0000897101-20-000017.txt : 20200109 0000897101-20-000017.hdr.sgml : 20200109 20200109143949 ACCESSION NUMBER: 0000897101-20-000017 CONFORMED SUBMISSION TYPE: SC TO-I/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20200109 DATE AS OF CHANGE: 20200109 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TP Flexible Income Fund, Inc. CENTRAL INDEX KEY: 0001521945 IRS NUMBER: 452460782 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC TO-I/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-89525 FILM NUMBER: 20517961 BUSINESS ADDRESS: STREET 1: 10 EAST 40TH STREET, 42ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 212-448-0702 MAIL ADDRESS: STREET 1: 10 EAST 40TH STREET, 42ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 FORMER COMPANY: FORMER CONFORMED NAME: Triton Pacific Investment Corporation, Inc. DATE OF NAME CHANGE: 20110607 FORMER COMPANY: FORMER CONFORMED NAME: Triton Pacific Investment Company, Inc. DATE OF NAME CHANGE: 20110527 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TP Flexible Income Fund, Inc. CENTRAL INDEX KEY: 0001521945 IRS NUMBER: 452460782 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC TO-I/A BUSINESS ADDRESS: STREET 1: 10 EAST 40TH STREET, 42ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 212-448-0702 MAIL ADDRESS: STREET 1: 10 EAST 40TH STREET, 42ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 FORMER COMPANY: FORMER CONFORMED NAME: Triton Pacific Investment Corporation, Inc. DATE OF NAME CHANGE: 20110607 FORMER COMPANY: FORMER CONFORMED NAME: Triton Pacific Investment Company, Inc. DATE OF NAME CHANGE: 20110527 SC TO-I/A 1 tp200054_to-1a.htm AMENDMENT NO. 1 TO SCHEDULE TO-I

As filed with the Securities and Exchange Commission on January 9, 2020

  

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE TO

(Amendment No. 1)

Tender Offer Statement under Section 14(d)(1) or 13(e)(1)

of the Securities Exchange Act of 1934

 

 

TP FLEXIBLE INCOME FUND, INC.

(Name of Subject Company (Issuer))

TP FLEXIBLE INCOME FUND, INC.

(Names of Filing Persons (Offeror and Issuer))

Class A Common Stock, Par Value $0.001 per share

(Title of Class of Securities)


89678V 105

 (CUSIP Number of Class of Securities)

 

 

Kristin Van Dask

Chief Financial Officer

TP Flexible Income Fund, Inc.

10 East 40th Street, 42nd Floor

New York, New York 10016

(212) 448-0702

((Name, address, and telephone numbers of person authorized to receive notices and communications on behalf of filing persons)

 

 

 

CALCULATION OF FILING FEE 

   

TRANSACTION VALUATION

 

AMOUNT OF FILING FEE

$3,811,599.55*

 

$494.75**

 

*

Estimated for purposes of calculating the filing fee only. The amount was determined by the Registrant based on a good faith estimate of the proceeds the Registrant expects to receive from the issuance of shares of its common stock under its distribution reinvestment plan prior to the expiration of the tender offer to which this Schedule TO relates.

**

The amount of the filing fee, calculated in accordance with Rule 0-11 under the Securities Exchange Act of 1934, as amended, as modified by Fee Rate Advisory No. 1 for fiscal year 2020, equals $129.80 per million dollars of the value of the transaction.
   

 

☐

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

 

☐

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.

 

 

☑

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:    ☑

 

 

 

 

 

 

FINAL AMENDMENT TO TENDER OFFER STATEMENT

This Amendment No. 1 supplements and amends the Tender Offer Statement on Schedule TO filed with the U.S. Securities and Exchange Commission on November 21, 2019 by TP Flexible Income Fund, Inc., a Maryland corporation (the “Company”), in connection with the offer by the Company to purchase up to 402,917.5 shares of the Company’s issued and outstanding Class A common stock, par value $0.001 per share (the “Shares”), at a price equal to the net asset value per Share determined as of December 24, 2019.  The tender offer was made upon and subject to the terms and conditions set forth in the Offer to Purchase, dated November 21, 2019 and the related Letter of Transmittal (together, the “Offer”). The Offer expired at 4:00 P.M., Eastern Time, on December 20, 2019 and a total of 51,715.62 Shares were validly tendered and not withdrawn pursuant to the Offer. In accordance with the terms of the Offer, the Company purchased all of the Shares validly tendered and not withdrawn at a price equal to $8.91 per Share for an aggregate purchase price of approximately $460,786. 

 

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.

 

 Dated: January 9, 2020

 

        

 

TP FLEXIBLE INCOME FUND, INC.

 

    

 

By:

 

/S/ M. Grier Eliasek

 

  

 

Name:

M. Grier Eliasek

 

  

 

Title:

President and Chief Executive Officer