UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE TO
(Rule 13e-4)
TENDER OFFER STATEMENT PURSUANT TO SECTION 14(D)(1) OR 13(E)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934
AMG Pantheon Fund, LLC
(Name of Issuer)
AMG Pantheon Fund, LLC
(Name of Person(s) Filing Statement)
Class 1 Units
(Title of Class of Securities)
001700137
(CUSIP Number of class of securities)
Class 2 Units
(Title of Class of Securities)
001700111
(CUSIP Number of class of securities)
Class 3 Units
(Title of Class of Securities)
001700129
(CUSIP Number of class of securities)
Class 4 Units
(Title of Class of Securities)
001700103
(CUSIP Number of class of securities)
Class 5 Units
(Title of Class of Securities)
001700202
(CUSIP Number of class of securities)
Mark J. Duggan
c/o AMG Pantheon Fund, LLC
AMG Funds LLC
680 Washington Boulevard, Suite 500
Stamford, Connecticut 06901
(877) 355-1566
(Name, Address and Telephone No. of Person Authorized to Receive Notices and Communications on Behalf of the Person(s) Filing Statement)
With a copy to:
Gregory C. Davis
Ropes & Gray LLP
Three Embarcadero Center
San Francisco, CA 94111-4006
March 24, 2023
(Date Tender Offer First Published, Sent or Given to Security Holders)
| ☐ | Check the box if the filing relates solely to preliminary communications made before 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. |
| ☒ | 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: ☒
SCHEDULE TO
Items 1 through 11.
This Final Amendment relates to the Tender Offer Statement on Schedule TO (the “Statement”) originally filed by AMG Pantheon Fund, LLC (the “Fund”) on March 24, 2023 relating to the tender offer (the “Offer”) by the Fund to repurchase up to 3,599,626 of its outstanding units of beneficial interest (the “Units”), Class 1 Units, Class 2 Units, Class 3 Units, Class 4 Units, and Class 5 Units, at a price per Unit equal to the net asset value per Unit of the applicable Class of Units (that is, with respect to each class of Units, the value of the total assets of such class minus its total liabilities, divided by the total number of outstanding Units of such class) effective as of June 30, 2023 on the terms and subject to the conditions set forth in the Offer to Repurchase filed as Exhibit (a)(1)(ii) to the Statement (the “Offer to Repurchase”).
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. | The Offer expired at 11:59 p.m., Eastern Time, on April 21, 2023. |
| 2. | 349,259.896 Units were validly tendered and not withdrawn prior to the expiration of the Offer. |
Item 12(b). Filing Fee
Filing Fee Exhibit.
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.
| AMG PANTHEON FUND, LLC | ||
| By: | /s/ Thomas Disbrow | |
| Name: | Thomas Disbrow | |
| Title: | Treasurer | |
Dated: July 7, 2023
EXHIBIT INDEX
Exhibit
Filing Fee Exhibit.
