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As filed with the Securities and Exchange Commission on October 1, 2021

Investment Company Act File No. 811-23035

 

 

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

SCHEDULE TO

(Amendment No. 4)

 

 

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

 

 

   
    Transaction Value    Amount of Filing Fee
    $26,126,330.28(a)    $2,850.38(b)

 

(a)

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 $16.89 (100% of the net asset value per share on September 15, 2021).

(b)

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.

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:      $2,852.07
Form or Registration No.:      Schedule TO
Filing Party:      The Gabelli Go Anywhere Trust
Date Filed:      August 3, 2021

 

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. 4 (this “Amendment No. 4”) 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 (the “Shares”), upon the terms and subject to the conditions contained in the Offer to Purchase dated August 3, 2021 and the related Letter of Transmittal, as amended and supplemented by the Supplement to the Offer to Purchase, dated September 16, 2021 (the “Supplement”) (as may be further amended or supplemented from time to time), which collectively, as each may be amended or supplemented from time to time, constitute the “Offer.” Capitalized terms used but not defined herein have the meanings ascribed to them in the Schedule TO, the Offer to Purchase or the Letter of Transmittal, as applicable.

This is the Final Amendment to the Statement and is being filed to report the results of the Offer. Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Offer to Purchase.

The following information is furnished pursuant to Rule 13e-4(c)(4):

 

  1.

The Offer expired at 5:00 p.m. Eastern Time, on September 30, 2021.

 

  2.

1,505,894 Shares of the Fund were validly tendered and not withdrawn prior to the expiration of the Offer, and all of those Shares were accepted for repurchase by the Fund in accordance with the terms of the Offer.

 

  3.

The Shares were repurchased at a price of $16.7580.

Except as specifically provided herein, the information contained in the Tender Offer Statement, the Offer to Purchase, the Supplement and the Letter of Transmittal remains unchanged and this Amendment does not modify any of the information previously reported on the Tender Offer Statement, the Offer to Purchase, the Supplement or the Letter of Transmittal.

 

Item 12.            Exhibits

 

(a)(1)(i)      Offer to Purchase, dated August 3, 2021.(1)
(a)(1)(ii)      Form of Letter of Transmittal.(1)
(a)(1)(iii)      Supplement to the Offer to Purchase, dated September 16, 2021.(2)
(a)(2)      None.
(a)(3)      Not Applicable.
(a)(4)      Not Applicable.
(a)(5)(i)      Press release issued on May 14, 2021.(3)
(a)(5)(ii)      Press release issued on August 2, 2021.(4)
(a)(5)(iii)      Press release issued on August 19, 2021.(5)
(a)(5)(iv)      Press release issued on August 20, 2021.(6)
(a)(5)(v)      Press release issued on September 16, 2021.(2)
(a)(5)(vi)      Press release issued on October 1, 2021.*
(b)      None.
(d)(1)      Automatic Dividend Reinvestment Plan.(7)


(d)(2)      Investment Advisory Agreement between Registrant and Gabelli Funds, LLC.(8)
(d)(3)      Custodian Agreement.(9)
(d)(4)      Registrar, Transfer Agency and Service Agreement.(9)
(g)      None.
(h)      None.

 

 

  *

Filed herewith.

  (1)

Incorporated by reference to the Registrant’s Schedule TO-I, as filed with the SEC on August 3, 2021.

  (2)

Incorporated by reference to Amendment No. 3 to the Registrant’s Schedule TO-I, as filed with the SEC on September 16, 2021.

  (3)

Incorporated by reference to the Registrant’s Schedule TO-C, as filed with the SEC on May 14, 2021.

  (4)

Incorporated by reference to the Registrant’s Schedule TO-C, as filed with the SEC on August 2, 2021.

  (5)

Incorporated by reference to Amendment No. 1 to the Registrant’s Schedule TO-I, as filed with the SEC on August 19, 2021.

  (6)

Incorporated by reference to Amendment No. 2 to the Registrant’s Schedule TO-I, as filed with the SEC on August 23, 2021.

  (7)

Incorporated by reference to the Registrant’s 2020 annual report on Form N-CSR, as filed with the SEC on March 8, 2021.

  (8)

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).

  (9)

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).


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/ John C. Ball                
  Name: John C. Ball
 

Title: Treasurer and Principal Financial

              and Accounting Officer

  Dated:    October 1, 2021


Exhibit Index

 

(a)(5)(vi)           Press release, dated October 1, 2021.