-----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, J4AOk2fGKi34yF8f57kIPryH/RhFzIzi0QjAN3V8WwsSZjIhSnXZMXv3lv6NpO6B J7VC63SoMHwSEoAx2gY/bA== /in/edgar/work/0000899140-00-000430/0000899140-00-000430.txt : 20001013 0000899140-00-000430.hdr.sgml : 20001013 ACCESSION NUMBER: 0000899140-00-000430 CONFORMED SUBMISSION TYPE: SC TO-I/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20001012 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LATIN AMERICA INVESTMENT FUND INC CENTRAL INDEX KEY: 0000862599 STANDARD INDUSTRIAL CLASSIFICATION: [ ] IRS NUMBER: 133577304 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC TO-I/A SEC ACT: SEC FILE NUMBER: 005-42282 FILM NUMBER: 739168 BUSINESS ADDRESS: STREET 1: 153 EAST 53RD ST- 58TH FLR STREET 2: C/O BEA ASSOCIATES INC CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2128322626 MAIL ADDRESS: STREET 1: C/O BEA ASSOCIATES STREET 2: ONE CITICORP CTR 153 E 53RD ST 58TH FL CITY: NEW YORK STATE: NY ZIP: 10022 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LATIN AMERICA INVESTMENT FUND INC CENTRAL INDEX KEY: 0000862599 STANDARD INDUSTRIAL CLASSIFICATION: [ ] IRS NUMBER: 133577304 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC TO-I/A BUSINESS ADDRESS: STREET 1: 153 EAST 53RD ST- 58TH FLR STREET 2: C/O BEA ASSOCIATES INC CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2128322626 MAIL ADDRESS: STREET 1: C/O BEA ASSOCIATES STREET 2: ONE CITICORP CTR 153 E 53RD ST 58TH FL CITY: NEW YORK STATE: NY ZIP: 10022 SC TO-I/A 1 0001.txt AMENDMENT NO. 2 TO TENDER OFFER STATEMENT As filed with the Securities and Exchange Commission on October 12, 2000 ================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 --------------------- Schedule TO/A Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 2) The Latin America Investment Fund, Inc. (Name of Subject Company (issuer)) The Latin America Investment Fund, Inc. (Names of Filing Persons (offerer and issuer)) Common Stock, Par Value $.001 Per Share (Title of Class of Securities) 518279-10-4 (CUSIP Number of Class of Securities) Hal Liebes, Esq. Senior Vice President The Latin America Investment Fund, Inc. 466 Lexington Avenue 16th Floor New York, New York 10017 (212) 875-3500 (Name, address, and telephone number of person authorized to receive notices and communications on behalf of filing persons) With a copy to: Daniel Schloendorn, Esq. Willkie Farr & Gallagher 787 Seventh Avenue New York, New York 10019-6099 Calculation of Filing Fee ================================================================================ Transaction Valuation Amount of Filing Fee - -------------------------------------------------------------------------------- $55,408,377(a)............................................. $11,082(b) ================================================================================ (a) Calculated as the aggregate maximum purchase price to be paid for 3,125,120 shares in the offer, based upon a price per share of $17.73, which represents 95% of the net asset value per share at September 5, 2000. (b) Calculated as 1/50th of 1% of the Transaction Valuation. [X] Check the box if any part of the fee is offset as provided by Rule O-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: $11,082 Form or Registration No. Schedule TO Filing Party: The Latin America Investment Fund, Inc. Date Filed: September 8, 2000 [ ] 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: [ ] ================================================================================ This Amendment No. 2 (this "Amendment") amends and supplements the Tender Offer Statement on Schedule TO filed by The Latin America Investment Fund, Inc., a Maryland corporation (the "Fund"), on September 8, 2000, as amended by Amendment No. 1 filed by the Fund on September 18, 2000 (the "Schedule TO"), relating to the offer by the Fund to purchase for cash up to 3,125,120 of the Fund's issued and outstanding shares of Common Stock, par value $0.001 per share, upon the terms and subject to the conditions set forth in the Offer to Purchase (the "Offer to Purchase") and in the related Letter of Transmittal, copies of which are attached as Exhibits (a)(1) and (a)(2) to the Schedule TO. The items required to be disclosed in the Schedule TO, which incorporate by reference the information contained in the Offer to Purchase, are hereby amended and supplemented as follows: On October 11, 2000, the Fund issued a press release announcing the extension of the period of time during which the Offer will remain open to 5:00 p.m., Eastern time, on Monday, October 30, 2000. The full text of the Fund's press release is attached as Exhibit (a)(9) hereto and incorporated herein by reference. Item 12. Exhibits. Item 12 of the Schedule TO is hereby amended by adding thereto the following: (a)(9) Text of press release issued by the Fund on October 11, 2000. 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. THE LATIN AMERICA INVESTMENT FUND, INC. By: /s/ Hal Liebes, Esq. ------------------------------ Name: Hal Liebes, Esq. Title: Senior Vice President Dated: October 11, 2000 EXHIBIT INDEX (a)(9) Text of press release issued by the Fund on October 11, 2000. EX-99.(A)(9) 2 0002.txt PRESS RELEASE The Latin America Investment Fund, Inc. The Latin America Equity Fund, Inc. The Emerging Markets Infrastructure Fund, Inc. The Emerging Markets Telecommunications Fund, Inc. 466 Lexington Avenue New York, New York 10019 Results of Shareholder Meetings; Extension of LAM Tender Offer Period For Immediate Release October 11 , 2000 Contact: Investor Relations Credit Suisse Asset Management, LLC 1-800-293-1232 New York, New York. The Latin America Investment Fund, Inc. (NYSE:LAM) and The Latin America Equity Fund, Inc. (NYSE:LAQ) announced today that their respective shareholders, at Special Meetings of Shareholders held yesterday, have approved the previously-announced proposed merger of LAQ with and into LAM. Concurrently with the merger, LAM, the surviving fund, will change its name to The Latin America Equity Fund, Inc. and, as approved by LAM's shareholders, adopt the same investment objective and policies currently followed by LAQ. A Special and an Annual Meeting of Shareholders of The Emerging Markets Infrastructure Fund, Inc. (NYSE:EMG) and The Emerging Markets Telecommunications Fund, Inc. (NYSE:ETF), respectively, were also held yesterday to consider the proposed merger of those two funds. As previously announced, ETF is to merge with and into EMG and, concurrently with the merger, EMG, the surviving fund, will change its name to The Emerging Markets Telecommunications Fund, Inc. and adopt the same investment objective and policies currently followed by ETF. The shareholders of EMG approved the merger and the change in its investment objective and policies effective upon the consummation of the merger. However, as the percentage of outstanding shares of ETF voting in favor of the merger (46.4%) was slightly less than the required majority, the ETF shareholder meeting was adjourned, with respect to that proposal only, to Monday, October 16, 2000 at 3 p.m. New York time at the offices of Credit Suisse Asset Management, LLC, 466 Lexington Avenue, 16th Floor, New York, New York in order to allow for further solicitation of proxies. The previously announced cash self-tenders being conducted by LAM and EMG are conditioned upon shareholder approval of the mergers and the satisfaction or waiver of all of the other conditions to the closings of the mergers. One of the conditions to the merger of LAM and LAQ is the receipt of an exemptive order from the Securities and Exchange Commission pursuant to Section 17(b) of the Investment Company Act of 1940, as amended. It is currently anticipated that such exemptive order will be issued in late October. Accordingly, LAM is extending its self-tender offer, which originally had been scheduled to expire on October 20, 2000, to 5:00 p.m., Eastern time, on Monday, October 30, 2000. At the close of business on October 10, 2000, approximately 2,470,006 shares of LAM had been validly tendered into the offer. Assuming ETF has received the requisite approval of its shareholders at the adjourned shareholders' meeting, the delay in the shareholder approval of the Merger will have no impact upon its self-tender offer which is still scheduled to expire on October 20, 2000, at 5:00 p.m., Eastern time. The shareholders of LAM and EMG also approved new investment advisory agreements with Credit Suisse Asset Management, LLC (CSAM), and the LAM shareholders approved a new sub-advisory agreement with its Chilean sub-advisor, that will become effective upon the consummation of the mergers. These agreements incorporate existing voluntary fee waivers, implemented July 1, 2000, pursuant to which the advisory and sub-advisory fees are calculated based upon the lower of each fund's net asset value or share price. ETF's shareholders also elected management's two nominees to the Board of Directors, William W. Priest Jr. and James J. Cattano, and ratified the selection of PricewaterhouseCoopers LLP as ETF's auditors for the current fiscal year. CSAM is the investment adviser to each of the Funds. CSAM is a diversified asset manager, handling equity, fixed income, international and derivative based accounts. As of August 31, 2000, CSAM-Americas managed approximately $71 billion in assets. -----END PRIVACY-ENHANCED MESSAGE-----