Amended Tender Offer Statement by Issuer (sc To-i/a)
February 04 2020 - 6:03AM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on February 3, 2020
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)
(Amendment No. 1)
BlackRock
Credit Allocation Income Trust
(Name of Issuer)
BlackRock Credit Allocation Income Trust
(Names of Filing Person(s) (Issuer))
Common Shares of Beneficial Interest, Par Value $0.001 per share
(Title of Class of Securities)
092508100
(CUSIP Number
of Class of Securities)
John M. Perlowski
BlackRock Credit Allocation Income Trust
55 East 52nd Street
New
York, New York 10055
1-800-441-7762
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications on Behalf of Filing Person(s))
Copies to:
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Margery K. Neale, Esq.
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Janey Ahn, Esq.
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Willkie Farr & Gallagher LLP
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BlackRock Advisors, LLC
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787 Seventh Avenue
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55 East 52nd Street
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New York, New York 100196099
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New York, New York 10055
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CALCULATION OF FILING FEE
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Transaction Value
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Amount of Filing Fee
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$153,305,552 (a)
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$19,899.06 (b)
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(a)
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Estimated for purposes of calculating the amount of the filing fee only. The amount is based upon the offer to
purchase up to 10,386,555 common shares of beneficial interest in the offer based upon a price of $14.76 (98% of the net asset value per share on December 26, 2019).
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(b)
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Calculated at $129.80 per $1,000,000 of the Transaction Value, pursuant to Rule
0-11 of the Securities Exchange Act of 1934, as amended.
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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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$19,899.06
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Form or Registration No.:
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SC-TO-I
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Filing Party:
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BlackRock Credit Allocation Income Trust
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Date Filed:
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January 2, 2020
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☐
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Check the box if the filing relates solely to preliminary communications made before the commencement of a
tender offer.
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☐
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Check the appropriate boxes below to designate any transactions to which the statement relates:
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☐
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third-party tender offer subject to Rule 14d-1.
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☒
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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: ☐
EXPLANATORY NOTE
This Amendment No. 1 (Amendment No. 1) amends and supplements the Issuer Tender Offer Statement on Schedule TO initially filed with the
Securities and Exchange Commission (the SEC) on January 2, 2020 by BlackRock Credit Allocation Income Trust, a diversified, closed-end management investment company organized as a Delaware
statutory trust (the Trust), pursuant to Rule 13e-4 under the Securities Exchange Act of 1934, as amended (the Exchange Act), in connection with an offer by the Trust (the
Offer) to repurchase up to 10% of its issued and outstanding common shares of beneficial interest, par value $0.001 per share (the Shares), in exchange for cash at a price equal to 98% of the net asset value per Share
determined as of the close of the regular trading session of the New York Stock Exchange, the principal market in which the Shares are traded, on the day the Offer expires, upon the terms and subject to the conditions set forth in the Offer to
Purchase, dated January 2, 2020 (the Offer to Purchase), and in the related Letter of Transmittal.
This Amendment No. 1 to Schedule
TO is intended to satisfy the requirements pursuant to Rule 13e-4(c)(3) of the Exchange Act.
The information
contained in the Offer to Purchase and the Letter of Transmittal, previously filed with the Schedule TO as Exhibits (a)(1)(i) and (a)(1)(ii), respectively, is incorporated by reference into this Amendment No. 1 in answer to Items 1 through 9
and Item 11 of the Schedule TO.
Item 10.
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Financial Statements.
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Not applicable.
Item 12 of the Schedule TO is hereby amended and supplemented to add the following exhibit:
(a)(5)(iii) Press Release issued on February 3, 2020.
Item 13.
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Information Required by Schedule 13E-3.
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Not applicable.
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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.
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BlackRock Credit Allocation Income Trust
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By:
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/s/ John M. Perlowski
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Name: John M. Perlowski
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Title: President and Chief Executive Officer
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Dated: February 3, 2020
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- 3 -
Exhibit Index
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(a)(5)(iii)
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Press release issued on February 3, 2020*
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