Additional Proxy Soliciting Materials (definitive) (defa14a)
January 06 2020 - 9:59AM
Edgar (US Regulatory)
UNITED STATES
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SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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SCHEDULE 14A
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Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
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Filed by the Registrant x
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Filed by a Party other than the Registrant o
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Check the appropriate box:
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o
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Preliminary Proxy Statement
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o
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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o
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Definitive Proxy Statement
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x
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Definitive Additional Materials
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o
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Soliciting Material under §240.14a-12
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EAGLE GROWTH AND INCOME OPPORTUNITIES FUND
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(Name of Registrant as Specified In Its Charter)
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(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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x
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No fee required.
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o
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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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o
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Fee paid previously with preliminary materials.
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o
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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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EAGLE GROWTH AND INCOME OPPORTUNITIES FUND
227 West Monroe Street, Suite 3200
Chicago, IL 60606
Important Message to Eagle Growth
and Income Opportunities Fund Shareholders
January 6, 2020
Dear Eagle Growth and Income Opportunities Fund Shareholder:
We recently sent you proxy materials dated November 29, 2019
(together with the supplements dated December 17, 2019 and December 18, 2019, the “proxy statement”) in connection
with the special meeting of shareholders of Eagle Growth and Income Opportunities Fund (the “Fund”) to be held on January
21, 2020. Capitalized terms used but not defined herein have the meaning set forth in the proxy statement.
At the special meeting, you will be asked to vote on the following
proposals:
Proposal 1.
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A. To approve a new advisory agreement between the Fund and THL Credit Advisors LLC.
B. To approve a new sub-advisory agreement between THL Credit Advisors LLC and Eagle Asset Management, Inc.
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Proposal 2.
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To approve an amendment to the Fund's Amended and Restated
Agreement and Declaration of Trust to shorten the term of the Fund by three years.
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Proposal 3.
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To transact such other business as may properly come before the Special Meeting or any adjournments or postponements thereof.
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THE BOARD RECOMMENDS THAT SHAREHOLDERS
OF THE FUND VOTE "FOR" ALL OF THE PROPOSALS.
In approving the new advisory and sub-advisory
agreements, the Board considered, among other things, that:
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(i)
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the appointment of THL Credit may, by making available to the Fund THL Credit's expertise in bank
loans, high-yield bonds and structured credit investments, improve the Fund's yield and total return to shareholders and may therefore
help to narrow the Fund's trading discount;
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(ii)
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the retention of Eagle as sub-adviser may allow the Fund's shareholders to continue to benefit
from the recent improved Fund performance and would provide continuity in the Fund's day-to-day portfolio management with respect
to those portions of the portfolio advised by Eagle; and
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(iii)
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THL Credit's and Eagle's joint expense limitation proposal, together with THL Credit's proposal
to provide, as part of its advisory relationship and at no additional cost to the Fund, investor support services, could further
reduce the Fund's overall fees and expenses and may therefore also help to narrow the Fund's trading discount.
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The Fund has called a special meeting of its shareholders
to approve new advisory and sub-advisory agreements and the reduction in the Fund's term. We need your vote!
EAGLE GROWTH AND INCOME OPPORTUNITIES
FUND
227 West Monroe Street, Suite 3200
Chicago, IL 60606
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§
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Special Meeting Date: January 21, 2020.
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§
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Your Vote is Important: Whether or not you attend the Special Meeting, we urge you
to submit your vote once you have reviewed the definitive proxy statement.
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§
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Vote Today: In order to finalize the vote by the date of the Special Meeting, please
vote right away. The Fund’s Board of Trustees recommends that you vote “FOR” the proposals.
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Institutional Shareholder
Services and Glass, Lewis & Co., LLC, two leading independent corporate
governance analysis firms, are recommending that the Fund's shareholders vote "FOR" each
proposal.
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There are three easy ways
to vote your common shares today! Your vote is important!
If you need additional assistance, please
contact our proxy solicitor:
D.F. King & Co, Inc.
Call Toll-Free:
(866) 416-0552
Email: EGIF@dfking.com
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