(NYSE: TYW) TS&W / Claymore Tax-Advantaged Balanced Fund
(“TYW”) announces that, following approval by its Board of Trustees
(the “Board”), it entered into an agreement to reorganize TYW into
a newly created open-end mutual fund (the “Reorganization”). The
fund, after the Reorganization, is referred to herein as the
“Open-End Fund.”
The Board believes that the Reorganization is in the best
interest of TYW and its shareholders and is intended to provide the
following benefits to shareholders, among others:
- Opportunity to continue to invest in a
strategy consistent with a significant component of TYW’s
investment strategy managed by a high-quality asset manager;
- Continuous liquidity at net asset
value;
- Reduced management fee and lower
projected expense ratio; and
- Potential growth of the Open-End Fund
through the robust distribution capabilities of a proven sales
organization, Rydex Distributors, LLC. Over time, increased asset
growth may lead to an even lower expense ratio for shareholders of
the Open-End Fund.
The Board considered several alternatives to TYW's current
structure over a series of meetings in an effort to resolve the
discount at which TYW's common shares have traded and provide value
for all shareholders of TYW. The Board concluded that the Open-End
Fund features described above would be more beneficial to TYW
shareholders than proposals in which TYW would remain a closed-end
fund and provide common shareholders with a limited opportunity for
liquidity through a tender offer, particularly a tender offer at a
price below net asset value.
The Open-End Fund would seek to provide current income with an
emphasis on income exempt from federal income tax, while also
considering capital appreciation. The Open-End Fund will invest
primarily in tax-exempt municipal securities and investing in
dividend-paying common stocks and preferred securities and other
income securities would not be a principal investment strategy of
the Open-End Fund.
Security Global InvestorsSM would serve as investment adviser to
the Open-End Fund and Rydex Distributors, LLC would distribute the
Open-End Fund. Guggenheim Partners Asset Management, LLC (“GPAM”)
would serve as investment sub-adviser to the Open-End Fund. GPAM is
a subsidiary of Guggenheim Partners, LLC and Security Global
InvestorsSM and Rydex Distributors, LLC are subsidiaries of
Security Benefit Corporation, which is a subsidiary of Guggenheim
SBC Holdings, LLC, an entity managed by an affiliate of Guggenheim
Partners, LLC. Guggenheim Partners, LLC is the parent company of
TYW’s current investment adviser, Guggenheim Funds Investment
Advisors, LLC. The Reorganization is expected to result in an
overall reduction in the management fee from 0.70% of the average
daily managed assets to 0.50% of the average daily managed
assets.
GPAM would manage the Open-End Fund utilizing a dynamic strategy
that combines a rigorous municipal security selection process with
a relative value analysis. There can be no assurance that the
Open-End Fund will be successful in achieving its investment
objective. Upon the Reorganization, common shares of TYW would
cease to trade on the New York. Stock Exchange (“NYSE”); however,
shares of the Open-End Fund would be redeemable by shareholders at
net asset value on a daily basis.
The Reorganization is subject to approval by shareholders of
TYW. It is expected that a proposal to approve the Reorganization
will be submitted to shareholders of TYW at a special meeting of
shareholders (the “Special Meeting”), which is expected to occur in
the 4th quarter of 2011. There can be no assurance that the
necessary percentage of shareholders of TYW will vote to approve
the Reorganization and, if approved by shareholders of TYW, the
Reorganization would remain subject to certain other conditions,
including customary closing conditions. If the Reorganization is
not approved by shareholders of TYW, the Board will consider what
actions to take at such time.
If the Reorganization is approved by shareholders of TYW, all of
the outstanding Auction Market Preferred Shares (“AMPs”) of TYW
will be redeemed prior to the closing of the Reorganization, which
is expected to occur in the 4th quarter of 2011.
Additional Information
Any solicitation of proxies by TYW in connection with the
Special Meeting will only be made pursuant to proxy materials filed
with the Securities and Exchange Commission (the “SEC”) under
applicable federal securities laws.
TYW and its trustees and executive officers may be deemed to be
participants in the solicitation of proxies from shareholders in
connection with the Special Meeting of shareholders. A
prospectus/proxy statement will be filed with the SEC in connection
with this solicitation of proxies for the Special Meeting as part
of a registration statement on Form N-14. Information regarding the
names of TYW’s trustees and executive officers and their respective
interests in TYW may be found in TYW’s annual report to
shareholders dated December 31, 2010 and TYW’s proxy statement
relating to its 2010 annual meeting of shareholders, each which may
be obtained free of charge at the SEC’s website at www.sec.gov.
Promptly after the registration statement on Form N-14 is
declared effective by the SEC, the definitive prospectus/proxy
statement and a proxy card will be mailed to each shareholder of
TYW entitled to vote at the Special Meeting. The prospectus/proxy
statement will contain important information, including a more
detailed description of the Reorganization and the Open-End Fund.
Therefore, shareholders are urged to read the prospectus/proxy
statement (including any amendments or supplements thereto) and any
other relevant documents filed with the SEC when they become
available. Shareholders will be able to obtain, free of charge,
copies of the prospectus/proxy statement and any other documents
filed with the SEC in connection with the Special Meeting at the
SEC’s website at www.sec.gov, by calling 800-345-7999 or by writing
to 2455 Corporate West Drive, Lisle, Illinois 60532.
The foregoing is not an offer to sell, nor a solicitation of an
offer to buy, shares of TYW, nor is it a solicitation of any
proxy.
Guggenheim Funds Investment Advisors, LLC acts as the Investment
Adviser for TYW. Guggenheim Funds Distributors, Inc. and its
affiliates (together, “Guggenheim Funds”) offer strategic
investment solutions for financial advisors and their valued
clients. As an innovator in exchange-traded funds (ETFs), unit
investment trusts (UITs) and closed-end funds (CEFs), Guggenheim
Funds often leads its peers with creative investment strategy
solutions. Guggenheim Funds provides supervision, management or
servicing of assets with a commitment to consistently delivering
exceptional service. Guggenheim Funds is a subsidiary of Guggenheim
Partners, LLC, a global, diversified financial services firm with
more than $100 billion in assets under management and supervision.
Guggenheim Partners, LLC, through its affiliates, provides
investment management, investment advisory, insurance, investment
banking, and capital markets services. The firm is headquartered in
Chicago and New York with a global network of offices throughout
the United States, Europe, and Asia.
Rydex|SGI funds are distributed by Rydex Distributors, LLC
(RDL). Security Investors, LLC (SI) is a registered investment
advisor, and does business as Security Global Investors® and Rydex
Investments. SI and RDL are affiliates and are subsidiaries of
Security Benefit Corporation, which is a subsidiary of Guggenheim
SBC Holdings, LLC, an entity managed by an affiliate of Guggenheim
Partners, LLC.
There can be no assurance that TYW will achieve its investment
objectives. The net asset value of TYW 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 TYW is subject to certain risks and other
considerations. Such risks and considerations include, but are not
limited to: Investment Risk, Market Discount Risk, Interest Rate
Risk, Credit Risk, Lower-Grade and Unrated Securities Risk,
Leverage Risk, Issuer Risk, Country Risk, Prepayment Risk,
Reinvestment Risk, Derivatives Risk, Inflation/Deflation Risk,
Management Risk, Turnover Risk, Anti-Takeover Provisions, Smaller
Company Risk, and Market Disruption, Geopolitical Risk and AMPS
Risk.
Investors should consider the investment objectives and
policies, risk considerations, charges and expenses of TYW
carefully before they invest. For this and more information, please
contact a securities representative or Guggenheim Funds
Distributors, Inc., 2455 Corporate West Drive, Lisle, Illinois
60532, 800-345-7999.
NOT FDIC - INSURED • NOT BANK - GUARANTEED •
MAY LOSE VALUE
Member FINRA/SIPC (8/11)
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