Goldman Sachs Asset Management (“GSAM”), investment adviser for
the Goldman Sachs MLP Income Opportunities Fund (GMZ) and Goldman
Sachs MLP and Energy Renaissance Fund (GER) (together, the
“Funds”), announced today that the Board of Trustees of each Fund
(together, the “Board”) has approved an Agreement and Plan of
Reorganization (the “Plan of Reorganization”) providing for the
reorganization of GMZ with and into GER (the “Reorganization”), to
be considered by shareholders of the Funds at a joint special
meeting of shareholders expected to be held in the third quarter of
2020.
At the joint special meeting, the shareholders of GMZ will be
asked to approve the Plan of Reorganization and the shareholders of
GER will be asked to approve the issuance of shares by GER in
connection with the Reorganization. The Board and GSAM believe that
the Reorganization is in the best interests of the shareholders of
each Fund. Details regarding the factors considered by the Board in
connection with the Reorganization are contained in proxy materials
that will be sent to the shareholders of each Fund.
“While it has been an extremely difficult time in the energy
space, we believe we are taking the correct steps in order to best
deliver long-term value to investors,” said Portfolio Manager Kyri
Loupis.
The key terms of the Reorganization, subject to shareholder
approval, include:
- GMZ will transfer of all of its assets to GER in exchange for
shares of GER having an aggregate net asset value (“NAV”) equal to
the NAV of GMZ as of the close of regular trading on the New York
Stock Exchange (“NYSE”) on the business day immediately preceding
the closing date and the assumption by GER of all of the
liabilities of GMZ. Shares of GER received by GMZ will be
distributed to the shareholders of GMZ in complete liquidation of
GMZ.
- As the surviving Fund, the investment objective, strategies and
restrictions of GER will remain unchanged.
- The Reorganization is expected to qualify as a tax-free event
and as a result, shareholders of GMZ and GER are not expected to
recognize a gain or loss for federal income tax purposes as a
result of the Reorganization (except any gain or loss that may
result from the receipt of cash in lieu of fractional shares).
It is currently anticipated that the Reorganization will
conclude in the third calendar quarter of 2020, subject to
obtaining GMZ and GER stockholder approval, compliance with all
regulatory requirements and satisfaction of customary closing
conditions.
The Funds intend to file with the U.S. Securities and Exchange
Commission (“SEC”) a joint proxy statement/prospectus on Form N-14
that will be provided to shareholders of each Fund as of the record
date. When available, the joint proxy statement/prospectus will
describe in detail the terms of the Reorganization and the
proposals being submitted to shareholders of each Fund, as
applicable.
SHAREHOLDERS OF THE FUNDS ARE URGED TO READ THE JOINT PROXY
STATEMENT/PROSPECTUS AND OTHER DOCUMENTS FILED WITH THE SEC
CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE
THESE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION ABOUT THE
REORGANIZATION. INVESTORS SHOULD CONSIDER THE INVESTMENT
OBJECTIVES, RISKS, FEES AND EXPENSES OF THE FUNDS CAREFULLY.
Shareholders may obtain free copies of the 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 joint proxy statement/prospectus becomes effective by directing
a request to a Fund by calling toll free 1-855-807-2742 or by mail
at such Fund, c/o Goldman Sachs Funds, P.O. Box 06050, Chicago,
Illinois 60606-6306. Alternatively, if your shares are held with
certain banks, trust companies, brokers, dealers, investment
advisers and other financial intermediaries (each, an “Authorized
Institution”), you may contact your Authorized Institution.
The Funds
Each Fund is a non-diversified, closed-end management investment
company managed by GSAM’s Energy & Infrastructure Team, which
is among the industry’s largest master limited partnership (“MLP”)
investment groups. The Goldman Sachs MLP Income Opportunities Fund
began trading on the NYSE on November 26, 2013, and the Goldman
Sachs MLP and Energy Renaissance Fund began trading on the NYSE on
September 26, 2014.
Each Fund seeks a high level of total return with an emphasis on
current distributions to shareholders. The Goldman Sachs MLP Income
Opportunities Fund invests primarily in MLP investments. The
Goldman Sachs MLP and Energy Renaissance Fund invests primarily in
MLPs and other energy investments. Each Fund currently expects to
concentrate its investments in the energy sector, with an emphasis
on midstream MLP investments. The Goldman Sachs MLP and Energy
Renaissance Fund invests across the energy value chain, including
upstream, midstream and downstream investments.
About Goldman Sachs Asset Management, L.P.
GSAM is the asset management arm of The Goldman Sachs Group,
Inc. (NYSE: GS), and supervises $1.66 trillion as of March 31,
2020.1 GSAM has been providing discretionary investment advisory
services since 1988 and has investment professionals in all major
financial centers around the world. The company offers investment
strategies across a broad range of asset classes to institutional
and individual clients globally. Founded in 1869, Goldman Sachs is
a leading global investment banking, securities and investment
management firm that provides a wide range of financial services to
a substantial and diversified client base that includes
corporations, financial institutions, governments and
high-net-worth individuals.
1 Assets Under Supervision (AUS) includes assets under
management and other client assets for which Goldman Sachs does not
have full discretion.
Disclosures
Shares of closed-end investment companies frequently trade at a
discount from their net asset value (“NAV”), which may increase
investors’ risk of loss. At the time of sale, an investor’s shares
may have a market price that is above or below NAV, and may be
worth more or less than the original investment. There is no
assurance that a Fund will meet its investment objective. Past
performance does not guarantee future results. Investments in
securities of MLPs involve risks that differ from investments in
common stock, including among others risks related to limited
control and limited rights to vote on matters affecting MLPs,
potential conflicts of interest risk, cash flow risks, dilution
risks and trading risks.
Goldman Sachs does not provide legal, tax or accounting advice,
unless explicitly agreed between you and Goldman Sachs (generally
through certain services offered only to clients of Private Wealth
Management). Any statement contained in this press release
concerning U.S. tax matters is not intended or written to be used
and cannot be used for the purpose of avoiding penalties imposed on
the relevant taxpayer. Notwithstanding anything in this document to
the contrary, and except as required to enable compliance with
applicable securities law, you may disclose to any person the US
federal and state income tax treatment and tax structure of the
transaction and all materials of any kind (including tax opinions
and other tax analyses) that are provided to you relating to such
tax treatment and tax structure, without Goldman Sachs imposing any
limitation of any kind. Investors should be aware that a
determination of the tax consequences to them should take into
account their specific circumstances and that the tax law is
subject to change in the future or retroactively and investors are
strongly urged to consult with their own tax advisor regarding any
potential strategy, investment or transaction.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy any security. Each Fund has
completed its initial public offering. Investors should consider
their investment goals, time horizons and risk tolerance before
investing in a Fund. An investment in a Fund is not appropriate for
all investors, and each Fund is not intended to be a complete
investment program. Investors should carefully review and consider
a Fund’s investment objective, risks, charges and expenses before
investing.
For additional information, please visit the Funds’ website
at www.GSAMFUNDS.com/cef.
© 2020 Goldman Sachs. All rights reserved.
Compliance Code: 206533-OTU
Date of First Use: June 10, 2020
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Media Contact: Patrick Scanlan Tel: 212-902-6164 Investor
Contact: Immanuel Tan Tel: 917-343-3375
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