N-23C3A
1
NOTIFICATION OF REPURCHASE OFFER
PURSUANT TO RULE 23c-3
1. Investment Company Act File Number 811-970
Date of Notification: July 20, 2000
2. Exact name of investment company as specified in registration
statement:
LIBERTY-STEIN ROE ADVISOR FLOATING RATE ADVANTAGE FUND
Bond Fund)
3. Address of principal executive office:
One Financial Center
Boston, MA 02111
A. [X] The notification pertains to a periodic repurchase offer
under paragraph (b) of Rule 23c-3.
B. [ ] The notification pertains to a discretionary repurchase
offer under paragraph (c) of Rule 23c-3.
C. [ ] The notification pertains to a periodic repurchase offer under
paragraph (b) of Rule 23c-3 and a discretionary repurchase offer under
paragraph (c) of Rule 23c-3.
By: Suzan Barron
Vice President and Assistant Secretary
This is notification of the quarterly Tender Offer. If you are not
interested in selling your shares at this time, kindly disregard this notice.
July 20, 2000 Dear Shareholder: This letter is to announce the regular quarterly
repurchase offer ("Tender Offer") for the Liberty Floating Rate Advantage Fund
(the "Fund"). The purpose of this Tender Offer is to provide access and
liquidity to your assets by allowing you to sell your shares at net asset value.
The Fund repurchases Fund shares only by Tender Offer and only during the Fund's
regularly scheduled quarterly Tender Offers. The Tender Offer period will begin
on July 20, 2000 and end on August 15, 2000. All Tender Offer Requests received
during this period will be processed on August 15, 2000. Repurchase requests for
Class B shares held for less than five years and Class C shares held for less
than one year may be subject to an early withdrawal charge. If you have no
desire to sell your shares of the Fund, please disregard this notice. We will
contact you again next quarter to remind you of your share sale privileges.
However, if you would like to sell shares for cash in this Tender Offer, call
your financial advisor or complete the Tender Offer Form included with this
letter and return it in the enclosed envelope to Liberty Funds Services, Inc.,
P. O. Box 1722, Boston, MA 02105-1722. All requests to tender shares must be
received in good order by the Fund by 4:00 p.m. Eastern time on August 15, 2000.
If you have any questions, please call your financial advisor or call one of our
Shareholder Service Representatives at 800-345-6611. Sincerely, Liberty Floating
Rate Advantage Fund
TENDER OFFER DOCUMENT Liberty Floating Rate Advantage Fund
Dated July 20, 2000 This repurchase offer ("Tender Offer") of Liberty Floating
Rate Advantage Fund ("the Fund") and acceptance of the Tender Offer for tender
of shares of the Fund are made upon the terms and conditions stated in this
Tender Offer Document/Tender Offer Form and the Fund's prospectus and statement
of additional information ("SAI"). 1. The Repurchase Offer. The Fund is offering
to repurchase for cash up to five percent (5 %) (the "Repurchase Offer Amount")
of its issued and outstanding shares ("shares"), with all classes being treated
in the aggregate, at a price equal to the net asset value per share ("NAV") as
of the close of business on the New York Stock Exchange on the Repurchase
Pricing Date (defined below) less any early withdrawal charge (described below)
upon the terms and conditions set forth herein. The purpose of the Tender Offer
is to provide liquidity to shareholders because no secondary market exists for
the shares. The Tender Offer is not conditioned upon the tender for repurchase
of any minimum number of shares. 2. Repurchase Request Deadline. All tenders of
shares for repurchase must be received in proper form by the Fund on or before 4
p.m. Eastern time on August 15, 2000 which is the "Repurchase Request Deadline."
3. Repurchase Pricing Date. The NAV for the repurchase will be determined no
later than August 22, 2000 (the "Repurchase Pricing Date"), which is within
seven days following the Repurchase Request Deadline. The Fund anticipates,
however, that normally the Repurchase Pricing Date will be the same date as the
Repurchase Request Deadline. 4. Payment for Shares Repurchased. The Fund will
pay repurchase proceeds within seven calendar days after the Repurchase Pricing
Date. The Fund will not charge a repurchase fee. 5. Net Asset Value. The NAV of
the Fund on July 14, 2000 was $12.10 per share for Class A shares, $12.08 per
share for Class B shares, $12.08 per share for Class C shares and $12.09 per
share for Class Z shares. You must decide whether to tender shares prior to the
Repurchase Request Deadline, but the NAV at which the Fund will repurchase
shares will not be calculated until the Repurchase Pricing Date. The NAV of the
shares may fluctuate between the date of your repurchase request or the
Repurchase Request Deadline and the Repurchase Pricing Date. There can be no
assurance that the NAV of the shares on the Repurchase Pricing Date will be as
high as the NAV of the shares on the date of your repurchase request or the
Repurchase Request Deadline. Please call the Fund at 800-345-6611 for current
price information. The Fund's shares are not traded on any organized market or
exchange. 6. Increase in Number of Shares Repurchased; Pro Rata Repurchases. If
shareholders tender more shares for repurchase than the Repurchase Offer Amount,
the Fund may (but is not obligated to) repurchase an additional two percent (2%)
of the shares above the Repurchase Offer Amount. If the Fund determines not to
repurchase the additional 2%, or if shareholders tender shares in excess of the
Repurchase Offer Amount plus the 2%, the Fund will repurchase shares tendered on
a pro rata basis. The Fund may, however, in its
discretion accept all shares
tendered by shareholders who own less than 100 shares and who tender all their
shares, before prorating the shares tendered by other shareholders. There can be
no assurance that the Fund will be able to repurchase all shares that you have
tendered, even if you tender all shares held in your account. In the event of an
oversubscribed Tender Offer, you may be unable to sell some or all of your
investment. You may have to wait until a subsequent Tender Offer to tender
shares that the Fund is unable to repurchase, and you would be subject to the
risk of NAV fluctuations during that time period. 7. Withdrawal of Shares to be
Repurchased. Tenders of shares may be withdrawn or modified at any time prior to
4 p.m. Eastern time on August 15, 2000, by submitting written notice to Liberty
Funds Services, Inc. at P.O. Box 1722, Boston, MA 02105-1722. 8. Suspension or
Postponement of Tender Offer. The Fund may suspend or postpone a Tender Offer in
limited circumstances, and only by vote of a majority of the Board of Trustees,
including a majority of the independent Trustees. These circumstances are
limited and include the following: (a) if the repurchase of shares would cause
the Fund to lose its status as a regulated investment company under Subchapter M
of the Internal Revenue Code; (b) for any period during which an emergency
exists as a result of which it is not reasonably practicable for the Fund to
dispose of securities it owns or to determine the value of the Fund's net
assets; (c) for any other periods that the Securities and Exchange Commission
permits by order for the protection of shareholders; (d) if the shares are
listed on a national securities exchange or quoted in an inter-dealer quotation
system of a national securities association and the repurchase of shares would
cause the shares to lose that status; or (e) during any period in which any
market on which the shares are principally traded is closed, or during any
period in which trading on the market is restricted. You will be notified if the
Fund suspends or postpones the Tender Offer. If the Fund renews the Tender Offer
after a suspension or postponement, you will be sent a new notification. 9. Tax
Consequences. You should review the tax information in the Fund's prospectus and
SAI. Shareholders should consult their tax advisors regarding the specific tax
consequences, including state and local tax consequences, of participating in
the Tender Offer. The Fund intends to take the position that shareholders
tendering shares will qualify for sale treatment. If the transaction is treated
as a sale for tax purposes, any gain or loss recognized will be treated as a
capital gain or loss by shareholders that hold their shares as a capital asset.
10. Documents in Proper Form. All questions as to validity, form, eligibility
(including time of receipt) and acceptance of tenders of shares will be
determined by the Fund, in its sole discretion, which determination shall be
final and binding. The Fund reserves the absolute right to reject any or all
tenders of shares determined to be in appropriate form or to refuse to accept
for payment, purchase or pay for any shares if, in the opinion of the Fund's
counsel, accepting, purchasing or paying for such shares would be unlawful. The
Fund also reserves the absolute right to waive any of the conditions of the
Tender Offer or any defect in any tender of shares whether generally or with
respect to any particular shares(s) or shareholders. The Fund's interpretations
of the terms and conditions of the Tender Offer shall be final and binding.
Unless waived, any defects or irregularities in connection with tenders of
shares must be cured within such times as the Fund shall determine. Tenders of
shares will not be deemed to have been made until the defects or irregularities
have been cured or waived. 11. Early Withdrawal Charges. Class B shares are
subject to an early withdrawal charge ("EWC") imposed on those Class B shares
accepted for repurchase that have been held for less than five years.
Specifically, Class B shares repurchased through the (i) first year after
purchase are subject to an EWC of 3.25%; (ii) second year after purchase are
subject to an EWC of 3.00%; (iii) third year after purchase are subject to an
EWC of 2.00%; (iv) fourth year after purchase are subject to an EWC of 1.50%;
(v) fifth year after purchase are subject to an EWC of 1.00%. Class C shares are
subject to an EWC of 1% for those Class C shares accepted for repurchase that
have been held less than one year. Please check your holdings and the Fund's
prospectus for more information on EWC. * * * * * Neither the Fund, Stein Roe &
Farnham Incorporated, the Fund's investment advisor, Liberty Funds Distributor,
Inc., the Fund's distributor, nor any other person is or will be obligated to
give notice of any defects or irregularities in tender offers, nor shall any of
them incur any liability for failure to give any such notice. Neither the Fund
nor its Board of Trustees makes any recommendation to any shareholder as to
whether or not to tender shares. Each shareholder must make an independent
decision whether to tender shares and, if so, how many shares to tender. No
person has been authorized to make any recommendation on behalf of the Fund as
to whether shareholders should tender shares pursuant to this Tender Offer. No
person has been authorized to give any information or to make any
representations in connection with the Tender Offer other than those contained
herein or in the Fund's prospectus, SAI or account application. If given or
made, such recommendation and such information and representation may not be
relied upon as having been authorized by the Fund. For per share net asset value
and other information, or for a copy of the Fund's prospectus, call the Fund at
800-345-6611.For per share net asset value and other information, or for a copy
of the Fund's prospectus, call the Fund at 800-345-6611.
