UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934 (Amendment No. )
Filed by the
Registrant ☒ Filed by a Party other than the
Registrant ☐
Check the appropriate box:
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material Pursuant to §240.14a-12
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CREDIT SUISSE HIGH YIELD BOND FUND
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
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No fee required.
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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(1)
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Title of each class of securities to which transaction applies:
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(2)
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Aggregate number of securities to which transaction applies:
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(3)
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11
(set forth the amount on which the filing fee is calculated and state how it was determined):
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(4)
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Proposed maximum aggregate value of transaction:
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(5)
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Total fee paid:
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☐
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Fee paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the
previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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(1)
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Amount Previously Paid:
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(2)
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Form, Schedule or Registration Statement No.:
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(3)
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Filing Party:
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(4)
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Date Filed:
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CREDIT SUISSE HIGH YIELD BOND FUND
Eleven Madison Avenue
New York, New York 10010
(800) 293-1232
NOTICE OF
ANNUAL MEETING OF SHAREHOLDERS
To Be Held on February 22, 2022
TO THE SHAREHOLDERS OF
CREDIT SUISSE HIGH YIELD BOND FUND:
NOTICE IS HEREBY GIVEN that the Annual Meeting of Shareholders (the “Meeting”) of Credit Suisse High Yield Bond Fund (NYSE American:
DHY) (the “Fund”) will be held, on Tuesday, February 22, 2022, commencing at 4:00 p.m. Eastern Time. In light of public health concerns regarding COVID-19, the Meeting will be held only in
virtual meeting format. You will not be able to attend the Annual Meeting in person.
The purpose of the Meeting is to consider and act
upon the following proposal and to consider and act upon such other matters as may properly come before the Meeting or any adjournments thereof:
(1) To elect two (2) Trustees of the Fund.
This item is discussed in greater detail in the attached Proxy Statement.
The close of business on December 10, 2021 has been fixed as the record date for the determination of the shareholders of the Fund entitled to
notice of, and to vote at, the Meeting.
Due to the public health impact of the coronavirus pandemic (COVID-19) and to support the health
and well-being of the Fund’s shareholders, the Meeting will be held virtually on the Internet rather than in person. All shareholders are requested to vote by proxy by completing, dating, and signing the enclosed proxy card and returning it
promptly. You also may vote at the virtual Meeting if you choose to attend.
If you owned shares as of the Record Date and wish to
participate in the Meeting, you must email AST Fund Solutions, LLC (“AST”) at attendameeting@astfinancial.com or call AST toll-free at 866-745-0271 in order to register to attend the Meeting, obtain the credentials to access the
Meeting, and verify that you were a shareholder on the Record Date. If you are a record owner of shares, please have your 15-digit control number on your proxy card available when you call or include it in your email. If you choose to email, include
your control number, full name and address, your intent to attend the Meeting and insert “Credit Suisse High Yield Bond Fund” in the Subject Line. If
you choose to call, please have your control number handy as well. You may vote during the Meeting by following the instructions that will be available on the Meeting website during the Meeting.
If you hold your shares through an intermediary, such as a bank or broker, as of the Record Date, you must provide a legal proxy from that
institution in order to vote your shares at the Meeting. You may forward an email from your intermediary or attach an image of your legal proxy and transmit it via email to AST at attendameeting@astfinancial.com and you should label the email
“Legal Proxy” in the subject line. If you hold your shares through an intermediary as of the Record Date and wish to attend, but not vote at, the Meeting, you must verify to AST that you owned shares as of the Record Date through an
account statement or some other similar means. Requests for registration must be received by AST no later than 5:00 p.m., Eastern Time, on Thursday, February 17, 2022. You will then receive a confirmation email from AST of your
registration and a control number that will allow you to vote at the Meeting.
This notice and related proxy materials are first being
mailed on or about December 27, 2021.
By Order of the Board of Trustees,
JOHN G. POPP
Chief Executive Officer and President
WHETHER OR NOT YOU PLAN TO ATTEND THE MEETING, IT IS IMPORTANT THAT YOUR SHARES BE REPRESENTED AND VOTED AT THE MEETING. ACCORDINGLY, PLEASE DATE, SIGN AND
RETURN THE ENCLOSED PROXY CARD PROMPTLY. NO POSTAGE IS REQUIRED IF MAILED IN THE UNITED STATES. IT IS IMPORTANT THAT YOUR PROXY CARD BE RETURNED PROMPTLY IN ORDER TO AVOID THE ADDITIONAL EXPENSE OF FURTHER SOLICITATION.
Dated: December 27, 2021
New York, New York
CREDIT SUISSE HIGH YIELD BOND FUND
Eleven Madison Avenue
New York, New York 10010
Proxy
Statement for the
Annual Meeting of Shareholders
To Be Held on Tuesday, February 22, 2022
This Proxy
Statement is furnished in connection with a solicitation of proxies by the Board of Trustees (the “Board”) of Credit Suisse High Yield Bond Fund (the “Fund”) for use at the Annual Meeting of Shareholders of the Fund to be held in
virtual meeting format on Tuesday, February 22, 2022 (commencing at 4:00 p.m. Eastern Time) and at any adjournments thereof (the “Meeting”). A Notice of Annual Meeting of Shareholders and a proxy card (the “Proxy”)
accompany this Proxy Statement.
Proxy solicitations will be made primarily by mail, but solicitations may also be made by telephone or
personal interviews conducted by officers or employees of the Fund; Credit Suisse Asset Management, LLC (“Credit Suisse”), the investment adviser to the Fund; State Street Bank and Trust Company, the administrator of the Fund (the
“Administrator”); or AST, a professional proxy solicitation firm that has been retained by the Fund for a fee not to exceed $1,500 plus all reasonable out of pocket expenses (e.g., shareholder telephone calls) incurred on behalf of the
Fund. All costs of solicitation, including (a) printing and mailing of this Proxy Statement and accompanying material, (b) the reimbursement of brokerage firms and others for their expenses in forwarding solicitation material to the
beneficial owners of the Fund’s shares, (c) payment to AST for its services in soliciting Proxies and (d) supplementary solicitations to submit Proxies, will be borne by the Fund. This Proxy Statement and accompanying Proxy are
expected to be mailed to shareholders on or about December 27, 2021.
The principal executive office of the Fund and Credit
Suisse is Eleven Madison Avenue, 9th Floor, New York, New York 10010. The principal executive office of the Administrator is One Lincoln Street, Boston, Massachusetts 02111.
The Fund’s Annual Report containing audited financial statements for the fiscal year ended October 31, 2021 is being furnished to all
shareholders of the Fund along with this Proxy Statement in a combined mailing. The Fund’s Annual Report is not to be regarded as proxy-soliciting material.
If the enclosed Proxy is properly executed and returned in time to be voted at the Meeting, the shares represented thereby will be voted in
accordance with the instructions marked on the Proxy. Any shareholder giving a Proxy has the right to attend the Meeting to vote his or her shares (thereby revoking any prior Proxy) and also the right to revoke the Proxy at any time by written
notice received by the
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Fund prior to the time it is voted. Please note that merely virtually attending the Meeting without voting will not revoke a valid proxy.
The presence in person or by proxy of the holders of a majority of the shares entitled to be cast shall be necessary and sufficient to
constitute a quorum for the transaction of business. In the event that a quorum is not present at the Meeting, the holders of a majority of the shares present in person or by proxy will have the power to adjourn the Meeting, without notice other
than an announcement at the Meeting, until the requisite number of shares entitled to vote at the Meeting is present. In the event that a quorum is present at the Meeting but sufficient votes to approve the proposal are not received, the persons
named as proxies may propose one or more adjournments of the Meeting to permit further solicitation of Proxies. Any such adjournment will require the affirmative vote of a majority of those shares represented at the Meeting in person or by proxy,
and the persons named as proxies will vote those Proxies that they are entitled to vote “FOR” any proposal in favor of such adjournment and will vote those Proxies required to be voted “AGAINST” any proposal against any such
adjournment. Absent the establishment of a subsequent record date and the giving of notice to the holders of record thereon, the adjourned Meeting must take place not more than 130 days after the record date. At such adjourned Meeting, any business
may be transacted which could have been transacted at the original Meeting.
A Proxy that is properly executed and returned accompanied by
instructions to withhold authority to vote (an abstention) or that represents a broker “non-vote” (that is, a Proxy from a broker or nominee indicating that such person has not received instructions from the beneficial owner or other
person entitled to vote shares on a particular matter with respect to which the broker or nominee does not have discretionary power) will be treated as shares that are present, but that have not voted, for the purpose of determining a quorum for the
transacting of business. Under Delaware law, abstentions and broker non-votes do not constitute a vote “FOR” or “AGAINST” a matter. The election of a Trustee requires that the successful candidate receive a plurality of votes
cast at the Meeting in person or by proxy; therefore, abstentions and broker non-votes will be disregarded.
Credit Suisse and its
affiliates have advised the Fund that they intend to vote the shares over which they have voting power at the Meeting, including shares that are held directly or on behalf of employees, in the manner instructed by the customers or employees for
which such shares are held.
The Fund has one class of shares of beneficial interest of capital stock (the “Shares”). On the
record date, December 10, 2021, there were 103,513,735 Shares outstanding. Each Share is entitled to one vote at the Meeting, and fractional Shares are entitled to a proportionate share of one vote. In accordance with the rules of the Securities and
Exchange Commission (“SEC”), the Fund is advising its shareholders of the availability on the Internet of the proxy materials relating to the Meeting. These rules allow companies to provide access to proxy materials in one of two
ways. Because the Fund has elected to utilize the “full set delivery” option, the Fund is
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delivering to all shareholders paper copies of all of the proxy materials, as well as providing access to those proxy materials on a publicly accessible website.
In order that your Shares may be represented at the Meeting, you are requested to:
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indicate your instructions on the Proxy;
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date and sign the Proxy;
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mail the Proxy promptly in the enclosed envelope; and
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allow sufficient time for the Proxy to be received and processed on or before 4:00 p.m. Eastern Time on
February 22, 2022.
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Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of
Shareholders of the Fund to Be Held on Tuesday, February 22, 2022. The Notice of Annual Meeting of Shareholders, Proxy Statement and the Fund’s most recent annual report are available on the Internet at www.credit-suisse.com/us. A copy
of the Fund’s annual report for its fiscal year ended October 31, 2021 is being furnished to all shareholders of the Fund along with this Proxy Statement in a combined mailing. In addition, the Fund will furnish, without charge, a copy of
the Fund’s annual report for its fiscal year ended October 31, 2021 to any Fund shareholder upon request. To request a copy, please write to the Fund c/o Credit Suisse Asset Management, LLC, Eleven Madison Avenue, 9th Floor, New York,
NY 10010, or call 1-800-293-1232. You also may call for information on how to obtain directions to be able to attend the Meeting and vote.
PROPOSAL 1: ELECTION OF TRUSTEES
The only proposal to be submitted at the Meeting will be the election of two (2) Trustees of the Fund to hold office for the term set forth
below and until his or her respective successor is elected and qualified. Trustees who are not “interested persons” (as that term is defined in Section 2(a)(19) of the Investment Company Act of 1940, as amended (the “1940
Act”)) of the Fund and the Fund’s investment adviser, Credit Suisse, are referred to in this Proxy Statement as “Non-Interested Trustees”.
Pursuant to the Fund’s Agreement and Declaration of Trust, the Board is divided into three classes, with each class having a term of three
years. Each year the term of one class will expire. Mahendra R. Gupta and John G. Popp have each been nominated for election to the Board for the class and term as set forth opposite his name below:
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Mahendra R. Gupta
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Class II
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Three-year term to expire at the
Fund’s
2025 Annual Meeting or until his successor is duly elected and qualified.
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John G. Popp
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Class II
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Three-year term to expire at the Fund’s 2025 Annual Meeting or until his successor is duly elected and qualified
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Each of Mr. Gupta and Mr. Popp currently serves as a Class II Trustee of the Fund.
Jeffrey E. Garten is a Class III Trustee whose term will expire at the Fund’s 2023 Annual Meeting of Shareholders or until his successor is duly elected and qualified. Steven N. Rappaport and Laura A. DeFelice are Class I Trustees whose
term will expire at the Fund’s 2024 Annual Meeting of Shareholders or until their respective successors are duly elected and qualified.
Each nominee has indicated an intention to continue to serve if elected and has consented to being named in this Proxy Statement.
The following tables set forth certain information regarding the nominees for election to the Board, Trustees whose terms of office continue
beyond the Meeting, and the principal officers of the Fund. The current terms of office of the Fund’s officers will end at the Board’s meeting next following the Meeting, at which meeting it is anticipated that the Board will consider
electing the Fund’s officers for an additional term.
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TRUSTEES/NOMINEES
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Name, Address, and
Year of Birth
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Position(s)
Held With
Fund
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Term of
Office* and
Length of
Time Served
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Principal
Occupation(s)
During
Past 5
Years
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Number of
Portfolios
in Fund
Complex**
Overseen
By Trustee
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Other
Directorships
Held By Trustee
During Past
5
Years
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Non-Interested Nominee for Trustee:
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Mahendra R. Gupta
c/o Credit Suisse Asset Management, LLC
Attn: General Counsel
Eleven Madison Avenue
New
York,
New York 10010
Year of Birth: 1956
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Trustee, Nominating Committee Member and Audit Committee Chairman
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Trustee and Audit Committee Chairman since 2019; current term ends at 2022 annual meeting
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Professor, Washington University in St. Louis from July 1990 to present; Partner, R.J. Mithaiwala (Food manufacturing and retail, India) from March 1977 to present; Partner, F.F.B. Corporation (Agriculture, India) from March
1977 to present; Partner, RPMG Research Corporation (Benchmark research) from July 2001 to present.
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Director of Caleres Inc. (footwear) from May 2012 to present; Chair of the finance committee at the Foundation of Barnes Jewish Hospital
(healthcare) from January 2021 to present; Director of Koch Development Corporation (real estate development) from November 2017 to December 2020; Director of Supernova (fin-tech) from June 2014 to September
2018.
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Name, Address, and
Year of Birth
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Position(s)
Held With
Fund
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Term of
Office* and
Length of
Time Served
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Principal
Occupation(s)
During
Past 5
Years
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Number of
Portfolios
in Fund
Complex**
Overseen
By Trustee
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Other
Directorships
Held By Trustee
During Past
5
Years
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Nominee for Interested Trustee:
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John G. Popp***
Credit Suisse Asset Management, LLC
Eleven Madison Avenue
New
York,
New York 10010
Year of Birth: 1956
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Trustee; Chief Executive Officer and President
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Trustee since 2012; Chief Executive Officer and President since 2010; current term ends at the 2022 annual meeting
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Managing Director of Credit Suisse; Global Head and Chief Investment Officer of the Credit Investment Group; Associated with Credit Suisse or its predecessor since 1997; Officer of other Credit Suisse Funds.
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None.
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Non-Interested Trustees:
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Laura A. DeFelice
c/o Credit Suisse Asset Management, LLC
Attn: General Counsel
Eleven Madison Avenue
New
York,
New York 10010
Year of Birth: 1959
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Trustee, Nominating Committee and Audit Committee Member
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Trustee since 2019; current term ends at the 2024 annual meeting
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Partner of Acacia Properties LLC (multi-family and commercial real estate ownership and operation) from 2008 to present; Stonegate Advisors LLC (renewable energy and energy efficiency) from 2007 to present.
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None.
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Name, Address, and
Year of Birth
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Position(s)
Held With
Fund
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Term of
Office* and
Length of
Time Served
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Principal
Occupation(s)
During
Past 5
Years
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Number of
Portfolios
in Fund
Complex**
Overseen
By Trustee
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Other
Directorships
Held By Trustee
During Past
5
Years
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Jeffrey E. Garten
c/o Credit Suisse Asset Management, LLC
Attn: General Counsel
Eleven Madison Avenue
New
York,
New York 10010
Year of Birth: 1946
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Trustee, Nominating Committee and Audit Committee Member
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Trustee since 2019; current term ends at the 2023 annual meeting
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Dean Emeritus of Yale School of Management from July 2015 to present; Partner and Chairman of Garten Rothkopf (consulting firm) from October 2005 to June 2017.
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Director of Aetna, Inc. (insurance company) From January 1999 to January 2019; Director of CarMax Group (used car dealers) From 2002 to 2019; Director of Miller Buckfire & Co., LLC (financial restructuring) From
January 2008 to 2019.
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Steven N. Rappaport
c/o Credit Suisse Asset Management, LLC
Attn: General Counsel Eleven Madison Avenue New York,
New York 10010
Year of Birth:
1948
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Chairman of the Board of Trustees; Nominating Committee Chairman and Audit Committee Member
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Chairman since 2012 and Trustee since 2005; current term ends at the 2024 annual meeting
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Partner of Lehigh Court, LLC and RZ Capital (private investment firms) from July 2002 to present; Partner of Backstage Acquisition Holdings, LLC (publication job postings) from November 2013 to 2018.
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Director of Aberdeen Emerging Markets Equity Income Fund, Inc. (a closed-end investment company); Director of Aberdeen Funds (18 open-end portfolios); Director of iCAD, Inc. (surgical & medical instruments & apparatus
company) from 2006 to 2018.
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Subject to the Fund’s retirement policy, no Trustee shall be presented to shareholders of the Fund for
election at any meeting that is scheduled to occur after he/she has reached the age of 74 and a Trustee shall automatically be deemed to retire from the Board at the next annual shareholders’ meeting following the date that he/she reaches the
age of 75 years even if his/her term of office has not expired on that date. The requirements of the retirement policy may be waived with respect to an individual Trustee.
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**
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The “Fund Complex” consists of Credit Suisse High Yield Bond Fund, Credit Suisse Asset Management
Income Fund, Inc., Credit Suisse Commodity Strategy Funds (which currently consists of two portfolios), Credit Suisse Opportunity Funds (which currently consists of four portfolios) and Credit Suisse Trust (which currently consists of one
portfolio).
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***
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Mr. Popp is an “interested person” of the Fund as defined in the 1940 Act by virtue of his current
position as an officer of Credit Suisse.
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7
OFFICERS WHO ARE NOT TRUSTEES
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Name, Address
and Year of Birth
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Position(s) Held
With Fund
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Length of
Time Served
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Principal Occupation(s)
During Past 5
Years
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Thomas Flannery
Credit Suisse Asset Management, LLC
Eleven Madison Avenue
New
York,
New York 10010
Year of Birth: 1974
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Chief Investment Officer
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Since 2010
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Managing Director of Credit Suisse and Head of the Credit Suisse US High Yield Management Team; Associated with Credit Suisse Group AG since 1998; Officer of other Credit Suisse Funds.
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Jason Gossett
Credit Suisse Asset Management, LLC
Raleigh Lt. Building
Morrisville,
North Carolina
27560
Year of Birth: 1982
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Interim Chief Compliance Officer
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Since 2021
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Vice President of Credit Suisse since 2018; Associated with Credit Suisse since June 2015; Officer of other Credit Suisse Funds.
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Lou Anne McInnis
Credit Suisse Asset Management, LLC
Eleven Madison Avenue
New
York,
New York 10010
Year of Birth: 1959
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Chief Legal Officer
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Since 2015
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Director of Credit Suisse; Associated with Credit Suisse since April 2015; Counsel at DLA Piper US LLP from 2011 to April 2015; Associated with Morgan Stanley Investment Management from 1997 to 2010; Officer of other Credit
Suisse Funds.
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Karen Regan
Credit Suisse Asset Management, LLC
Eleven Madison Avenue
New
York,
New York 10010
Year of Birth: 1963
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Senior Vice President and Secretary
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Since 2010
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Vice President of Credit Suisse; Associated with Credit Suisse since December 2004; Officer of other Credit Suisse Funds.
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Omar Tariq
Credit Suisse Asset Management, LLC
Eleven Madison Avenue
New
York,
New York 10010
Year of Birth: 1983
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Chief Financial Officer and Treasurer
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Chief Financial Officer and Treasurer since 2019
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Director of Credit Suisse since March 2019; Senior Manager of PricewaterhouseCoopers, LLP from September 2010 to March 2019; Officer of other Credit Suisse Funds.
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8
Qualification of Board of Trustees/Nominees
The Board believes that each Trustee’s and nominee’s experience, qualifications, attributes or skills on an individual basis and in
combination with those of the other Trustees and nominees lead to the conclusion that each Trustee and nominee should serve as a Trustee. Among the attributes common to all Trustees and nominees are their ability to review critically, evaluate,
question and discuss information provided to them, to interact effectively with the other Trustees, Credit Suisse, other service providers, counsel and the independent registered public accounting firm, and to exercise effective business judgment in
the performance of their duties as Trustees. A Trustee’s or nominee’s ability to perform his or her duties effectively may have been attained through the Trustee’s or nominee’s business, consulting, public service and/or academic
positions; experience from service as a board member of the Fund and the other funds in the Fund Complex, other investment funds, public companies, or non-profit entities or other organizations; educational background or professional training;
and/or other life experiences. In addition to these shared characteristics, set forth below is a brief discussion of the specific experience, qualifications, attributes or skills of each Trustee and nominee that support the conclusion that each
person should serve as a Trustee or nominee.
Non-Interested Trustees/Nominees
Laura A. DeFelice. Ms. DeFelice has been a Trustee since 2017 of all of the open-end Credit
Suisse Funds in the Fund Complex. Ms. DeFelice is the founding principal of two companies, one focusing on multi-family and commercial real estate ownership, leasing and management, and the other focusing on renewable energy project
development. She has over 25 years of business experience in the financial services industry, including as a law firm partner specializing in structured finance. Ms. DeFelice also serves on the board of directors of another closed-end fund in the Fund Complex.
Jeffrey E. Garten. Mr. Garten has been a Trustee since
1998 (except for part of 2000) of all of the open-end Credit Suisse Funds in the Fund Complex. In addition, he has over 40 years of executive, business and academic experience in the areas of international
trade and finance and business management. Mr. Garten also serves on the board of directors of another closed-end fund in the Fund Complex.
Mahendra R. Gupta. Mr. Gupta has been a Trustee since 2017, and Chairman of the Audit Committee since 2017 of all of the open-end Credit Suisse Funds in the Fund Complex. Mr. Gupta is a Professor at Washington University in St. Louis. He has over 25 years of academic experience as a professor of accounting and management.
Mr. Gupta also serves on the board of directors of another closed-end fund in the Fund Complex.
Steven N. Rappaport. Mr. Rappaport has been a Trustee since 2005, Chairman of the Board of Trustees since 2012 and Chairman of the
Nominating Committee since 2012. In addition, he has over 30 years of business experience in the financial
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services industry. Mr. Rappaport also serves on the boards of directors of other funds, including funds in the Fund Complex.
Interested Trustee and Nominee
John
G. Popp. Mr. Popp has been a Trustee since 2012. He is a Managing Director of Credit Suisse. He is the Global Head and Chief Investment Officer of the Credit Investments Group. Mr. Popp has been associated with Credit Suisse since
1997. He has over 30 years of business experience in the financial services industry. Mr. Popp has been a trustee since 2017 of all of the open-end funds in the Fund Complex and is a director of another closed-end fund in the Fund Complex.
Mr. Popp also serves as Chief Executive Officer and President of all of the funds in the Fund Complex.
Specific details regarding
each Trustee’s and nominee’s principal occupations during the past five years are included in the table above.
Set forth in the
table below is the dollar range of equity securities in the Fund and the aggregate dollar range of equity securities in the Credit Suisse Family of Investment Companies (as defined below) beneficially owned by each Trustee or nominee.
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Name of Trustee or Nominee
|
|
Dollar Range
of Equity Securities
in the Fund*(1)(2)
|
|
|
Aggregate Dollar Range of
Equity Securities in
All
Funds Overseen by Trustee
or Nominee in Credit Suisse
Family of Investment
Companies*(1)(3)
|
|
|
Non-Interested Nominee for Trustee:
|
|
|
|
|
|
|
|
|
|
Mahendra R. Gupta
|
|
|
A
|
|
|
|
E
|
|
|
|
|
|
|
Non-Interested Trustees:
|
|
|
|
|
|
|
|
|
|
Laura A. DeFelice
|
|
|
A
|
|
|
|
D
|
|
|
Jeffrey E. Garten
|
|
|
A
|
|
|
|
B
|
|
|
Steven N. Rappaport
|
|
|
E
|
|
|
|
E
|
|
|
|
|
|
|
Interested Nominee for Trustee:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
John G. Popp
|
|
|
C
|
|
|
|
E
|
|
|
(1)
|
This information has been furnished by each Trustee as of November 30, 2021. “Beneficial
Ownership” is determined in accordance with Rule 16a-1(a)(2) promulgated under the Securities Exchange Act of 1934, as amended (the “1934 Act”).
|
|
(2)
|
The Fund’s Trustees and officers, in the aggregate, own less than 1% of the Fund’s outstanding equity
securities.
|
10
|
(3)
|
“Credit Suisse Family of Investment Companies” means those registered investment companies that share
Credit Suisse as their investment adviser and that hold themselves out to investors as related companies for purposes of investment and investor services.
|
As of November 30, 2021, none of the Non-Interested nominee for election to the Board, the other Non-Interested Trustees or their
immediate family members owned beneficially or of record any class of securities in Credit Suisse or in a person (other than a registered investment company) directly or indirectly controlling, controlled by or under common control with Credit
Suisse.
During the fiscal year ended October 31, 2021, each Non-Interested Trustee received an annual fee of $20,000 and $2,000 for
each meeting of the Board attended by him or her and was reimbursed for expenses incurred in connection with his or her attendance at the Fund’s Board meetings. The total remuneration paid by the Fund during the fiscal year ended
October 31, 2021 to all such Non-Interested Trustees was $127,000. The Chairman of the Board receives an additional annual fee of $5,000 and the Audit Committee Chairman receives an additional annual fee of $2,000.
During the fiscal year ended October 31, 2021, the Board convened nine times. Each Trustee attended at least seventy-five percent of the
aggregate number of meetings of the Board and any committees on which he or she served during the period for which he or she was a Trustee.
Leadership
Structure and Oversight Responsibilities
Overall responsibility for oversight of the Fund rests with the Board. The Fund has engaged
Credit Suisse to manage the Fund on a day-to-day basis. The Board is responsible for overseeing Credit Suisse and other service providers in the operations of the Fund in accordance with the provisions of the 1940 Act, applicable provisions of state
and other laws and the Fund’s charter. The Board is currently composed of five members, each of whom, other than Mr. Popp, is a Non-Interested Trustee. The Board meets at regularly scheduled quarterly meetings each year. In addition, the
Board may hold special meetings or informal conference calls to discuss specific matters that may arise or require action between regular meetings. As described below, the Board has established a Nominating Committee and an Audit Committee, and may
establish ad hoc committees or working groups from time to time, to assist the Board in fulfilling its oversight responsibilities. The Non-Interested Trustees have also engaged independent legal counsel to assist them in performing their oversight
responsibilities.
The Board has appointed Steven Rappaport, a Non-Interested Trustee, to serve in the role of Chairman. The
Chairman’s role is to preside at all meetings of the Board and to act as a liaison with Credit Suisse, counsel and other Trustees generally between meetings. The Chairman serves as a key point person for dealings between management and the
Trustees. The Chairman may also perform such other functions as may be delegated by the Board from time to time. The Board
11
reviews matters related to its leadership structure annually. The Board has determined that the Board’s leadership structure is appropriate because it allows the Board to exercise informed
and independent judgment over the matters under its purview and it allocates areas of responsibility among committees of Trustees and the full Board in a manner that enhances effective oversight.
The Fund is subject to a number of risks, including investment, compliance, operational and valuation risks, among others. Risk oversight forms
part of the Board’s general oversight of the Fund and is addressed as part of various Board and committee activities. Day-to-day risk management functions are subsumed within the responsibilities of Credit Suisse and other service providers
(depending on the nature of the risk), which carry out the Fund’s investment management and business affairs. Credit Suisse and other service providers employ a variety of processes, procedures and controls to identify various events or
circumstances that give rise to risks, to lessen the probability of their occurrence and/or to mitigate the effects of such events or circumstances if they do occur. Each of Credit Suisse and other service providers has their own independent
interest in risk management, and their policies and methods of risk management will depend on their functions and business models. The Board recognizes that it is not possible to identify all of the risks that may affect the Fund or to develop
processes and controls to eliminate or mitigate their occurrence or effects. As part of its regular oversight of the Fund, the Board interacts with and reviews reports from, among others, Credit Suisse, the Fund’s Chief Compliance Officer, the
Fund’s independent registered public accounting firm and counsel, as appropriate, regarding risks faced by the Fund and applicable risk controls. The Board may, at any time and in its discretion, change the manner in which it conducts risk
oversight.
All of the Trustees, except for John Popp, constitute the Fund’s Audit Committee, which is composed of Trustees who are
not interested persons of the Fund and who are independent (as such term is defined by the listing standards of the NYSE American, LLC, formerly known as NYSE MKT (the “NYSE American”)). The Audit Committee convened five times during the
fiscal year ended October 31, 2021. The Audit Committee advises the full Board with respect to accounting, auditing and financial matters affecting the Fund.
All of the Trustees, except for John Popp, constitute the Fund’s Nominating Committee, which is composed of Trustees who are not
interested persons of the Fund and who are independent (as such term is defined by the listing standards of NYSE American). The Nominating Committee met three times during the fiscal year ended October 31, 2021. At a meeting of the Nominating
Committee held on November 15, 2021, the Nominating Committee (with the nominees abstaining from voting) nominated each of Mahendra R. Gupta and John G. Popp for a three-year term. The Nominating Committee selects and nominates new Trustees.
The Board has adopted a Nominating Committee Charter (a copy of which was included as Appendix A to the Fund’s proxy statement dated December 28, 2020). In nominating candidates, the Nominating Committee will take into consideration such
factors as it
12
deems appropriate. These factors may include judgment, skill, diversity, experience with investment companies and other organizations of comparable purpose, complexity, size and subject to
similar legal restrictions and oversight, the interplay of the candidate’s experience with the experience of other Board members, and the extent to which the candidate would be a desirable addition to the Board and any committees thereof. With
respect to diversity, the Nominating Committee considers whether a candidate’s background, experience and skills will contribute to the diversity of the Board.
The Nominating Committee will consider candidates submitted by shareholders or from other sources it deems appropriate. Any recommendation
should be submitted to the Secretary of the Fund, c/o Credit Suisse Asset Management, LLC, Eleven Madison Avenue, New York, New York 10010. Shareholders or shareholder groups submitting proposed candidates must substantiate compliance with the
requirements in the Fund’s By-laws at the time of submitting their proposed candidate. Any submission should include, at a minimum, the following information: As to each individual proposed for election or
re-election as trustee, the name, age, business address, residence address and principal occupation or employment of such individual, the class, series and number of shares of stock of the Fund that are
beneficially owned by such individual, the date such shares were acquired and the investment intent of such acquisition, whether such stockholder believes such individual is, or is not, an “interested person” of the Fund (as defined in the
1940 Act), and information regarding such individual that is sufficient, in the discretion of the Nominating Committee, to make such determination, and all other information relating to such individual that is required to be disclosed in
solicitation of proxies for election of directors in an election contest (even if an election contest is not involved) or is otherwise required, in each case pursuant to Regulation 14A (or any successor provision) under the 1934 Act, and the rules
thereunder (including such individual’s written consent to being named in the proxy statement as a nominee and to serving as a trustee (if elected)). To be considered for inclusion in the Fund’s proxy statement, the submission must be
delivered to or mailed and received at the principal executive offices of the Fund not later than 120 days, nor earlier than 150 days, before the first anniversary of the date on which the Fund first mailed its proxy materials for the annual
meeting held in the prior year; provided, however, that in the event that the date of the annual meeting is advanced or delayed by more than 30 days from the first anniversary of the preceding year’s annual meeting, notice by such stockholder
to be timely must be so received not earlier than 150 days prior to such annual meeting and not later than the close of business on the 10th day following the day on which notice or public announcement of the date of such meeting was given or made.
Any such submission must also be submitted by such date and contain such information as may be specified in the Fund’s By-laws, or as required by any relevant stock exchange listing standards.
The Fund does not have a Compensation Committee.
13
OTHER BOARD-RELATED MATTERS
Shareholders who wish to send communications to the Board should send them to the address of the Fund and to the attention of the Board c/o the
Secretary of the Fund. All such communications will be directed to the Board’s attention.
The Fund does not have a formal policy
regarding Board member attendance at the Annual Meeting of Shareholders.
REPORT OF AUDIT COMMITTEE
Pursuant to the Audit Committee Charter adopted by the Board (a copy of which was included as Appendix B to the Fund’s proxy statement
dated December 28, 2020), the Audit Committee is responsible for conferring with the Fund’s independent registered public accounting firm, reviewing annual financial statements, approving the selection of the Fund’s independent
registered public accounting firm and overseeing the Fund’s internal controls. The Fund’s Audit Committee Charter also contains provisions relating to the pre-approval by the Audit Committee of certain non-audit services to be provided by
PricewaterhouseCoopers LLP (“PwC”) to the Fund and to Credit Suisse and certain of its affiliates. The Audit Committee advises the full Board with respect to accounting, auditing and financial matters affecting the Fund. The independent
registered public accounting firm is responsible for planning and carrying out audits in accordance with standards established by the Public Company Accounting Oversight Board (United States).
The Audit Committee has met with the Fund’s management to discuss, among other things, the Fund’s audited financial statements for
the fiscal year ended October 31, 2021. The Audit Committee has also met with the Fund’s independent registered public accounting firm, PwC, and discussed with them certain matters required by Statement of Auditing Standards No. 114,
The Auditor’s Communication with those Charged with Governance, as currently modified or supplemented, including, but not limited to, the scope of the Fund’s audit, the Fund’s financial statements and the Fund’s accounting
controls. The Audit Committee has received from PwC the letter required by the SEC’s independence rules describing any relationships between it and the Fund, Credit Suisse and its affiliates that may be thought to bear upon the independence of
the independent registered public accounting firm. The Audit Committee has discussed with PwC its independence and has considered whether the provision of services by PwC to the Fund, Credit Suisse and its affiliates was compatible with maintaining
PwC’s independence.
The members of the Audit Committee are not professionally engaged in the practice of auditing or accounting and
are not employed by the Fund for accounting, financial management or internal control. Moreover, the Audit Committee relies on and makes no independent verification of the facts presented to it or representations made by management or the
independent registered public accounting firm. Accordingly, the Audit Committee’s oversight does not provide an independent basis to determine that management has maintained appropriate
14
accounting and financial reporting principles and policies, or internal controls and procedures, designed to assure compliance with accounting standards and applicable laws and regulations.
Furthermore, the Audit Committee’s considerations and discussions referred to above do not provide assurance that the audit of the Fund’s financial statements has been carried out in accordance with generally accepted accounting standards
or that the financial statements are presented in accordance with generally accepted accounting principles.
Based upon these reviews and
discussions, the Audit Committee recommended to the Board that the Fund’s audited financial statements be included in the Fund’s 2021 Annual Report to Shareholders for the fiscal year ended October 31, 2021 and be mailed to
shareholders and filed with the SEC.
Submitted by the Audit Committee of the Fund’s Board of Trustees
Laura A. DeFelice
Jeffrey E.
Garten
Mahendra R. Gupta
Steven N. Rappaport
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
On June 25, 2020, the Board approved the dismissal of KPMG LLP (“KPMG”) as the independent registered public accounting firm for
the Fund. The Board’s decision to approve the dismissal of KPMG was recommended by the Audit Committee of the Board. The reports of KPMG on the Fund’s financial statements as of and for fiscal years ended October 31, 2019 and
October 31, 2018 did not contain an adverse opinion or a disclaimer of opinion, and were not qualified or modified as to uncertainties, audit scope or accounting principles. During the Fund’s fiscal years ended October 31, 2019 and
October 31, 2018 and during the period from the end of the fiscal year ended October 31, 2019 through June 25, 2020, there were no disagreements between the Fund and KPMG on any matter of accounting principles or practices, financial
statement disclosure or auditing scope or procedures, which disagreements, if not resolved to the satisfaction of KPMG, would have caused them to make reference to the subject matter of the disagreements in its report on the financial statements of
the Fund for such periods. During the Fund’s fiscal years ended October 31, 2019 and October 31, 2018 and during the period from the end of the fiscal year ended October 31, 2019 through June 25, 2020, there were no
“reportable events” (as defined in Item 304(a)(1)(v) of Regulation S-K under the 1934 Act). The Fund previously provided KPMG with the foregoing disclosure and requested that KPMG furnish
the Fund with a letter addressed to the SEC stating whether or not it agreed with the statements made above. A copy of KPMG’s letter dated June 26, 2020 was filed as Exhibit 16.1 to the Fund’s Report on Form 8-K filed on June 29, 2020 with the SEC.
On June 25, 2020, upon the recommendation
of the Audit Committee, the Board approved the engagement of PwC as the independent registered public accounting firm for the Fund for the fiscal year ending October 31, 2020. During
15
the period from the end of the fiscal year ended October 31, 2019 through June 25, 2020, neither the Fund, nor anyone on its behalf consulted with PwC, on behalf of the Fund, regarding
the application of accounting principles to a specified transaction (either completed or proposed), the type of audit opinion that might be rendered on the Fund’s financial statements, or any matter that was either the subject of a
“disagreement,” as defined in Item 304(a)(1)(iv) of Regulation S-K under the 1934 Act and the instructions thereto, or a “reportable event,” as defined in Item 304(a)(1)(v) of
Regulation S-K under the 1934 Act.
At a meeting held on August 17, 2021, the Fund’s Audit
Committee approved the selection of PwC as the Fund’s independent registered public accounting firm for the fiscal year ending October 31, 2022. PwC has been the Fund’s independent registered public accounting firm since June 25, 2020, and
has informed the Fund that it has no material direct or indirect financial interest in the Fund. A representative of PwC will be available by telephone at the Meeting and will have the opportunity to make a statement, if the representative so
desires, and will be available to respond to appropriate questions.
The information in the table below is provided for services rendered
to the Registrant showing the amount of fees billed to the registrant during the registrant’s last two fiscal years by PwC and KPMG. The tax fees billed to the registrant for the fiscal year 2020 are the only fees that have been billed to the
registrant by KPMG. All other fees listed in the tables below were billed to the registrant by PwC. For engagements with PwC and KPMG the Audit Committee approved in advance all audit services and non-audit
services that PwC and KPMG provided to the registrant for its fiscal years ended October 31, 2020 and October 31, 2021.
|
|
|
|
|
|
|
|
|
|
|
|
|
2020
|
|
|
2021
|
|
|
|
|
|
|
Audit Fees
|
|
$
|
37,700
|
|
|
$
|
37,700
|
|
|
|
|
|
|
Audit-Related Fees(1)
|
|
$
|
0
|
|
|
$
|
0
|
|
|
|
|
|
|
Tax Fees(2)
|
|
$
|
4,996
|
|
|
$
|
4,000
|
|
|
|
|
|
|
All Other Fees
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
Total
|
|
$
|
42,696
|
|
|
$
|
41,700
|
|
|
(1)
|
Services include agreed-upon procedures in connection with the Fund’s semi-annual financial statements ($0
in 2020 and $0 in 2021 to PwC).
|
|
(2)
|
Tax services in connection with the Fund’s excise tax calculations and review of the Fund’s applicable
tax returns.
|
The Audit Committee is responsible for pre-approving (i) all audit and permissible non-audit services
to be provided by the independent registered public accounting firm to the Fund and (ii) all permissible non-audit services to be provided by the independent registered public accounting firm to Credit Suisse and any service provider to the
Fund controlling, controlled by or under common control with Credit Suisse that provided ongoing services to the Fund (“Covered Services Provider”), if the engagement relates directly to the operations and financial
16
reporting of the Fund. The Audit Committee may delegate its responsibility to pre-approve any such audit and permissible non-audit services to the Chairperson of the Audit Committee, and the
Chairperson shall report to the Audit Committee, at its next regularly scheduled meeting after the Chairperson’s pre-approval of such services, his or her decision(s). The Audit Committee may also establish detailed pre-approval policies and
procedures for pre-approval of such services in accordance with applicable laws, including the delegation of some or all of the Audit Committee’s pre-approval responsibilities to other persons (other than Credit Suisse or the Fund’s
officers). Pre-approval by the Audit Committee of any permissible non-audit services shall not be required so long as: (i) the aggregate amount of all such permissible non-audit services provided to the Fund, Credit Suisse and any Covered
Services Provider constitutes not more than 5% of the total amount of revenues paid by the Fund to its independent registered public accounting firm during the fiscal year in which the permissible non-audit services are provided; (ii) the
permissible non-audit services were not recognized by the Fund at the time of the engagement to be non-audit services; and (iii) such services are promptly brought to the attention of the Audit Committee and approved by the Audit Committee (or
its delegate(s)) prior to the completion of the audit.
The aggregate fees billed by KPMG and PwC for the fiscal years ended
October 31, 2020 and the fiscal year ended October 31, 2021 for non-audit services rendered to the Fund, Credit Suisse or Covered Service Providers for the fiscal years ended October 31, 2020
and October 31, 2021 were $4,996 and $4,000, respectively.
All of the services described above were pre-approved by the Audit
Committee.
COMPENSATION
The following table shows certain compensation information for the Trustees for the fiscal year ended October 31, 2021. All officers of
the Fund are employees of and are compensated by Credit Suisse. None of the Fund’s executive officers or Trustees who are also officers or directors of Credit Suisse received any compensation from the Fund for such period. The Fund has no
bonus, profit sharing, pension or retirement plans.
|
|
|
|
|
|
|
|
|
|
|
Name of Trustee or Nominee
|
|
Aggregate Compensation
From the Fund
|
|
|
Total Compensation From Fund
and Fund Complex Paid to
Trustee or Nominee*
|
|
|
Non-Interested Trustees:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Laura A. DeFelice
|
|
$
|
30,000
|
|
|
$
|
149,300
|
|
|
|
|
|
|
Jeffrey E. Garten
|
|
$
|
30,000
|
|
|
$
|
149,300
|
|
|
|
|
|
|
Mahendra R. Gupta
|
|
$
|
32,000
|
|
|
$
|
160,800
|
|
|
|
|
|
|
Steven N. Rappaport
|
|
$
|
35,000
|
|
|
$
|
184,300
|
|
|
*
|
9 funds comprise the Fund Complex and each Trustee serves as a director/trustee on the board of each fund in the
Fund Complex.
|
THE FUND’S BOARD OF TRUSTEES, INCLUDING THE NON-INTERESTED TRUSTEES, RECOMMENDS THAT THE SHAREHOLDERS VOTE
“FOR” THE FUND’S NOMINEES FOR TRUSTEE.
17
ADDITIONAL INFORMATION
Beneficial Owners
Based upon the
Fund’s review of filings made pursuant to Section 13 of the 1934 Act, as of December 10, 2021, to the Fund’s knowledge the following shareholder beneficially owned over 5% of the Fund’s shares:
|
|
|
|
|
|
|
|
|
|
|
Name and Address
|
|
Number of Shares
Beneficially Owned
|
|
|
Percent
of
Share
Class
|
|
|
First Trust Advisors L.P.
120 East Liberty Drive, Suite 400
Wheaton, Illinois 60187
|
|
|
11,640,501
|
*
|
|
|
11.25
|
%
|
|
|
*
|
As stated in Schedule 13G/A filed with the SEC on January 29, 2021.
|
Delinquent Section 16(a) Reports
Section 16(a) of the 1934 Act and Section 30(h) of the 1940 Act require the Fund’s officers and trustees, certain officers and
directors of the investment adviser, affiliated persons of the investment adviser, and persons who beneficially own more than 10% of the Fund’s shares to file reports of ownership with the SEC and the Fund.
Based solely upon its review of the copies of such forms and amendments thereto filed electronically with the SEC during the fiscal year ended
October 31, 2021 and written representations received by it, the Fund believes that, for the fiscal year ended October 31, 2021, such forms were filed on a timely basis.
SHAREHOLDER PROPOSALS
Notice is hereby given that for a shareholder proposal to be considered for inclusion in the Fund’s proxy materials relating to its 2023
annual meeting of shareholders, pursuant to Rule 14a-8 under the 1934 Act, the shareholder must deliver the proposal to the offices of the Fund by August 29, 2022. Under Rule 14a-8, a
shareholder proposal, including any accompanying supporting statement, may not exceed 500 words. Additionally, a shareholder desiring to submit a proposal must be: (i) a record or beneficial owner of Shares with a market value of at least
$2,000 and must have held such Shares for at least three years, (ii) a record or beneficial owner of Shares with a market value of at least $15,000 and must have held such Shares for at least two years, or (iii) a record or beneficial
owner of Shares with a market value of at least $25,000 and must have held such Shares for at least one year. However, a shareholder who has been a record or beneficial owner of Shares with a market value of at least $2,000 for at least one year as
of January 4, 2021 and who continuously maintains at least $2,000 of such securities from January 4, 2021 through the date the Shareholders proposal is submitted to the Fund is also eligible to submit a proposal for inclusion in the
Fund’s proxy materials. Further, the shareholder must continue to hold such Shares through the date on which the meeting is held. Documentary support regarding the foregoing must be provided along with the proposal.
18
There are additional requirements regarding proposals of shareholders, and a shareholder contemplating submission of a proposal is referred to Rule 14a-8 promulgated under the 1934 Act.
The timely submission of a proposal does not guarantee its inclusion in the Fund’s proxy materials.
Shareholders who do not wish to
submit a proposal for inclusion in the Fund’s proxy materials relating to its 2023 annual meeting of shareholders pursuant to Rule 14a-8 under the 1934 Act may submit a proposal to be considered for inclusion in the Fund’s
proxy materials relating to its 2023 annual meeting of shareholders in accordance with the Fund’s By-laws. Such shareholder proposal must be received by the Fund no earlier than July 30, 2022 and no later than August 29, 2022.
Pursuant to the By-laws of the Fund, at any annual meeting of the shareholders, only such business will be conducted as has been properly
brought before the annual meeting. To be properly brought before the annual meeting, the business must be (i) specified in the notice of meeting (or any supplement thereto) given by or at the direction of the Board, (ii) otherwise properly
brought before the meeting by or at the direction of the Board, or (iii) otherwise properly brought before the meeting by a shareholder in compliance with the requirements in the Fund’s By-laws.
For business to be properly brought before the annual meeting by a shareholder, the shareholder must have given timely notice thereof in
writing to the Secretary of the Fund. To be timely, any such notice must be delivered to, or mailed (by certified mail being recommended) to and received by, Credit Suisse High Yield Bond Fund c/o Credit Suisse Asset Management, LLC, Eleven Madison
Avenue, 9th Floor, New York, New York 10010 not later than 120 days, nor earlier than 150 days, before the first anniversary of the date on which the Fund first mailed its proxy materials for the annual meeting held in the prior year; provided,
however, that in the event that the date of the annual meeting is advanced or delayed by more than 30 days from the first anniversary of the preceding year’s annual meeting, notice by such shareholder to be timely must be so received not
earlier than 150 days prior to such annual meeting and not later than the close of business on the 10th day following the day on which notice or public announcement of the date of such meeting was
given or made. In no event shall the public announcement of an adjournment of an annual meeting commence a new time period for the giving of a shareholder’s notice as described above.
Any such notice by a shareholder shall set forth:
|
|
(i) as to any business that the shareholder proposes to bring before the annual meeting,
a brief description of the business desired to be brought before the annual meeting, the text of the proposal or business (including the text of any resolutions proposed for consideration), the reasons for conducting such business at the annual
meeting and any material interest in such business of such shareholder and the beneficial owner, if any, on whose behalf the proposal is made; and
|
19
|
|
(ii) as to the shareholder giving the notice and the beneficial owner, if any, on whose
behalf the proposal is made:
|
(1) the name and address of such shareholder, as they appear on the
Fund’s books, and of such beneficial owner,
(2) the class and number of shares which are owned beneficially
and of record by such shareholder and such beneficial owner and any Person1 who has a Disclosable Relationship2 with such shareholder or
beneficial owner (“Shareholder Associate”),
(3) the name of each nominee holder of shares owned
beneficially but not of record by such shareholder and such beneficial owner and their respective Shareholder Associates, and the number of such shares held by each such nominee holder,
(4) a description of any agreement, arrangement or understanding (whether written or oral) with respect to the
proposal between or among such shareholder and such beneficial owner, any of their respective Shareholder Associates, and any other Person or Persons (including their names) in connection with the proposal of such business and any material interest
of such Person or any Shareholder Associate of such Person, in such business, including any anticipated benefit therefrom to such Person, or any Shareholder Associate of such Person,
1 “Person” means an individual, a corporation, a
partnership, a limited liability company, an association, a trust or any other entity or organization, including a series or portfolio of any of the foregoing, or a government or political subdivision or an agency or instrumentality thereof.
2 “Disclosable Relationship” with respect to another
Person means (A) the existence at any time during the current calendar year or at any time within the two most recently completed calendar years of any agreement, arrangement, understanding (whether written or oral) or practice, including sharing of
information, decisions or actions, of a Person with such other Person with respect to the Fund or shares of the Fund, (B) the beneficial ownership of securities of any Person known by such Person to beneficially own shares of the Fund and of which
such Person knows such other Person also beneficially owns any securities, (C) sharing beneficial ownership of any securities with such other Person, (D) being an immediate family member of such other Person, (E) the existence at any time during the
current calendar year or at any time within the two most recently completed calendar years of a material business or professional relationship with such other Person or with any Person of which such other Person is a holder of 5% or more of the
outstanding voting securities, officer, director, general partner, managing member or employee or (F) controlling, being controlled by or being under common control with such other Person.
20
(5) a description of any agreement, arrangement or understanding, whether
written or oral (including any derivative or short positions, profit interests, options, warrants, stock appreciation or similar rights, hedging transactions, and borrowed or loaned shares), that has been entered into as of the date of the
shareholder’s notice by, or on behalf of, such shareholder and such beneficial owners or their respective Shareholder Associates, the effect or intent of which is to mitigate loss to, manage the risk of or benefit from Fund share price changes,
or increase or decrease the voting power of, such shareholder or such beneficial owner or their respective Shareholder Associates, with respect to shares of the Fund,
(6) a description of all commercial and professional relationships and transactions between or among such shareholder
and such beneficial owners or their respective Shareholder Associates, and any other Person or Persons known to such shareholder and such beneficial owners or their respective Shareholder Associates to have a material interest in the matter that is
the subject of such notice,
(7) the investment strategy or objective, if any, of such shareholder and such
beneficial owners and their respective Shareholder Associates that are not individuals, and a copy of the most recent prospectus, offering memorandum or similar document, if any, provided to investors or potential investors in such shareholder,
beneficial owner and each such Shareholder Associate,
(8) a representation that the shareholder is a holder of
record of shares of the Fund entitled to vote at such meeting and intends to appear in person or by proxy at the meeting to propose such business,
(9) a representation whether the shareholder or the beneficial owner, if any, intends or is part of a group which
intends (a) to deliver a proxy statement and/or form of proxy to holders of at least the percentage of the Fund’s outstanding shares required to approve or adopt the proposal and/or (b) otherwise to solicit proxies from shareholders in support
of such proposal, and
(10) any other information relating to such shareholder and such beneficial owner that would
be required to be disclosed in a proxy statement or other filing required to be made in connection with the solicitation of proxies by such shareholder or beneficial owner with respect to the proposed business to be brought by such Shareholder or
beneficial owner before the meeting pursuant to Section 14 of the 1934 Act and the rules and regulations promulgated thereunder, whether or not the shareholder submitting the notice intends to deliver a proxy statement or solicit proxies.
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(iii) A shareholder providing notice of any business proposed to be brought before a
meeting of shareholders shall further update and supplement such
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21
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notice, if necessary, so that the information provided or required to be provided in such notice shall be true and correct as of the record date for determining the shareholders entitled to
receive notice of the meeting of shareholders and such update and supplement shall be received by the Secretary of the Fund at the principal executive offices of the Fund not later than 5 business days after the record date for determining the
shareholders entitled to receive notice of the meeting of shareholders.
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The foregoing notice requirements shall be deemed
satisfied by a shareholder if the shareholder has notified the Fund of his, her or its intention to present a proposal at a meeting in compliance with Rule 14a-8 promulgated under the 1934 Act and such shareholder’s proposal has been included
in a proxy statement that has been prepared by the Fund to solicit proxies for such meeting.
The Fund may exercise discretionary voting
authority with respect to any shareholder proposals for the 2023 annual meeting of shareholders not included in the proxy statement and form of proxy that are not submitted to the Fund within the time-frame indicated above. Even if timely notice is
received, the Fund may exercise discretionary voting authority in certain other circumstances. Discretionary voting authority is the ability to vote proxies that shareholders have executed and returned to the Fund on matters not specifically
reflected on the form of proxy.
SHAREHOLDERS WHO DO NOT EXPECT TO BE PRESENT AT THE ANNUAL MEETING AND WHO WISH TO HAVE THEIR SHARES VOTED ARE
REQUESTED TO DATE AND SIGN THE ENCLOSED PROXY CARD AND RETURN IT IN THE ENCLOSED ENVELOPE. NO POSTAGE IS REQUIRED IF MAILED IN THE UNITED STATES.
Delivery of Proxy
Only one copy of this
Proxy Statement may be mailed to households, even if more than one person in a household is a shareholder of record. If a shareholder needs an additional copy of this Proxy Statement, please contact the Fund at (800) 293-1232. If any
shareholder does not want the mailing of this Proxy Statement to be combined with those for other members of your household, please contact the Fund in writing at: Eleven Madison Avenue, 9th Floor, New York, New York 10010 or call the Fund at
(800) 293-1232.
Other Business
Management knows of no business to be presented at the Meeting, other than the matters set forth in this Proxy Statement, but should any other
matter requiring the vote of shareholders arise, the proxies will vote thereon according to their best judgment in the interests of the Fund.
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CREDIT SUISSE
HIGH YIELD BOND FUND
February 22, 2022
002CS-12817
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ANNUAL MEETING PROXY CARD
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Credit Suisse High Yield Bond Fund
Eleven Madison Avenue
New York, NY
10010
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF CREDIT SUISSE HIGH YIELD BOND FUND
The undersigned hereby appoints Omar Tariq and Karen Regan, each with the full power of substitution, and hereby authorizes them to represent and vote, as
designated below and in accordance with their judgment on such other matters as may properly come before the meeting or any adjournments thereof, all shares of Credit Suisse High Yield Bond Fund (the “Fund”) that the undersigned is
entitled to vote at the annual meeting of shareholders of the Fund. Due to the public health impact of the coronavirus pandemic (“COVID-19”) and to support the health and well-being of the
Fund’s shareholders, the Meeting will be held virtually on the internet rather than in person. All shareholders are requested to vote by proxy by completing, dating and signing the enclosed proxy card and returning it promptly. You also may
vote at the virtual Meeting if you choose to attend, on February 22, 2022 at 4:00 p.m. Eastern Time.
If you owned shares as of the Record Date and
wish to participate in the Meeting, you must email AST Fund Solutions, LLC (“AST”) at attendameeting@astfinancial.com or call AST at (866) 745-0271, in order to register to attend the Meeting, obtain the credentials to access the
Meeting, and verify that you were a shareholder on the Record Date. If you are a record owner of shares, please have your 15-digit control number on your proxy card available when you call or include it in
your email. If you choose to email, include your control number, full name and address, your intent to attend the Meeting and insert “Credit Suisse High Yield Bond Fund” in the Subject Line. If you choose to call, please have your control
number handy as well. You may vote during the Meeting by following the instructions that will be available on the Meeting website during the Meeting.
If
you hold your shares through an intermediary, such as bank or broker, as of the Record Date, you must provide a legal proxy from that institution in order to vote your shares at the Meeting. You may forward an email from your intermediary or attach
an image of your legal proxy and transmit it via email to AST at attendameeting@astfinancial.com and you should label the email “Legal Proxy” in the subject line. If you hold your shares through an intermediary as of the Record Date
and wish to attend, but not vote at, the Meeting, you must verify to AST that you owned shares as of the Record Date through an account statement or some other similar means. Requests for registration must be received by AST no later than 5:00 p.m.,
Eastern Time, on Thursday, February 17, 2022. You will then receive a confirmation email from AST of your registration and a control number that will allow you to vote at the Meeting.
This proxy when properly executed will be voted in the manner directed therein by the undersigned shareholder. If no direction is made, this proxy will be
voted as recommended by the Board of Trustees in favor of the Board’s nominees for Trustee named below.
In their discretion, the proxies are
authorized to vote upon such other business as may properly be presented to the meeting or any adjournments, postponements, continuations, or reschedulings thereof.
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YOUR SIGNATURE IS REQUIRED FOR YOUR VOTE TO BE COUNTED. Please sign this proxy exactly as your name or names appear hereon. Each joint owner should sign. Trustees and other fiduciaries should indicate the capacity
in which they sign. If a corporation, partnership or other entity, this signature should be that of a duly authorized individual who should state his or her title.
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Signature
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Date
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Signature (if held jointly)
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Date
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Title if a corporation, partnership or other entity
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p PLEASE FOLD HERE
p
PLEASE VOTE, DATE AND SIGN BELOW AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE.
TO VOTE, MARK ONE BOX IN BLUE OR BLACK INK. Example: ∎
THE BOARD OF TRUSTEES RECOMMENDS A VOTE FOR ALL THE NOMINEES LISTED.
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For
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Withhold
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Mahendra R. Gupta
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☐
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☐
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John G. Popp
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☐
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☐
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Mahendra R. Gupta and John G. Popp are each being nominated to serve a three-year term.
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MAILID:
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“Scanner Bar Code”
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CUSIP: 22544F103
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