Additional Proxy Soliciting Materials (definitive) (defa14a)
30 Marzo 2021 - 3:07PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
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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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Nuveen Global High Income Fund (JGH)
(Exact Name of Registrant as Specified in its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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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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Aggregate number of securities to which transaction applies:
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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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Proposed maximum aggregate value of transaction:
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Total fee paid:
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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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Form, Schedule or Registration Statement No.:
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Filing Party:
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Date Filed:
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Nuveen Global High Income Fund Letter to Shareholders
Your Fund Has Consistently Delivered on Its Stated Investment Objective of Providing You High Current Income
Your Funds Current Board of Trustees Has a Proven Track Record of Enhancing Long-Term Shareholder Value
Leading Proxy Advisory Firms Institutional Shareholder Services (ISS) And Glass Lewis Recommend Shareholders
Vote on the Funds WHITE Proxy Card, Find Saba Failed to Demonstrate a Case for Change
Vote on the WHITE Proxy Card Today FOR ALL the Funds Highly Qualified Nominees
March 30, 2021
Dear Shareholder,
As our April 6th annual meeting approaches, wed like to send one final reminder that your Funds experienced, entirely independent Board of Trustees
unanimously recommends that you:
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Vote on the WHITE proxy card FOR ALL of your Boards nomineesJack B. Evans,
Albin F. Moschner and Matthew Thornton III members of a team of highly qualified, experienced Trustees, bringing superior closed-end fund experience and a strong track record of responsible, independent
governance in the oversight of your Fund.
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Do NOT support a proposal from Saba to pack the Board with its hand-picked nominees who lack any relevant closed-end fund experience and are beholden to Saba and its short-term interests.
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We remain confident that
based on your Funds track record to date, and under the leadership of the current Trustees, the Fund is well-positioned to continue its pursuit of its investment objective of providing investors with high current income over the coming year.
We urge you to consider the following critical points:
YOUR FUND HAS
CONSISTENTLY DELIVERED ON ITS INVESTMENT OBJECTIVE FOR SHAREHOLDERS
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Your Fund has paid meaningfully higher distributions as compared to the income return of its benchmark (the Bloomberg
Barclays Global High Yield Hedged Index), while also delivering attractive total returns.
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The Funds Board has implemented a new level distribution policy1
and a resulting 32% increase in the Funds distribution rate, designed to help support secondary market trading.
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BEST-IN-CLASS FUND GOVERNANCE
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Your experienced Board has a track record of taking thoughtful actions designed to enhance shareholder value, including
share repurchases, dividend management programs and expense reductions through fund-level and complex-wide fee breakpoints.
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Your Board consistently demonstrates their ability to live up to the Funds Governing Principles and the fiduciary
responsibility it owes to Fund shareholders, focused on creating sustainable value for all Fund shareholders over time.
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1In any monthly period, in order to maintain its level distribution amount, the Fund may pay out more or less than its net investment income during the period. As a result, distribution sources may
include net investment income, realized gains and return of capital. If a Funds distribution includes anything other than net investment income, the Fund will provide a notice of its best estimate of the distribution sources at that time.
These estimates may not match the final tax characterization (for the full years distributions) contained in shareholders 1099-DIV forms delivered after the end of the calendar year.
TWO LEADING INDEPENDENT PROXY ADVISORY FIRMS, ISS AND GLASS LEWIS, HAVE BOTH RECOMMENDED THAT FUND SHAREHOLDERS VOTE
ON THE FUNDS WHITE PROXY CARD
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Glass Lewis advised shareholders to vote for all the Funds highly qualified nominees and ISS recommended shareholders
vote for Matthew Thornton III.
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ISS and Glass Lewis each found that Saba failed to demonstrate a case for change.
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According to Glass Lewis, Sabas claims regarding the Funds performance and fees are lacking:
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On Performance: Sabas presentation is, at best, fractional and likely a rather thin slice of
the quantitative review presumably undertaken by Saba when selecting possible close-end targets it should be noted the Dissidents commentary also seems to run afoul of comprehensively
countervailing data.
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On Fees: As for Sabas commentary around Nuveen purportedly trapping investors in high-fee funds, we note the Funds total expense ratio of approximately 1.9% is actually below the asset class mean/median of 2.0%...and it is not particularly clear by what mechanism, fee-based or otherwise, JGH investors could reasonably be viewed as trapped in our view.
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REJECT SABAS PROPOSAL TODAY - A VOTE FOR SABAs NOMINEES COULD HAVE NEGATIVE CONSEQUENCES FOR YOUR FUND
We urge you to reject Sabas self-interested efforts to put your investment and opportunity for future returns at risk. If elected, Sabas
inexperienced, hand-picked nominees may seek to take actions that would advance Sabas near-term interests at the expense of long-term investors who rely on this Fund for consistent, high current income and competitive returns.
Sabas actions could include the possible liquidation of your Fund, which would require you to seek an alternative investment to replace the monthly
distributions you receive from the Fund. A liquidation could also result in negative tax consequences for you.
Your Boards qualifications and history
stand in direct contrast to Sabas two nominees, whose only relevant closed-end fund experience relates to their activities in service of Sabas interests.
We urge you to review our proxy materials, which outline why we believe your Boards nominees deserve your vote. Voting takes just a few minutes and can be done
online, by phone or mail by following the instructions on the WHITE proxy card.
Saba may contact you by mail to solicit your vote. Please do not mail
in the gold proxy card sent to you by the Saba hedge fund or any proxy card other than the WHITE proxy card.
Thank you for your continued support.
Sincerely,
Terence J. Toth
Chair of the Board of Trustees
Nuveen Global
High Income Fund
If you have any questions, please call the Funds proxy solicitor, Georgeson LLC, toll-free at 866-431-2108.
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