Advent Claymore Convertible Securities and Income Fund (NYSE:AVK),
Advent Claymore Convertible Securities and Income Fund II
(NYSE:AGC), and Advent/Claymore Enhanced Growth & Income Fund
(NYSE:LCM), each a closed-end fund (together, the “Funds”)
announced today that each Fund’s Board of Trustees has approved
tender offers by AVK and AGC and has declared May distributions for
the Funds, including an increased distribution rate for AVK, each
as described below. The Board of Trustees of each respective Fund
believes the tender offers and the increased distribution rate for
AVK are in the best interests of the Fund’s respective
shareholders.
Tender Offers
The Boards of Trustees of AVK and AGC have
approved cash tender offers (the “Tender Offers”) for up to 15% of
each Fund’s respective outstanding common shares of beneficial
interest (the “Shares”) at a price per Share equal to 98% of each
Fund’s respective net asset value (“NAV”) per Share as of the
business day immediately following the expiration date of the
Tender Offers. AVK and AGC will repurchase Shares tendered and
accepted in the Tender Offers in exchange for cash. The respective
Board of Trustees of AVK and AGC believes the Tender Offers could
benefit participating shareholders by providing liquidity at a
price per Share that is higher than the then current market price
of the Shares. The Boards of Trustees believe the Tender Offers
could also benefit the Funds and their long-term shareholders
because the Tender Offers would be conducted at a price per Share
that would be accretive to NAV.
Declaration of May Distributions and Increased
Distribution Rate for AVK
In addition, the Board of Trustees of each Fund
has declared distributions. The table below summarizes the
distribution schedule for each Fund.
The distribution for AVK of $0.1116 represents
an increase of 18.8% over AVK’s prior distribution amounts. As of
market close on April 28, 2017, the increased AVK distribution
reflects an annualized distribution rate of approximately 8.4% of
market price and 7.7% of NAV. The Board of Trustees of AVK believe
that this increase in AVK’s distribution will benefit shareholders
of AVK.
The following dates apply to the
distributions:
Record Date May 15,
2017
Ex- Dividend Date May 11,
2017
Payable Date May 31,
2017
|
Distribution Schedule |
NYSE Ticker |
Closed-End Fund Name |
Distribution Per Share |
Change from Previous Distribution |
Frequency |
AGC |
Advent
Claymore Convertible Securities and Income Fund II |
$ |
0.0471 |
|
Monthly |
AVK |
Advent
Claymore Convertible Securities and Income Fund |
$ |
0.11161 |
$ |
0.0177 |
Monthly |
LCM |
Advent/Claymore Enhanced Growth & Income Fund |
$ |
0.211 |
|
Quarterly |
|
|
|
|
|
1 A portion of this distribution is estimated to
be a return of capital rather than income. Final determination of
the character of distributions will be made at year-end. The
Section 19(a) notice referenced below provides more information and
can be found at www.guggenheiminvestments.com.
Past performance is not indicative of
future performance. As of this announcement, the sources
of each fund distribution are estimates. Distributions may be paid
from sources of income other than ordinary income, such as short
term capital gains, long term capital gains or return of capital.
Unless otherwise noted, the distributions above are not anticipated
to include a return of capital. If a distribution consists of
something other than ordinary income, a Section 19(a) notice
detailing the anticipated source(s) of the distribution will be
made available. The Section 19(a) notice will be posted to a Fund’s
website and to the Depository Trust & Clearing Corporation so
that brokers can distribute such notices to Shareholders of the
Fund. Section 19(a) notices are provided for informational purposes
only and not for tax reporting purposes. The final determination of
the source and tax characteristics of all distributions in 2017
will be made after the end of the year. This information is not
legal or tax advice. Consult a professional regarding your specific
legal or tax matters.
Standstill Agreements
The commencement of the potential Tender Offers
is pursuant to separate agreements (the “Agreements”) between each
of AVK and AGC and Saba Capital Management, LP (collectively with
certain of its affiliates, “Saba”). Pursuant to the Agreements,
Saba has agreed to (1) tender all Shares of the Funds owned by it
in the Tender Offers, (2) be bound by certain “standstill”
covenants through the Funds’ 2019 annual meeting of shareholders
and (3) vote its Shares on all proposals submitted to shareholders
in accordance with the recommendation of management through April
25, 2019. Pursuant to the Agreements, AVK and AGC have agreed not
to complete the Tender Offers prior to August 1, 2017.
Additionally, pursuant to its Agreement, AVK has agreed to declare
and pay monthly distributions for the next 24 months, representing
an annualized distribution rate of not less than 8% of AVK’s net
asset value per Share, based on average month-end net asset value
per Share over the prior 12 months, effective beginning with the
May distribution as described above. Pursuant to a separate
agreement between LCM and Saba, Saba has agreed with respect to
LCM, subject to LCM completing its previously announced in-kind
tender offer, to (1) be bound by certain “standstill” covenants
through the Funds’ 2019 annual meeting of shareholders and (2) vote
its Shares on all proposals submitted to shareholders in accordance
with the recommendation of management through April 25, 2019. Saba
has also agreed to tender all Shares of LCM owned by it in LCM’s
in-kind tender offer. The Funds have been advised that Saba will
file a copy of each Fund’s agreement with the U.S. Securities and
Exchange Commission (SEC) as an exhibit to its Schedule 13D.
The above statements are not intended to
constitute an offer to participate in any tender offer. Information
about each tender offers, including its commencement, will be
announced via future press releases. Shareholders will be notified
in accordance with the requirements of the Securities Exchange Act
of 1934, as amended, and the Investment Company Act of 1940, as
amended, either by publication or mailing or both. Each tender
offer will be made only by an Offer to Purchase, a related Letter
of Transmittal and other documents, to be filed with the SEC.
Shareholders of the Funds should read the Offer to Purchase and
tender offer statement and related exhibits when those documents
are filed and become available, as they will contain important
information about the applicable tender offer. These and other
filed documents will be available to investors for free both at the
website of the SEC and from the Funds.
Additional Information
About Advent Capital
ManagementAdvent Capital Management, LLC (“Advent”) is a
registered investment advisor dedicated to providing its clients
with superior investment performance. Advent invests primarily in
convertible, high yield and equity securities offered through long
only, hedge-fund and NYSE-listed closed-end fund products. Advent’s
investment team consists of seasoned professionals performing
bottom-up fundamental research. Since inception in 1995, Advent has
grown into a $9 billion diversified investment management firm (as
of March 31, 2017) with the ability to capture opportunities
globally. Advent’s growing client base includes some of the world’s
largest public and corporate pension plans, foundations,
endowments, insurance companies and high net worth individuals.
Advent is not affiliated with Guggenheim.
About Guggenheim
InvestmentsGuggenheim Investments is the global asset
management and investment advisory division of Guggenheim Partners,
LLC (“Guggenheim”), with $217 billion* in total assets across fixed
income, equity, and alternative strategies. We focus on the return
and risk needs of insurance companies, corporate and public pension
funds, sovereign wealth funds, endowments and foundations,
consultants, wealth managers, and high-net-worth investors. Our
275+ investment professionals perform rigorous research to
understand market trends and identify undervalued opportunities in
areas that are often complex and underfollowed. This approach to
investment management has enabled us to deliver innovative
strategies providing diversification opportunities and attractive
long-term results.
*Guggenheim Investments total asset figure is as
of 03.31.2017. The assets include leverage of $11.7bn for assets
under management and $0.4bn for assets for which we provide
administrative services. Guggenheim Investments represents the
following affiliated investment management businesses of Guggenheim
Partners, LLC: Guggenheim Partners Investment Management, LLC,
Security Investors, LLC, Guggenheim Funds Investment Advisors, LLC
(Investment Advisor for AGC, LCM), Guggenheim Funds Distributors,
LLC (Servicing Agent for AVK), Guggenheim Real Estate, LLC, GS
GAMMA Advisors, LLC, Guggenheim Partners Europe Limited, and
Guggenheim Partners India Management.
This information does not represent an offer to
sell securities of the Funds and it is not soliciting an offer to
buy securities of the Funds. There can be no assurance that the
Funds will achieve their investment objectives. The net asset value
of the Funds will fluctuate with the value of the underlying
securities. It is important to note that closed-end funds trade on
their market value, not net asset value, and closed-end funds often
trade at a discount to their net asset value. Past performance is
not indicative of future performance. An investment in the Funds is
subject to certain risks and other considerations. Such risks and
considerations may include, but are not limited to: Investment and
Market Risk; Convertible Securities Risk; Structured and Synthetic
Convertible Securities Risk; Lower Grade Securities Risk; Equity
Securities Risk; Preferred Securities Risk; Derivatives Risk;
Interest Rate Risk; Leverage Risk; Anti-Takeover Provisions;
Foreign Securities Risk; Foreign Currency Risk; Market Disruption
Risk; Risk Associated with the Fund’s Covered Call Option Writing
Strategy; Senior and Second Lien Secured Loan Risk and Illiquidity
Risk. See www.guggenheiminvestments.com/cef for a detailed
discussion of fund-specific risks.
Investors should consider the investment
objectives and policies, risk considerations, charges and expenses
of any investment before they invest. For this and more information
visit www.guggenheiminvestments.com or contact a securities
representative or Guggenheim Funds Distributors, LLC 227 West
Monroe Street, Chicago, IL 60606, 800-345-7999.
NOT FDIC-INSURED | NOT BANK-GUARANTEED | MAY LOSE
VALUE
Member FINRA/SIPC (05/17)
Analyst Inquiries
William T. Korver
cefs@guggenheiminvestments.com
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