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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE TO/A
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TENDER OFFER STATEMENT - FINAL AMENDMENT
(Pursuant to Section 13(e)(1) of the Securities Exchange Act of 1934)
AUTOLEND GROUP, INC.
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(Name of Issuer; "Subject Company")
PRINOVA CAPITAL GROUP, LLC
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(Name of Person(s) Filing Statement; "Offeror")
FIVE-YEAR UNSECURED NON-INTEREST-BEARING DEBT OBLIGATIONS
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(aggregate principal face value $196,500)
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under the terms of AutoLend's Third Amended Plan of Reorganization
made effective March 5, 1999.
(Title of Class of Securities)
(none)
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(CUSIP Number of Class of Securities)
Robert G. Cates, Esq.
Cates & Quintana, Attorneys
600 Central Avenue SW, Suite 300
Albuquerque, NM 87102
Tel. No.: (505) 767-9993
Fax No.: (505) 837-9427
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications on Behalf of Person(s) Filing Statement)
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CALCULATION OF FILING FEE
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TRANSACTION VALUATION $9,825 (a) AMOUNT OF FILING FEE: $1.97 (b)
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(a) Calculated as the aggregate maximum purchase price to be paid for
$196,500 aggregate principal face value, per the offer.
(b) Calculated as 1/50 of 1% of the Transaction Valuation.
[ ] 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
Form or Registration No.: -------------------- Not Applicable
Filing Party: ------------------------------------ Not Applicable
Date Filed: ------------------------------------- Not Applicable
[ ] 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:
[X] 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: [ ]
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Page 2 of 2
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This Amendment supplements the Tender Offer Statement on Schedule TO filed
with the Securities and Exchange Commission (the "SEC") on March 20, 2002
relating to the offer by Prinova Capital Group, LLC to purchase outstanding
five-year unsecured non-interest-bearing debt obligations sold by AutoLend
Group, Inc. under its Third Plan of Reorganization approved by the U.S.
Bankruptcy Court for the District of New Mexico on March 5, 1999.
The Offer to purchase was, by the terms of the Schedule TO, set to expire
by midnight, April 15, 2002. By that date, confirmation had been received by
Prinova Capital Group, LLC from two of the debenture holders, Vorarlburger
Volksbank RG and Raiffeisen Zentralbank Osterreich AG. Payment for the
debentures has been routed through designated custodians of the debenture
holders. Clarification of the record of physical documentation in evidence of
the debentures required additional time to resolve and has, as of this date,
been resolved to the satisfaction of all parties.
Payment for the debentures has been made effective May 17, 2002. Debenture
holder Vorarlburger Volksbank RG has tendered its entire holdings of debentures
with a face value of $157,500 US at the purchase price of 5% of face value or
$7,875.00 US. Raiffeisen Zentralbank Osterreich AG has tendered its entire
holdings of debentures with a face value of $21,750 US at the purchase price of
5% of face value or $1,087.50 US. No other holders of AutoLend Group debentures
responded to the Tender Offer.
SIGNATURE
After due inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this Final Amendment to the Schedule
TO is true, complete and correct.
Prinova Capital Group, LLC
Date: May 17, 2002 /s/Vincent J. Garcia
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Vincent J. Garcia
Managing Member
Prinova Capital Group, LLC