-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WR3eYLfBnhRcYIzu7OZeh14T6GSpIirnqQYF8xI4Ad4uYgfx/0HglwnEyQ3PHJch SlQ3T1Q+l2IEOZa5B475tQ== 0000950123-04-000551.txt : 20040121 0000950123-04-000551.hdr.sgml : 20040121 20040121163312 ACCESSION NUMBER: 0000950123-04-000551 CONFORMED SUBMISSION TYPE: SC TO-C PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20040121 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: KOREA FUND INC CENTRAL INDEX KEY: 0000748691 IRS NUMBER: 133226146 STATE OF INCORPORATION: MD FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC TO-C SEC ACT: 1934 Act SEC FILE NUMBER: 005-36819 FILM NUMBER: 04535455 BUSINESS ADDRESS: STREET 1: 345 PARK AVE STREET 2: C/O SCUDDER STEVENS & CLARK INC CITY: NEW YORK STATE: NY ZIP: 10154 BUSINESS PHONE: 6173305464 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KOREA FUND INC CENTRAL INDEX KEY: 0000748691 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 133226146 STATE OF INCORPORATION: MD FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC TO-C BUSINESS ADDRESS: STREET 1: 345 PARK AVE STREET 2: C/O SCUDDER STEVENS & CLARK INC CITY: NEW YORK STATE: NY ZIP: 10154 BUSINESS PHONE: 6173305464 SC TO-C 1 y93395sctovc.txt SCHEDULE TO As filed with the Securities and Exchange Commission on January 21, 2004. ================================================================================ 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 ---------------- THE KOREA FUND, INC. (Name of Subject Company (issuer)) THE KOREA FUND, INC. (Name of Filing Person (offeror)) COMMON STOCK, $0.01 PAR VALUE PER SHARE (Title of Class of Securities) 500634100 (CUSIP Number of Class of Securities) Richard T. Hale, Chairman The Korea Fund, Inc. c/o Deutsche Investment Management Americas, Inc. 345 Park Avenue New York, New York 10154 (800) 349-4281 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications on Behalf of the Person(s) Filing Statement) ---------------- COPY TO: Meredith M. Brown, Esq. Debevoise & Plimpton 919 Third Avenue New York, New York 10022 (212) 909-6000 ---------------- CALCULATION OF FILING FEE ================================================================================ TRANSACTION VALUATION AMOUNT OF FILING FEE - -------------------------------------------------------------------------------- Not Applicable Not Applicable ================================================================================ * Set forth the amount on which the filing fee is calculated and state how it was determined. [ ] 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: Not applicable Form or Registration No.: Not applicable Filing Party: Not applicable Date Filed: Not applicable [X] Check box if the filing relates solely to preliminary communications made before the commencement of a tender offer. Check the appropriate boxes to designate any transactions to which this 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: |_| Items 1-11. Not Applicable Items 12. Materials to be Filed as Exhibits. Text of Press Release issued by The Korea Fund, Inc. on January 21, 2004. 2 Item 13. Information Required by Schedule 13E-3. Not applicable. EX-99 3 y93395exv99.txt PRESS RELEASE Exhibit 99 Deutsche Asset Management [LOGO] A Member of the Deutsche Bank Group Press Release - -------------------------------------------------------------------------------- FOR IMMEDIATE RELEASE For additional information: Judith Inosanto 212.326.6746, Media Patricia M. Rosch 212.336.4812, Investors THE KOREA FUND, INC. ANNOUNCES COMMENCEMENT OF TENDER OFFER, PROGRAM FOR FUTURE REPURCHASE OFFERS NEW YORK, NY, January 21, 2004 -- The Board of Directors of The Korea Fund, Inc. (NYSE: KF) today approved a tender offer for up to 10% of its outstanding shares of common stock for cash, at a price per share equal to 95% of the net asset value on the business day after the day on which the offer expires. The tender offer is expected to commence on January 23, 2004 and remain open through February 23, 2004, unless extended. The tender offer is being conducted as a result of the Board's special review, initiated last April, of alternatives that would enable shareholders to receive value that is near net asset value for at least a portion of their shares by April 2004. The Board considered a full range of strategic and structural alternatives for the Fund in connection with its review, and concluded that, in their opinion, the tender offer is in the best interests of the Fund's shareholders at this time. The Fund also announced that the Board had approved a program of making additional repurchase offers, one in the first quarter of 2005 and one in the first quarter of 2006. Each additional repurchase offer would be for 10% of the Fund's shares, would be at a price of 95% of net asset value at the close of business on the day after the offer expires, and would be made, subject to fiduciary and other applicable requirements, if the Fund's shares traded on the New York Stock Exchange at an average weekly discount from net asset value greater than 15% during a 13-week 1 measuring period ending the preceding December 31. The Fund noted that it might at its option pay for shares repurchased in these additional offers with portfolio securities rather than cash, depending in part on whether the Fund is able to obtain an appropriate ruling from the Internal Revenue Service. The Board also concluded that maintaining the current closed-end format of the Fund was in the best interests of the Fund's shareholders because, under current market conditions, including the emerging nature of the Korean capital markets, the volatility and the limited liquidity of many of the Fund's holdings, the Fund's investment objective of long-term capital appreciation can best be achieved through a closed-end structure. Richard Hale, Chairman of the Board of the Fund and a Managing Director of Deutsche Investment Management Americas Inc., the Fund's manager, said: "The Fund's closed-end structure has, in our view, though past performance is no guarantee of future results, helped the Fund achieve its strong historical record of investment performance." The Fund's manager is part of Deutsche Asset Management. With more than US $685 billion in assets under management (as of September 30, 2003), Deutsche Asset Management is one of the world's leading investment management organizations, not just in size, but in quality and breadth of investment products, performance and client service. Deutsche Asset Management is geographically divided into three regions -- the Americas, Europe and Asia Pacific, providing the full range of investment management products across the risk/return spectrum. # # # There can be no assurance that any action proposed or adopted by the Board will reduce or eliminate the discount at which the Fund's shares trade. This announcement is not an offer to purchase or the solicitation of an offer to sell shares of the Fund. The tender offer will be made only by the Offer to Purchase and the related Letter of Transmittal. Shareholders should read these documents carefully when they are available because they will contain important information. These documents will be available to investors for free at the website of the Securities and Exchange Commission (www.sec.gov). Neither the offer to purchase shares will be made to, nor will tenders pursuant to the Offer to Purchase be accepted from or on behalf of, holders of shares in any jurisdiction in which making or accepting the offer to purchase would violate that jurisdiction's laws. 2 Investments in funds involve risk. Additional risks are associated with international investing, such as government regulations and differences in liquidity which may increase the volatility of your investment. Not FDIC Insured. Not Guaranteed. May Lose Value. Scudder Investments is part of Deutsche Asset Management which is the marketing name in the US for the asset management activities of Deutsche Bank AG, Deutsche Bank Trust Company Americas, Deutsche Asset Management Inc., Deutsche Asset Management Investment Services Ltd., Deutsche Investment Management Americas Inc. and Scudder Trust Company. (1/04) 28141 3 -----END PRIVACY-ENHANCED MESSAGE-----