UNITED STATES

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

 

FINAL AMENDMENT

 

 

 

Eagle Point Institutional Income Fund

(Name of Subject Company (Issuer))

 

Eagle Point Institutional Income Fund

(Name of Filing Person(s) (Issuer))

 

SHARES OF BENEFICIAL INTEREST

(Title of Class of Securities)

 

269819108

(CUSIP Number of Class of Securities)

 

Eagle Point Credit Management LLC

600 Steamboat Road, Suite 202

Greenwich, CT 06830

(203) 340-8500

(Name, Address, and Telephone Number of Person Authorized to Receive Notices

and Communications on Behalf of the Filing Person(s))

 

 

 

COPIES TO:

 

Thomas J. Friedmann, Esq. Philip T. Hinkle, Esq.
Dechert LLP Alexander C. Karampatsos, Esq.
One International Place, 40th Floor Dechert LLP
100 Oliver Street Three Bryant Park
Boston, MA 02110 1095 Avenue of the Americas
(617) 728-7120 New York, NY 10036-6797
  (212) 641-5600

 

¨ 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 Rule 14d-1.
   
x 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: x

 

 

 

 

 

 

This final amendment relates to the Issuer Tender Offer Statement on Schedule TO (the “Statement”) originally filed with the Securities and Exchange Commission on August 30, 2024 by Eagle Point Institutional Income Fund (the “Fund”) in connection with an offer (the “Offer”) by the Fund to purchase shares of beneficial interest (“Shares”) in an amount up to 5% of the Fund’s net asset value, calculated as of the calendar quarter end immediately prior to the date of the Statement, on the terms and subject to the conditions set forth in the Offer to Purchase and the related Letter of Transmittal. Copies of the Offer to Purchase and Letter of Transmittal were previously filed as Exhibits (b) and (c) to the Statement on August 30, 2024.

 

This is the final amendment to the Statement and is being filed to report the results of the Offer. The following information is furnished pursuant to Rule 13e-4(c)(4):

 

1.Holders of Shares in the Fund (“Shareholders”) that desired to tender Shares or a portion thereof, for purchase were required to submit their tenders by 5:00 p.m., Eastern Time, on September 30, 2024.
   
2.As of the expiration of the Offer, a total of 59,965.29 Shares were validly tendered and not withdrawn at a price of $9.80 per Share (the “Tendered Shares”). As of October 28, 2024, in accordance with the terms of the Offer, the Company accepted for payment all of the Tendered Shares, for an aggregate purchase price of $587,659.81.

 

 

 

 

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.

 

  EAGLE POINT INSTITUTIONAL INCOME FUND
   
  By: /s/ Kenneth P. Onorio
  Name: Kenneth P. Onorio
  Title: Chief Financial Officer
  Date: October 29, 2024

 

 

 

Exhibit A

 

Calculation of Filing Fee Tables

 

SC TO-I

(Form Type)

 

Eagle Point Institutional Income Fund

(Exact Name of Registrant as Specified in its Charter)

 

Table 1 – Transaction Valuation

 

  

Transaction
Valuation

   Fee Rate  

Amount of
Filing Fee

 
Fees to Be Paid             
Fees Previously Paid  $4,106,303    0.00014760   $606.09 
Total Transaction Valuation  $4,106,303           
Total Fees Due for Filing            $606.09 
Total Fees Previously Paid             606.09 
Total Fee Offsets              
Net Fee Due            $0 

 

Table 2 – Fee Offset Claims and Sources

 

 

Registrant
or Filer
Name

Form or

Filing Type

File
Number

Initial
Filing  
Date

Filing  
Date
Fee
Offset
Claimed

Fee
Paid
with
Fee
Offset
Source

Fee Offset Claims   N/A N/A N/A   $0.00  
Fee Offset Sources N/A N/A N/A   N/A   $0.00

 

 

 


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