Amended Tender Offer Statement by Issuer (sc To-i/a)
August 23 2021 - 10:17AM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on August 23, 2021
Investment Company Act File No. 811-23035
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE TO
(Amendment No. 2)
TENDER OFFER STATEMENT
(Under Section 14(d)(1) or 13(e)(1) of the
Securities Exchange Act of 1934)
The Gabelli Go Anywhere Trust
(Name of Subject Company (Issuer))
The Gabelli Go Anywhere Trust
(Names of Filing Person(s) (Offeror))
Common shares of beneficial interest, par value $0.001
(Title of Class of Securities)
36250J109
(CUSIP Number of
Class of Securities)
Peter Goldstein, Esq.
The Gabelli Go Anywhere Trust
One Corporate Center
Rye, New York 10580-1422
Telephone: (800) 422-3554
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications on Behalf of Filing Person(s))
Copies to:
Thomas A. DeCapo, Esq.
Kenneth E.
Burdon, Esq.
Skadden, Arps, Slate, Meagher & Flom LLP
500 Boylston Street
Boston,
Massachusetts 02116
Calculation of Filing Fee
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Transaction Value
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Amount of Filing Fee
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$26,141,798.80(a)
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$2,852.07(b)
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(a)
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Calculated solely for purposes of determining the amount of the filing fee. The amount is based upon the offer
to purchase up to 1,546,852 shares of common stock in the offer based upon a price of $16.90 (98% of the net asset value per share on July 30, 2021).
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(b)
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The amount of the filing fee, calculated in accordance with Rule 0-11
of the Securities Exchange Act of 1934, as amended, and the Fee Rate Advisory #1 for Fiscal Year 2021, equals $109.10 for each $1,000,000 of the value of the transaction.
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☒
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Check 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.
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Amount Previously Paid:
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$2,852.07
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Form or Registration No.:
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Schedule TO
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Filing Party:
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The Gabelli Go Anywhere Trust
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Date Filed:
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August 3, 2021
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☐
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Check box if the filing relates solely to preliminary communications made before the commencement of a tender
offer.
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Check the appropriate boxes to designate any transactions to which this statement relates:
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☐ third party tender offer subject to Rule 14d-1
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☒ issuer tender offer subject to Rule 13e-4
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☐ going-private transaction subject to Rule 13e-3
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☐ amendment to Schedule 13D under Rule 13d-2
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Check the following box if the filing is a final amendment reporting the results of the tender offer.
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Introductory Statement
This amendment no. 2 (this “Amendment No. 2”) amends and supplements the Tender Offer Statement on Schedule TO (together with
any subsequent amendments and supplements thereto, the “Schedule TO”), filed with the Securities and Exchange Commission (the “SEC”) by The Gabelli Go Anywhere Trust (the “Fund”), a Delaware statutory trust, on
August 3, 2021, relating to the offer by the Fund to purchase for cash any and all of the Fund’s outstanding common shares of beneficial interest, par value $0.001 per share, upon the terms and subject to the conditions contained in the
Offer to Purchase dated August 3, 2021 and the related Letter of Transmittal. Capitalized terms used but not defined herein have the meanings ascribed to them in the Schedule TO, the Offer to Exchange or the Letter of Transmittal, as
applicable.
This Amendment No. 2 is being filed to update Item 12 of the Schedule TO to include a press release. A copy of the press
release is attached hereto as Exhibit (a)(5)(iv). Only those items amended are reported in this Amendment No. 2. Except as specifically provided herein, the information set forth in the Schedule TO, including all schedules and annexes thereto
that were previously filed therewith, remains unchanged and is incorporated herein by reference, except that such information is hereby amended and supplemented to the extent specifically provided for herein and to the extent amended and
supplemented by the exhibit filed herewith.
You should read this Amendment No. 2 together with the Schedule TO, the Offer to
Exchange and the Letter of Transmittal.
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(1)
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Incorporated by reference to the Registrant’s Schedule TO-I, as
filed with the SEC on August 3, 2021.
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(2)
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Incorporated by reference to the Registrant’s Schedule TO-C, as
filed with the SEC on May 14, 2021.
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(3)
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Incorporated by reference to the Registrant’s Schedule TO-C, as
filed with the SEC on August 2, 2021.
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(4)
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Incorporated by reference to Amendment No. 1 to the Registrant’s Schedule TO-I, as filed with the SEC on August 19, 2021.
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(5)
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Incorporated by reference to the Registrant’s 2020 annual report on Form
N-CSR, as filed with the SEC on March 8, 2021.
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(6)
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Incorporated by reference to Pre-Effective Amendment No. 2 to the
Registrant’s Registration Statement on Form N-2, as filed with the SEC on May 12, 2015 (File Nos. 333- 202459 and
811-23035).
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(7)
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Incorporated by reference to Pre-Effective Amendment No. 3 to the
Registrant’s Registration Statement on Form N-2, as filed with the SEC on June 5, 2015 (File Nos. 333- 202459 and
811-23035).
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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 Gabelli Go Anywhere Trust
By: /s/ Bruce N.
Alpert
Name: Bruce N. Alpert
Title: President
Dated: August 20, 2021
Exhibit Index
(a)(5)(iv) Press release, dated August 20, 2021.
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