Western Investment LLC Announces Intent to Vote against Nuveen’s Proposed Reorganization of Its Florida Closed End Funds
02 Juni 2009 - 5:08PM
Business Wire
Western Investment LLC expressed its concern today on the recent
adjournment of the Special Meetings of NUF, NQF, NWF and NFL (the
�Florida Funds�) called by the Florida Funds for shareholders to
vote on the proposed reorganization of the Florida Funds into other
funds managed by Nuveen Asset Management (�Nuveen�). The Special
Meetings were held on May 15, 2009, but because shareholders failed
to approve the proposed reorganizations, the meetings have been
adjourned until June 17, 2009 to give management additional time to
solicit votes. If approved, the proposed reorganizations would
require the Florida Funds to be merged with existing Nuveen
national closed end funds, the effect of which would materially
alter the investment objectives of each of the Florida Funds. The
Investment Company Act of 1940, as amended, specifically provides
shareholders with veto power over such transactions. Western
Investment believes that prior to forcing shareholders into a fund
with a different investment objective, shareholders should have the
opportunity to exit the Florida Funds at approximately net asset
value.
Western Investment intends to vote against the proposed
reorganization of each of the Florida Funds, as currently
proposed.
Art Lipson, the managing member of Western Investment, stated
�We are deeply concerned with the Florida Funds� decision to
adjourn the Special Meetings and question whether the adjournment
is the result of a failure of a sufficient number of shareholders
to vote, as stated by Nuveen, or if the adjournment is a result of
a failure of a sufficient number of shareholders to vote the way
management wants. We believe the adjournment of the Special
Meetings and continued solicitation of shareholders for a proposal
that shareholders have not approved is a blatant attempt by Nuveen
to change the outcome of the Special Meetings and is a gross
manipulation of the Florida Funds� corporate machinery, not to
mention an inappropriate use of shareholders� money.�
Mr. Lipson continued, �In addition to our concerns about the
Florida Funds� apparent manipulation of the corporate process, we
also have serious concerns about the financial stability of
Nuveen�s parent, Nuveen Investments, which significantly increased
its debt level in connection with its recent acquisition by a group
of investors. In fact, Nuveen itself has warned that there can be
no assurance that Nuveen Investments� business will generate
sufficient cash flow from operations or that future borrowings will
be available in an amount sufficient to enable Nuveen Investments
to pay its indebtedness or to fund its other liquidity needs. We
question whether Nuveen�s decisions have been and will be based on
the best interests of shareholders of the Florida Funds, or on
maximizing fee income for its highly leveraged business.�
Mr. Lipson concluded, �Given these concerns, we believe Nuveen
should immediately offer all Florida Fund shareholders the
opportunity to redeem their investment at full value. Rather than
continue to waste shareholder money soliciting votes for a proposal
that may never pass, the Florida Funds should provide shareholders
with the opportunity to exit the Florida Funds at approximately net
asset value prior to any reorganization.�
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