UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE TO
TENDER OFFER STATEMENT UNDER SECTION 14(e)(1) OR 13(e)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934
(Final Amendment)
AB MULTI-MANAGER ALTERNATIVE FUND
(Name of Subject Company (Issuer))
AB MULTI-MANAGER ALTERNATIVE FUND
(Name of Filing Person(s) (Issuer))
SHARES OF BENEFICIAL INTEREST
(Title of Class of Securities)
N/A
(CUSIP Number of Class of Securities)
Emilie D. Wrapp
AllianceBernstein L.P.
1345 Avenue of the Americas
New York, NY 10105
Tel.1-800-221-5672
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications on Behalf of the Filing Person(s))
With a copy to:
P. Jay Spinola, Esq.
Willkie Farr & Gallagher LLP
787 Seventh Avenue
New York, NY 10019
November 16, 2019
(Date Tender Offer First Published, Sent or Given to Security Holders)
CALCULATION OF FILING FEE
| Transaction Valuation: | Amount of Filing Fee: | |
| $102,420,161.93 (a) | $13,294.14 (b) |
| (a) | Calculated as the estimated aggregate maximum purchase price for Shares. |
| (b) | Calculated at $129.80 per $1,000,000 of the Transaction Valuation. |
| ☒ | Check the box if any part of the fee is offset as provided by Rule0-11(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: $13,294.14 | Filing Party: AB Multi-Manager Alternative Fund | |
Form or Registration No.: Schedule TO, Registration No. 005-87063 | Date Filed: November 15, 2019 |
| ☐ | 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:
| ☐ | third-party tender offer subject to Rule14d-1. |
| ☒ | issuer tender offer subject to Rule13e-4. |
| ☐ | going-private transaction subject to Rule13e-3. |
| ☐ | amendment to Schedule 13D under Rule13d-2. |
Check the following box if the filing is a final amendment reporting the results of the tender offer: ☒
ITEM1. SUMMARY TERM SHEET.
This Final Amendment relates to the Issuer Tender Offer Statement on Schedule TO (the “Statement”) originally filed on November 15, 2019 by AB Multi-Manager Alternative Fund (the “Company”) in connection with an offer by the Company to purchase up to 10% of its outstanding Shares from the shareholders of the Company on the terms and subject to the conditions set forth in the Offer to Repurchase filed as Exhibit B to the Statement.
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 Repurchase.
The following information is furnished pursuant to Rule13e-4(c)(4):
| 1. | The Offer expired at 5:00 p.m., New York time, on December 23, 2019. |
| 2. | 2,439,961.91 Shares were validly tendered and not withdrawn prior to the expiration of the Offer, and all of those Shares were accepted for repurchase by the Company in accordance with the terms of the Offer. |
| 3. | The Valuation Date for the Shares tendered was March 31, 2020. |
| 4. | Payment of the repurchase price was made in the form of a promissory note issued to each shareholder whose tendered Shares were accepted for repurchase by the Company. On or about May 12, 2020, the Company paid such shareholders $24,793,549.68 collectively, representing the cumulative amount payable under the promissory notes minus the total amount retained pursuant to the Company’s 5% “hold-back” applicable when 95% or more of a shareholder’s shares in the Company are being repurchased. |
Additional payments under the promissory notes in the aggregate amount of $1,118,845.78 representing the amounts retained under the hold-back, were made on July 1, 2020 after completion of the Company’s audit.
SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify that the information set out in this statement is true, complete and correct.
AB MULTI-MANAGER ALTERNATIVE FUND | ||
| By: | /s/ Eric C. Freed | |
| Name: | Eric C. Freed | |
| Title: | Assistant Secretary | |
July 2, 2020
