UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________________
Amendment No. 1
to
SCHEDULE TO
TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934
____________________________
alpha-En Corporation
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(Name of Subject Company (Issuer))
Alternative Liquidity Index LP
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(Names of Filing Person (Purchaser))
Common Stock, $0.01 par value
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(Title of Class of Securities)
02072E108
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(CUSIP Number of Class of Securities)
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Jacob Mohs
Alternative Liquidity Index LP
C/O Alternative Liquidity Capital
11500 Wayzata Blvd. #1050
Minnetonka, MN 55305
(888)884-8796
info@alternativeliquidity.net
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(Name, Address and Telephone Number of a Person
Authorized to Receive Notices and Communications on Behalf of Filing Persons)
Calculation of Filing Fee
Transaction valuation*
| Amount of filing fee
|
$21,000
| $1.95
|
* This amount represents the maximum amount of the offer.
þ Check the 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:
| $1.95
| Filing Party: Alternative Liquidity Index LP
|
|
|
|
|
Form or Registration No.:
| SC TO-T
| Date Filed: January 28, 2022
|
o Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.
Check the appropriate boxes below to designate any transactions to which the statement relates:
þ third-party tender offer subject to Rule 14d-1
o 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
SCHEDULE TO
This Amendment No 1. to the Tender Offer Statement on Schedule TO (the “Schedule TO”) relates to the offer by Alternative Liquidity Index LP (the “Purchaser”), to purchase for cash, subject to the terms and conditions set forth in the Offer to Purchase, up to a maximum of 2,000,000, shares of alpha-En Corporation (“ALPE” or the “Company”) at a purchase price of $0.01 per share, net cash to the seller, less any applicable withholding taxes and without interest (the “Purchase Price”), and the related Assignment Form.
This Amendment extends the Expiration date to 11:59PM on March 25, 2022. The Offer is being extended to give Shareholders more time to complete the documentation required to tender shares into the Offer. As of the date hereof, 250 Shares have been tendered by Shareholders and not withdrawn.
Item 12.MATERIAL TO BE FILED AS EXHIBITS.
(a)(1) Offer to Purchase, dated January 28, 2022*
(a)(2)Assignment Form*
(a)(3)Letter to Shareholders*
(a)(4) Press Release, dated January 28, 2022, Announcing the Commencement of the Offer*
(a)(5) Press Release, dated March 8, 2022, Announcing the Extension of the Offer**
*Previously filed on January 28, 2022
**Incorporated below
Item 12. INFORMATION REQUIRED BY SCHEDULE 13E-3
Not applicable
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.
Dated:
| March 8, 2022
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| Alternative Liquidity Index LP
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| By: Alternative Liquidity GP LLC
Title: General Partner/Investment Manager
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| By: /s/ JACOB MOHS
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| Name: Jacob Mohs
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| Title: Managing Member of the General Partner
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Alternative Liquidity Index announces extension to alpha-En tender offer
March 8, 2022
Alternative Liquidity Index LP has extended the expiration date with respect to their tender offer for Shares in alpha-En Corporation. The Purchasers are extending this offer to give Shareholders more time to complete the materials required to tender shares in the offer. The new expiration date is March 25, 2022. As of the date hereof, 250 Shares have been tendered by Shareholders and not withdrawn.
Investors should read the Offer to Purchase and the related materials carefully because they contain important information. Investors may obtain a free copy of the Offer to Purchase, the Amendment No. 1 to the Offer to Purchase, and the Assignment Form by visiting the Purchaser's website at https://alternativeliquidity.net/pending-tender-offers/.