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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13E-4
ISSUER TENDER OFFER STATEMENT
(Pursuant to Section 13 (e) (1) of the Securities Exchange Act of 1934)
(Amendment No. 1)
VAN KAMPEN PRIME RATE INCOME TRUST
(Name of Issuer)
VAN KAMPEN PRIME RATE INCOME TRUST
(Name of Person(s) Filing Statement)
Common Shares of Beneficial Interest, Par Value $0.01 per Share
(Title of Class of Securities)
920914-108
(CUSIP Number of Class of Securities)
A. Thomas Smith III
Executive Vice President, General Counsel and Secretary
Van Kampen Investments Inc.
1 Parkview Plaza
P.O. Box 5555
Oakbrook Terrace, Illinois 60181-5555
(630) 684-6000
(800) 421-5666
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications on Behalf of Person(s)
Filing Statement)
Copies to:
Wayne W. Whalen, Esq
Thomas A. Hale, Esq
Skadden, Arps, Slate, Meagher & Flom (Illinois)
333 West Wacker Drive
Chicago, Illinois 60606
(312) 407-0700
March 19, 1999
(Date Tender Offer First Published,
Sent or Given to Security Holders)
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This Amendment No. 1 to the Issuer's Tender Offer Statement on Schedule
13E-4 filed with the Securities and Exchange Commission on March 19, 1999 by Van
Kampen Prime Rate Income Trust (the "Trust"), with respect to the tender offer
to purchase 56,800,049 of the Trust's outstanding common shares of beneficial
interest, par value $0.01 per share, amends such statement on Schedule 13E-4 to
add the following supplemental information: (1) the Trust has entered into an
amendment, dated April 15, 1999, to the Credit Agreement amending the Commitment
Termination Date from April 15, 1999 to June 14, 1999, and (2) the number of
common shares of beneficial interest of the Trust validly tendered through the
expiration date and not withdrawn was 27,753,876. All 27,753,876 such shares
were purchased in their entirety at the price of $9.91 per share, the net asset
value at the time the offer expired. Payment for the shares was mailed prior to
the date hereof. The Schedule 13E-4 is hereby terminated.
Item 9. Material to Be Filed as Exhibits.
The following materials are hereby filed as additional Exhibits to the
Schedule 13E-4:
(a) (6) - Text of Completion Press Release dated
April 30, 1999
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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.
VAN KAMPEN PRIME RATE INCOME TRUST
Dated: April 30, 1999 /s/ Dennis J. McDonnell
Dennis J. McDonnell
Chairman, President and Trustee
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EXHIBIT INDEX
Exhibit Description
*
(a) (1) (i) Advertisement printed in The Wall Street Journal
*
(a) (1) (ii) Offer to Purchase (including Financial Statements)
(a) (2) Form of Letter of Transmittal (including Guidelines for
*
Certification of Tax Identification Number)
(a) (3) (i) Form of Letter to Brokers, Dealers, Commercial Banks, Trust
*
Companies and Other Nominees
(a) (3) (ii) Form of Letter to Clients of Brokers, Dealers, Commercial
*
Banks, Trust Companies and Other Nominees
*
(a) (3) (iii) Form of Letter to Selling Group Members
*
(a) (3) (iv) Form of Operations Notice
(a) (4) Form of Letter to Shareholders who have requested Offer to
*
Purchase
*
(a) (5) Text of Initial Press Release Dated March 19, 1999
(a) (6) Text of Completion Press Release Dated April 30, 1999
(b) Amended and Restated Credit Agreement with Bank of America*
National Trust and Savings Association*
*
(c) (1) Investment Advisory Agreement
*
(c) (2) Administration Agreement
*
(c) (3) Offering Agreement
* Previously filed.
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EXHIBIT (a) (6)
Text of Press Release Dated April 30, 1999
FOR IMMEDIATE RELEASE CONTACT: Nicholas Dalmaso
(630) 684-6774
VAN KAMPEN PRIME RATE INCOME TRUST
COMPLETES TENDER OFFER FOR ITS COMMON SHARES
OAKBROOK TERRACE, IL, April 30, 1999 -- Van Kampen Prime Rate Income
Trust announced today the final results of its tender offer for approximately
seven percent of its outstanding common shares of beneficial interest. The
offer expired at 12:00 Midnight, Eastern Standard Time, on April 16, 1999.
The Trust said that 27,753,876 common shares, or approximately 3.35% of
the Trust's common shares outstanding as of the expiration of the tender offer,
were validly tendered through the stated expiration date. All 27,753,876 common
shares tendered were purchased at a price of $9.91 per common share, the net
asset value at the time the offer expired. Payment for the shares purchased was
mailed prior to the date hereof.
As indicated in the Trust's current prospectus, the Board of Trustees of
the Trust currently intends, each quarter, to consider authorizing the Trust to
make a tender offer for its common shares in order to attempt to provide
liquidity to its investors.
The Trust commenced operations on October 5, 1989 and had total net
assets of approximately $8,206,421,095 as of April 16, 1999.
Van Kampen Prime Rate Income Trust is advised and distributed by
subsidiaries of Van Kampen Investments Inc. ("Van Kampen"), a diversified asset
management company with more than two million retail investor accounts,
extensive capabilities for managing institutional portfolios, and more than $75
billion under management or supervision. Van Kampen's more than 50 open-end and
39 closed-end funds and more than 2,500 unit investment trusts are
professionally distributed by leading financial advisers nationwide. Van Kampen
is an indirect wholly owned subsidiary of Morgan Stanley Dean Witter & Co.
