As filed with the Securities and Exchange Commission on February 15, 2002.
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE TO
TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES
EXCHANGE ACT OF 1934
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THE ASIA TIGERS FUND
(Name of Subject Company (issuer))
THE ASIA TIGERS FUND
(Name of Filing Person (offeror))
COMMON STOCK,
$0.001 PAR VALUE PER SHARE
(Title of Class of Securities)
04516T105
(CUSIP Number of Class of Securities)
BARBARA PIRES, ASSISTANT SECRETARY
THE ASIA TIGERS FUND, INC.
CIBC WORLD MARKETS CORP.
622 THIRD AVENUE
NEW YORK, NEW YORK 10017
(212) 667-4711
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications on Behalf of the Person(s) Filing Statement)
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COPY TO:
CYNTHIA COBDEN, ESQ.
SIMPSON THACHER & BARTLETT
425 LEXINGTON AVENUE
NEW YORK, NEW YORK 10017
(212) 455-2000
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CALCULATION OF FILING FEE
========================================= ====================================
TRANSACTION VALUATION* AMOUNT OF FILING FEE
- ----------------------------------------- ------------------------------------
$39,858,117(a) $3,666.95(b)
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(a) Calculated as the aggregate maximum purchase price to be paid for 4,860,746
shares in the offer, based upon a price of $8.20 (95% of the net asset
value per share of $8.63 on February 8, 2002).
(b) Calculated at $92 per $1,000,000 of the Transaction Value.
[] 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: Not applicable. Filing Party: Not applicable.
Form or Registration No.: Not applicable. Date Filed: Not applicable.
[] 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
[ ] going-private transaction subject to Rule 13e-3
[X] issuer tender offer subject to Rule 13e-4
[ ] 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. [ ]
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This Issuer Tender Offer Statement on Schedule TO relates to an offer
by The Asia Tigers Fund, Inc., a Maryland corporation (the "Fund"), to purchase
for cash up to 25% of its outstanding shares, or of the Fund's issued and
outstanding shares of Common Stock, par value $0.001 per share, upon the terms
and subject to the conditions contained in the Offer to Purchase dated February
15, 2002 and the related Letter of Transmittal and are filed as exhibits to this
Schedule TO.
This Issuer Tender Offer Statement on Schedule TO is being filed in
satisfaction of the reporting requirements of Rule 13e-4(c)(2) promulgated under
the Securities Exchange Act of 1934, as amended.
The information in the Offer to Purchase and the related Letter of
Transmittal is incorporated herein by reference in answer to Items 1 through 11
of this Issuer Tender Offer Statement on Schedule TO.
ITEM 12. EXHIBITS
EXHIBIT NO. DESCRIPTION
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(a)(1)(i) Offer to Purchase, dated February 15, 2002.
(a)(1)(ii) Form of Letter of Transmittal.
(a)(1)(iii) Form of Notice of Guaranteed Delivery.
(a)(1)(iv) Form of Letter to Brokers, Dealers, Commercial Banks, Trust
Companies and other Nominees.
(a)(1)(v) Form of Letter to Clients of Brokers, Dealers, Commercial Banks,
Trust Companies and Other Nominees.
(a)(1)(vi) Form of Letter to Stockholders.
(a)(2) None.
(a)(3) Not Applicable.
(a)(4) Not Applicable
(a)(5) Press release issued on February 15, 2002.
(b) None.
(d) None.
(g) None.
(h) None.
ITEM 13. INFORMATION REQUIRED BY SCHEDULE 13E-3
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.
THE ASIA TIGERS FUND, INC.
/S/BRYAN MCKIGNEY
By: --------------------------------
Name: Bryan McKigney
Title: President and Secretary
Dated: February 15, 2002
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