First Trust Dividend & Income Fund’s Board Approves Merger into First Trust High Income ETF, an Actively Managed Exchange-T...
18 März 2016 - 10:15PM
Business Wire
First Trust Advisors L.P. (“FTA”) announced today that the Board
of Trustees of First Trust Dividend and Income Fund (NYSE: FAV), a
closed-end fund managed by FTA, approved the merger of FAV into
First Trust High Income ETF (Nasdaq: FTHI), a series of First Trust
Exchange-Traded Fund VI (the “Trust”), and an actively managed
exchange-traded fund (“ETF”) managed by FTA. The merger has also
been approved by the Board of Trustees of the Trust. FTHI will be
the surviving fund.
Under the terms of the proposed transaction, which is expected
to be tax-free, the assets of FAV would be transferred to, and the
liabilities of FAV would be assumed by, FTHI, and shareholders of
FAV would receive shares of FTHI with a value equal to the
aggregate net asset value of the FAV shares held by them. It is
currently expected that the transaction will be consummated no
later than October 31, 2016, subject to requisite shareholder
approvals and satisfaction of applicable regulatory requirements
and approvals and customary closing conditions. There is no
assurance when or whether such approvals, or any other approvals
required for the transaction, will be obtained. More information on
the proposed transaction will be contained in proxy materials that
FAV and FTHI anticipate filing in the coming weeks. Upon completion
of the proposed transaction, the investment objectives and
strategies of FTHI will remain unchanged.
Bulldog Investors, LLC (“Bulldog”), the representative of the
largest group of shareholders of FAV, has agreed to vote the shares
of FAV for which it has the power to vote or direct the vote in
favor of the proposed transaction subject to applicable law.
Bulldog has also agreed to be bound by certain “standstill”
covenants with respect to FAV and FTHI and the other First Trust
closed-end funds.
FAV is a diversified, closed-end management investment company
that seeks to provide a high level of current income. As a
secondary objective, FAV seeks to provide capital appreciation. FAV
seeks to achieve its investment objectives by investing at least
80% of its managed assets in a diversified portfolio of dividend
paying multi-cap equity securities, debt securities and senior
secured floating rate loans that offer the potential for attractive
income and/or capital appreciation. On an ongoing and consistent
basis, FAV writes (sells) U.S. exchange-traded covered call options
on a portion of FAV’s managed equity assets. FAV employs leverage,
in the form of borrowings, in an effort to enhance FAV’s potential
for income.
FTHI is an actively managed ETF that seeks to provide current
income, with a secondary investment objective of capital
appreciation. FTHI pursues these investment objectives by combining
a stock portfolio with an index option strategy. FTHI invests
primarily in U.S. equity securities of all market capitalizations,
favoring high dividend-paying common stocks. FTHI also utilizes an
options strategy in which it writes (sells) U.S. exchange-traded
covered call options on the S&P 500 index seeking to generate
additional cash flow in the form of premiums on the options that
may be distributed to shareholders on a monthly basis.
First Trust Advisors L.P., the Fund’s investment advisor, along
with its affiliate, First Trust Portfolios L.P., are privately-held
companies which provide a variety of investment services, including
asset management and financial advisory services, with collective
assets under management or supervision of approximately $90 billion
as of February 29, 2016 through unit investment trusts,
exchange-traded funds, closed-end funds, mutual funds and separate
managed accounts
Additional Information about the Proposed Merger and Where to
Find It
This press release is not intended to, and shall not, constitute
an offer to purchase or sell shares of FAV or FTHI; nor is this
press release intended to solicit a proxy from any shareholder of
FAV or FTHI. The solicitation of the purchase or sale of securities
or of proxies to effect the transaction may only be made by a
final, effective Registration Statement, which includes a
definitive Joint Proxy Statement/Prospectus, after the Registration
Statement is declared effective by the SEC.
This press release references a Registration Statement, which
includes a Joint Proxy Statement/Prospectus, to be filed by FTHI.
This Registration Statement has yet to be filed with the SEC. After
the Registration Statement is filed with the SEC, it may be amended
or withdrawn and the Joint Proxy Statement/Prospectus will not be
distributed to shareholders of FAV and FTHI unless and until the
Registration Statement is declared effective by the SEC.
FAV, FTHI, FTA, FTP and their respective trustees, officers and
employees, and other persons may be deemed to be participants in
the solicitation of proxies with respect to the proposed merger.
Investors and shareholders may obtain more detailed information
regarding the direct and indirect interests of FAV’s, FTHI’s, FTA’s
and FTP’s respective directors, trustees, officers and employees by
reading the Joint Proxy Statement/Prospectus regarding the proposed
merger when it is filed with the SEC.
Investors and security holders of FAV and FTHI are urged to
read the Joint Proxy Statement/Prospectus and other documents filed
with the SEC carefully in their entirety when they become available
because they will contain important information about the proposed
merger. Investors should consider the investment objectives,
risks, charges and expenses of FAV and FTHI carefully. The
Joint Proxy Statement/Prospectus will contain information with
respect to the investment objectives, risks, charges and expenses
of the funds and other important information about FAV and
FTHI. The Joint Proxy Statement/Prospectus will constitute
neither an offer to sell securities, nor will it constitute a
solicitation of an offer to buy securities, in any state where such
offer or sale is not permitted.
Investors may obtain free copies of the Registration Statement
and Joint Proxy Statement/Prospectus and other documents (when they
become available) filed with the SEC at the SEC’s web site at
www.sec.gov. In addition, free copies of the Joint Proxy
Statement/Prospectus and other documents filed with the SEC may
also be obtained after the Registration Statement becomes effective
by calling FTA toll-free at (800) 621-1675.
FORWARD LOOKING STATEMENTS
Certain statements made in this news release that are not
historical facts are referred to as “forward-looking statements”
under the U.S. federal securities laws. Actual future results or
occurrences may differ significantly from those anticipated in any
forward-looking statements due to numerous factors. Generally, the
words “believe,” “expect,” “intend,” “estimate,” “anticipate,”
“project,” “will” and similar expressions identify forward-looking
statements, which generally are not historical in nature.
Forward-looking statements are subject to certain risks and
uncertainties that could cause actual results to differ from the
historical experience of FTA and the funds managed by FTA and its
present expectations or projections. You should not place undue
reliance on forward-looking statements, which speak only as of the
date they are made. FTA, FAV and FTHI undertake no responsibility
to update publicly or revise any forward-looking statements.
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version on businesswire.com: http://www.businesswire.com/news/home/20160318005996/en/
First Trust Advisors L.P.Jeff Margolin, (630) 915-6784orJim
Dykas, (630) 517-7665
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