As filed with the Securities and Exchange Commission on April 30, 2010.
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
ABERDEEN CHILE FUND, INC.
(Name of Subject Company (issuer))
ABERDEEN CHILE FUND, INC.
(Name of Filing Person (offeror))
COMMON STOCK,
$0.001 PAR VALUE PER SHARE
(Title of Class of Securities)
168834109
(CUSIP Number of Class of Securities)
Jennifer Nichols, Esq.
Aberdeen Chile Fund, Inc.
c/o Aberdeen Asset Management, Inc.
1735 Market Street 32nd Floor
Philadelphia, Pennsylvania 19103
Telephone: (215) 405-5773
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications on Behalf of the Person(s) Filing Statement)
Copy to:
Rose F. DiMartino, Esq.
Willkie Farr & Gallagher LLP
787 Seventh Avenue
New York, New York 10019
(212) 728-8000
CALCULATION OF FILING FEE
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Transaction Valuation |
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Amount of Filing Fee |
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$46,884,365(a) |
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$3,342.86(b) |
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(a) Calculated as the aggregate maximum purchase price to be paid for 2,542,026 shares in the offer, based upon a price per share of $18.44, which represents 99% of the net asset value per share on April 23, 2010
(b) Calculated at $71.30 per $1,000,000 of the Transaction Value, pursuant to Rule 0-11 of the Securities Exchange Act of 1934, as amended by Fee Advisory #4 for Fiscal Year 2010, effective December 21, 2009.
o 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.
Amount Previously Paid: Not applicable
Form or Registration No.: Not applicable
Filing Party: Not applicable
Date Filed: Not applicable
o 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:
o third party tender offer subject to Rule 14d-1
x issuer tender offer subject to Rule 13e-4
o going-private transaction subject to Rule 13e-3
o 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. o
Introductory Statement
This Issuer Tender Offer Statement on Schedule TO relates to an offer by Aberdeen Chile Fund, Inc., a Maryland corporation (the “Fund”), to purchase for cash its common shares, subject to adjustment for fractional shares and odd lots, at a price equal to 99% of the net asset value per common share determined as of the close of the regular trading session of the NYSE AMEX, the principal market on which the common shares are traded, on the business day immediately following the day the offer expires. The offer is being made upon the terms and subject to the conditions set forth in the Offer to Purchase, dated April 30, 2010 (the “Offer to Purchase”), and in the related Letter of Transmittal, which are filed as exhibits to this Schedule TO.
This Issuer Tender Offer Statement on Schedule TO is being filed in satisfaction of the reporting requirements of Rule 13e-4(c)(2) promulgated under the Securities Exchange Act of 1934, as amended.
The information set forth in the Offer to Purchase and the related Letter of Transmittal is incorporated herein by reference in answer to Items 1 through 11 of Schedule TO.
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Item 12. |
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Exhibits |
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(a)(1)(i) |
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Offer to Purchase, dated April 30, 2010. |
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(a)(1)(ii) |
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Form of Letter of Transmittal. |
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(a)(1)(iii) |
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Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees. |
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(a)(1)(iv) |
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Form of Notice of Guaranteed Delivery. |
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(a)(1)(v) |
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Form of Letter to Clients of Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees. |
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(a)(2) |
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None. |
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(a)(3) |
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Not Applicable. |
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(a)(4) |
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Not Applicable. |
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(a)(5) |
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Press release issued on April 30, 2010. |
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(b)(1) |
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Credit Agreement, dated as of November 13, 2009. |
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(d) |
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None |
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(g) |
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None. |
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(h) |
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None. |
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Item 13. |
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Information Required by Schedule 13E-3 |
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Not Applicable. |
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