-----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, Fm3tJ/bWK5tlb0vY04bcD/aBREm/+Cc6ayBAS20iBMiLmqx7dvQzFLBGqWRog2Ga x5t63ezX86lfUY08iBZxnQ== 0001445546-09-002106.txt : 20090825 0001445546-09-002106.hdr.sgml : 20090825 20090825142554 ACCESSION NUMBER: 0001445546-09-002106 CONFORMED SUBMISSION TYPE: SC TO-C PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20090825 DATE AS OF CHANGE: 20090825 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FIRST TRUST FOUR CORNERS SENIOR FLOATING RATE INCOME FUND II CENTRAL INDEX KEY: 0001282850 IRS NUMBER: 113716541 FILING VALUES: FORM TYPE: SC TO-C SEC ACT: 1934 Act SEC FILE NUMBER: 005-81567 FILM NUMBER: 091033690 BUSINESS ADDRESS: STREET 1: 120 EAST LIBERTY DRIVE STREET 2: SUITE 400 CITY: WHEATON STATE: IL ZIP: 60187 BUSINESS PHONE: 630-765-8000 MAIL ADDRESS: STREET 1: 120 EAST LIBERTY DRIVE STREET 2: SUITE 400 CITY: WHEATON STATE: IL ZIP: 60187 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FIRST TRUST FOUR CORNERS SENIOR FLOATING RATE INCOME FUND II CENTRAL INDEX KEY: 0001282850 IRS NUMBER: 113716541 FILING VALUES: FORM TYPE: SC TO-C BUSINESS ADDRESS: STREET 1: 120 EAST LIBERTY DRIVE STREET 2: SUITE 400 CITY: WHEATON STATE: IL ZIP: 60187 BUSINESS PHONE: 630-765-8000 MAIL ADDRESS: STREET 1: 120 EAST LIBERTY DRIVE STREET 2: SUITE 400 CITY: WHEATON STATE: IL ZIP: 60187 SC TO-C 1 fct_pressrelease.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 FIRST TRUST/FOUR CORNERS SENIOR FLOATING RATE INCOME FUND II (Name of Subject Company (Issuer)) FIRST TRUST/FOUR CORNERS SENIOR FLOATING RATE INCOME FUND II (Name of Filing Person (Issuer)) AUCTION MARKET PREFERRED SHARES, SERIES A AUCTION MARKET PREFERRED SHARES, SERIES B (Title of Class of Securities) 33733U207 33733U306 (CUSIP Number of Class of Securities) W. Scott Jardine, Esq. Secretary First Trust/Four Corners Senior Floating Rate Income Fund II 120 East Liberty Drive, Suite 400 Wheaton, Illinois 60187 Telephone: (800) 621-1675 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications on Behalf of Filing Person(s)) With a Copy to: Eric F. Fess, Esq. Chapman and Cutler LLP 111 West Monroe Street Chicago, Illinois 60603 Telephone: (312) 845-3000 Calculation of Filing Fee Transaction Valuation* Amount of Filing Fee* N/A N/A * Pursuant to General Instruction D to Schedule TO, a filing fee is not required in connection with this filing as it relates solely to preliminary communications made before the commencement of a tender offer. [ ] 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 Filing Party: Not Applicable Form or Registration No.: Not Applicable Date Filed: Not Applicable [X] 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: [ ] INTRODUCTION This Schedule TO relates to a pre-commencement communication by First Trust/Four Corners Senior Floating Rate Income Fund II (the "Fund") regarding an offer to purchase up to 100% of its outstanding Auction Market Preferred Shares, Series A and Auction Market Preferred Shares, Series B. The Fund has not commenced the tender offer that is referred to in this Schedule TO. The description of the tender offer contained in this Schedule TO is neither an offer to purchase nor a solicitation of an offer to sell shares of the Fund. Upon commencement of such tender offer, the Fund will file with the Securities and Exchange Commission (the "SEC") a tender offer statement on Schedule TO and all other documents, including an Offer to Purchase. THE FUND'S SHAREHOLDERS SHOULD READ CAREFULLY THE OFFER TO PURCHASE AND OTHER DOCUMENTS WHEN THEY ARE AVAILABLE BECAUSE THEY CONTAIN IMPORTANT INFORMATION. INVESTORS MAY OBTAIN A FREE COPY (WHEN AVAILABLE) OF THE OFFER TO PURCHASE AND OTHER DOCUMENTS FROM THE SEC'S WEBSITE AT WWW.SEC.GOV. EXHIBIT INDEX Exhibit No. Document - ---------- ------------------------------------------------------------------ 99.1 Press Release issued by the Fund dated August 25, 2009. EX-99.1 2 exhibit99_1.txt PRESS RELEASE Exhibit 99.1 FOR IMMEDIATE RELEASE First Trust/Four Corners Senior Floating Rate Income Fund II Announces Plan for Tender Offer for All Outstanding Auction Market Preferred Shares WHEATON, IL - (BUSINESS WIRE) - August 25, 2009 - First Trust/Four Corners Senior Floating Rate Income Fund II (NYSE: FCT) (the "Fund") announced today that, subject to certain conditions, the Fund intends to commence a tender offer for 100% of its outstanding Auction Market Preferred Shares, Series A and Auction Market Preferred Shares, Series B (collectively, the "AMP Shares") at a price equivalent to 97% of the liquidation preference of $25,000 per AMP Share ($24,250 per share) plus any unpaid dividends accrued through the expiration date of the tender offer. As of the date hereof, the Fund has not commenced the tender offer, and the description of the tender offer contained in this press release is neither an offer to purchase nor a solicitation of an offer to sell AMP Shares of the Fund. There can be no assurance that any tender offer will be commenced or if commenced that it will be consummated. TENDER OFFER STATEMENT This press release is for informational purposes only and is not an offer to buy, nor the solicitation of an offer to sell, any shares. The full details of any tender offer, including complete instructions on how to tender shares, will be included in the offer to purchase, the letter of transmittal and related materials, which will be mailed to holders of AMP Shares promptly following the commencement of the offer. Holders of AMP Shares should read carefully the offer to purchase, the letter of transmittal and other related materials when they are available because they will contain important information. Holders of AMP Shares may obtain free copies, when available, of the offer to purchase, the letter of transmittal and other related materials that will be filed with the Securities and Exchange Commission at the Commission's website at - ------------------------------------- CONTACT: Jeff Margolin - (630) 915-6784 SOURCE: First Trust/Four Corners Senior Floating Rate Income Fund II -----END PRIVACY-ENHANCED MESSAGE-----