abrdn Emerging Markets ex-China Fund, Inc SC TO-I/A, filed Feb 21, 2025
abrdn Emerging Markets ex-China Fund, Inc. (AEF)
As filed with the Securities and Exchange Commission on February 21, 2025.
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
ABRDN EMERGING MARKETS EQUITY INCOME FUND, INC.
(Name of Subject Company (issuer))
ABRDN EMERGING MARKETS EQUITY INCOME 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)
Lucia Sitar, Esq.
abrdn Emerging Markets Equity Income Fund, Inc.
c/o abrdn Inc.
1900 Market Street, Suite 200
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:
Thomas C. Bogle, Esq.
William J. Bielefeld, Esq.Dechert LLP
1900 K Street N.W.
Washington D.C. 20006
☐ 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:
☐ 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: ☐
Introductory Statement
This Amendment No. 1 hereby amends and supplements the Issuer Tender Offer Statement on Schedule TO initially filed by abrdn Emerging Markets Equity Income Fund, Inc., a Maryland corporation (the “Fund”), with the Securities and Exchange Commission (the “Commission”) on January 21, 2025 (as further amended hereby, the “Schedule TO”) in order to update Item 12 to add exhibit (a)(6), a copy of the press release issued by the Fund dated February 21, 2025 announcing the preliminary results of the offer.
Except as amended herein, 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.
| Item 12. | Exhibits | |
| (a)(1)(i) | Offer to Purchase.1 | |
| (a)(1)(ii) | Form of Letter of Transmittal.1 | |
| (a)(1)(iii) | Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.1 | |
| (a)(1)(iv) | Form of Notice of Guaranteed Delivery.1 | |
| (a)(1)(v) | Form of Letter to Clients of Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.1 | |
| (a)(2) | None. | |
| (a)(3) | Not Applicable. | |
| (a)(4) | Not Applicable. | |
| (a)(5) | Text of press release issued on January 21, 2025.1 | |
| (a)(6) | Text of press release issued on February 21, 2025.2 | |
| (d) | None. | |
| (g) | None. | |
| (h) | None. | |
| 107 | Calculation of Filing Fees Table.1 |
1 Incorporated by reference to the Fund’s Schedule TO-I, as filed with the Commission on January 21, 2025.
2 Filed herewith.
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.
| ABRDN EMERGING MARKETS EQUITY INCOME FUND, INC. | ||
| By: | /s/ Lucia Sitar | |
| Name: Lucia Sitar, Esq. | ||
| Title: Vice President of the Fund | ||
| Dated: February 21, 2025 | ||
Exhibit 99.(a)(6)
Press Release
FOR IMMEDIATE RELEASE
For More Information Contact:
abrdn U.S. Closed-End Funds
Investor Relations
1-800-522-5465
Investor.Relations@abrdn.com
ABRDN EMERGING MARKETS EQUITY INCOME FUND, INC.
(AEF) ANNOUNCES
EXPIRATION AND PRELIMINARY RESULTS OF CASH TENDER OFFER
(Philadelphia, February 21, 2025) – abrdn Emerging Markets Equity Income Fund, Inc. (NYSE American: AEF), a non-diversified closed-end fund, announces today the preliminary results of its cash tender for up to 10,150,355 shares, representing approximately 20% of the Fund’s outstanding shares. The offer expired at 5:00 p.m. New York City time on February 20, 2025.
Based on current information, approximately 36,731,570 shares of common stock or 72.4% of the Fund’s outstanding stock were tendered through the expiration date. This number is subject to adjustment and should not be regarded as final. Because the tender offer was oversubscribed, the number of shares that will be purchased by the Fund will be pro-rated based on the number of shares properly tendered by each shareholder. No more than a total of 10,150,355 properly tendered shares will be accepted for payment at a price per share equal to 98% of the Fund’s net asset value per share (“NAV”) as of the close of regular trading on the NYSE American on February 21, 2025. The final number of shares validly tendered and accepted pursuant to the tender offer will be announced at a later date.
Important Information
The Fund’s daily NYSE American closing price and NAV, as well as other information, including updated portfolio statistics and performance are available at www.abrdnaef.com or by calling the Fund’s Investor Services at 1-800-522-5465.
In the United States, abrdn is the marketing name for the following affiliated, registered investment advisers: abrdn Inc., abrdn Investments Limited, and abrdn Asia Limited.
Closed-end funds are traded on the secondary market through one of the stock exchanges. A Fund’s investment return and principal value will fluctuate so that an investor’s shares may be worth more or less than the original cost. Shares of closed-end funds may trade above (a premium) or below (a discount) the NAV of the fund’s portfolio. There is no assurance that a Fund will achieve its investment objective. Past performance does not guarantee future results.
abrdnaef.com
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