 BUSINESS PHONE: (877) 775-7751 MAIL ADDRESS: STREET 1: C/O UMB FUND SERVICES, INC. STREET 2: 235 WEST GALENA STREET CITY: MILWAUKEE STATE: WI ZIP: 53212 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Infinity Long/Short Equity Fund, LLC CENTRAL INDEX KEY: 0001687430 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC TO-I/A BUSINESS ADDRESS: STREET 1: C/O UMB FUND SERVICES, INC. STREET 2: 235 WEST GALENA STREET CITY: MILWAUKEE STATE: WI ZIP: 53212 BUSINESS PHONE: (877) 775-7751 MAIL ADDRESS: STREET 1: C/O UMB FUND SERVICES, INC. STREET 2: 235 WEST GALENA STREET CITY: MILWAUKEE STATE: WI ZIP: 53212 SC TO-I/A 1 tv514887_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

 

FINAL AMENDMENT

INFINITY LONG/SHORT EQUITY FUND, LLC

 

(Name of Subject Company (Issuer))

 

INFINITY LONG/SHORT EQUITY FUND, LLC

 

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

 

SHARES OF BENEFICIAL INTEREST
(Title of Class of Securities)

 

N/A
(CUSIP Number of Class of Securities)

 

Terrance P. Gallagher

235 W. Galena Street

Milwaukee, WI 53212

(414) 299-2270

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

 

With a copy to:
Joshua B. Deringer, Esq.

Drinker Biddle & Reath LLP

One Logan Square, Ste. 2000

Philadelphia, PA 19103-6996

(215) 988-2700

 

August 30, 2018

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

 

 

CALCULATION OF FILING FEE

 

------------------------------------------------------------------------------------------------------

Transaction Valuation: $5,000,000 (a)         Amount of Filing Fee: $622.50 (b)

------------------------------------------------------------------------------------------------------

(a) Calculated as the aggregate maximum value of Shares being purchased.

(b) Calculated at $124.50 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.

 

Amount Previously Paid: $622.50

Form or Registration No.: SC TO-I

Filing Party: Infinity Long/Short Equity Fund, LLC

Date Filed: August 30, 2018

 

¨ 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 Securities and Exchange Commission on August 30, 2018 by Infinity Long/Short Equity Fund, LLC (the "Fund") in connection with an offer (the "Offer") by the Fund to purchase shares of beneficial interest ("Shares”) in the Fund in an aggregate amount up to $5,000,000 on the terms and subject to the conditions set out in the Offer to Purchase and the related Letter of Transmittal. Copies of the Offer to Purchase and the Letter of Transmittal were previously filed as Exhibits B and C to the Statement on August 30, 2018.

 

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

 

1. Holders of Shares in the Fund ("Shareholders") that desired to tender Shares, or a portion thereof, for purchase were required to submit their tenders by 11:59 p.m., Eastern Time, on September 27, 2018.

 

2. Valuation Date of the Shares tendered pursuant to the Offer was December 31, 2018.

 

3. No Shares were tendered prior to the expiration of the Offer, and therefore, no Shares were accepted for purchase by the Fund in accordance with the terms of the Offer.

 

 

 

 

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.

 

 

 

INFINITY LONG/SHORT EQUITY FUND, LLC

 

By: /s/ Jeff Vale

Name: Jeff Vale

Title: President

 

 

February 27, 2019