NEW YORK, Aug. 22, 2016 /PRNewswire/ -- The Zweig
Fund, Inc. (NYSE: ZF) and The Zweig Total Return Fund, Inc. (NYSE:
ZTR) announced today that each fund will commence a tender offer to
purchase up to 5 percent of its outstanding shares under the terms
of tender offer programs announced by the funds on April 5, 2016.
Each fund will purchase up to 5 percent of its outstanding
shares at a price equal to 98 percent of each fund's net asset
value (NAV) per share as of the close of regular trading on the New
York Stock Exchange on the date the tender offers expire. If more
than 5 percent of a fund's outstanding shares are tendered, the
fund will purchase shares from tendering stockholders on a pro-rata
basis.
These tender offers follow tender offers that were completed in
May for 15 percent of each fund's then outstanding shares. The
funds had previously announced they would commence the current
tender offers within six months after the completion of the initial
tender if the fund's average trading discount, calculated as the
percentage difference between NAV and the volume-weighted average
price on each trading day, was more than 8 percent for a specified
12-week period. That condition was met for each fund as of
August 19, 2016.
The tender offers are being made on the terms and subject to the
conditions set forth in the Issuer Tender Offer Statements and
related Letters of Transmittal that will be filed with the
Securities and Exchange Commission. The tender offers are expected
to commence on November 25, 2016 and
terminate at 11:59 p.m. (Eastern) on
December 23, 2016, unless extended.
The pricing dates will also be December 23,
2016, unless the tender offers are extended.
Each fund may commence an additional tender offer, for another 5
percent of each fund's then outstanding shares, approximately six
months after the conclusion of this current tender offer if the
fund's average trading discount (described above) is more than 8
percent for a different specified 12-week period.
Further information about the tender offers will be announced by
future press releases. Additional terms and conditions of the
tender offers will be set forth in each fund's offering materials.
This announcement is not a recommendation, an offer to purchase, or
a solicitation of an offer to sell shares of the funds. The funds
have not yet commenced the tender offer described in this release.
Any tender offer will be made only by an offer to purchase, a
related letter of transmittal, and other documents that will be
filed with the Securities and Exchange Commission (SEC) as exhibits
to a tender offer statement on Schedule TO and will be available
free of charge at the SEC's website at www.sec.gov. Shareholders
should read the offer to purchase and tender offer statement on
Schedule TO and related exhibits when those documents are filed and
become available as they will contain important information about
the tender offer. The funds will also make available, without
charge, the offer to purchase and the letter of transmittal.
About the Funds
The Zweig Fund, Inc. (NYSE: ZF) and The Zweig Total Return Fund,
Inc. (NYSE: ZTR) are closed-end funds advised by Zweig Advisers
LLC. For more information on the funds, please contact Shareholder
Services at (800) 272-2700, by email at zweig@virtus.com, or visit
us on the web at virtus.com.
Fund Risks
An investment in a fund is subject to risk, including the risk
of possible loss of principal. A fund's shares may be worth less
upon their sale than what an investor paid for them. Shares of
closed-end funds may trade at a discount to their net asset
value.
Forward-Looking Information
This press release contains statements that are, or may be
considered to be, forward-looking statements. All statements that
are not historical facts, including statements about beliefs or
expectations, are "forward-looking statements" within the meaning
of The Private Securities Litigation Reform Act of 1995. These
statements may be identified by such forward-looking terminology as
"expect," "estimate," "plan," "intend," "believe," "anticipate,"
"may," "will," "should," "could," "continue," "project," or similar
statements or variations of such terms. Forward-looking statements
are based on a series of expectations, assumptions, and
projections; are not guarantees of future results or performance;
and may involve risks and uncertainty. All forward-looking
statements are as of the date of this release only; the funds
undertake no obligation to update or review any forward-looking
statements. The funds can give no assurance that such expectations
or forward-looking statements will prove to be correct. Actual
results may differ materially. You are urged to carefully consider
all such factors.
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SOURCE The Zweig Fund, Inc. and The Zweig Total Return Fund,
Inc.