SunAmerica Focused Alpha Growth Fund, Inc. (NYSE: FGF) and
SunAmerica Focused Alpha Large-Cap Fund, Inc. (NYSE: FGI) (each a
“Fund” and collectively, the “Funds”) announced today that their
respective Boards of Directors (each a “Board” and collectively,
the “Boards”) have formally approved a proposal to reorganize each
Fund into a new open-end fund (each an “Acquiring Fund” and
together, the “Acquiring Funds”), subject to approval by
shareholders of each Fund (each a “Reorganization” and together,
the “Reorganizations”). It is anticipated that each Acquiring Fund
will be managed by SunAmerica Asset Management Corp. (“SunAmerica”)
and subadvised by the current subadvisers of the respective
Fund.
Pursuant to each proposed Reorganization, all of a Fund’s assets
and liabilities will be transferred to the respective Acquiring
Fund in exchange for shares of the Acquiring Fund. If a Fund’s
shareholders approve the proposal, they will receive shares of the
respective Acquiring Fund with a value equal to the net asset value
(“NAV”) of their shares of the Fund’s common stock on the closing
date of the Reorganization, after which the Fund will cease
operations. Redemptions and exchanges of shares of an Acquiring
Fund issued pursuant to the Reorganizations are anticipated to be
subject to a redemption fee of 2% for a period of 90 days following
the closing date of each respective Reorganization.
On or about December 19, 2011, each Fund expects to convene a
special meeting of the Fund’s shareholders. Shareholders of record
of each Fund on October 11, 2011 will be entitled to notice of and
to vote at the special meeting, and will receive proxy materials
describing the relevant Reorganization in greater detail. If
approved by shareholders, the Reorganizations are expected to close
in January 2012. While the Funds previously announced on May 18,
2011 that the Boards intended that the conversion of each Fund into
an open-end fund would be effective by the end of 2011, the Boards
have determined that it is in the best interests of the Funds and
their respective shareholders for the closing of the
Reorganizations to take place after the end of each Fund’s fiscal
year due to various factors, including certain tax considerations.
Shareholder approval of each Reorganization is not contingent upon
shareholder approval of the other Reorganization.
As a result of the Boards’ approval of the Reorganization of
each Fund into an open-end fund, which will ultimately have the
effect of eliminating each Fund’s trading discount upon closing of
the respective Reorganization, the Boards have further determined
to terminate the previously announced conditional tender offers.
These conditional tender offers were scheduled to be made in 2011
and 2012, subject to the condition that a Fund’s shares trade at a
volume-weighted average discount to NAV of more than 10% over a
12-week measurement period commencing in the third quarter of 2011
and 2012, respectively. Should a Reorganization not be approved by
shareholders, the Board will reevaluate the options available to
address any trading discount.
This press release is not intended to, and shall not, constitute
an offer to purchase or sell shares of any of the Funds or
Acquiring Funds; nor is this press release intended to solicit a
proxy from any shareholder of a Fund.
SunAmerica Focused Alpha Growth Fund, Inc. is a non-diversified,
closed-end management investment company. The Fund’s investment
objective is to provide growth of capital. The Fund seeks to pursue
this objective by employing a concentrated stock picking strategy
in which the Fund, through subadvisers selected by SunAmerica,
actively invests primarily in a small number of equity securities
(i.e., common stocks) and to a lesser extent equity-related
securities (i.e., preferred stocks, convertible securities,
warrants and rights) of companies primarily in the U.S. markets.
Marsico Capital Management, LLC (“Marsico”) is the large-cap stock
subadviser and BAMCO, Inc. (“BAMCO”) is the small- and mid-cap
stock subadviser.
SunAmerica Focused Alpha Large-Cap Fund, Inc. is a
non-diversified, closed-end management investment company. The
Fund’s investment objective is to provide growth of capital. The
Fund seeks to pursue this objective by employing a concentrated
stock picking strategy in which the Fund, through subadvisers
selected by SunAmerica, actively invests primarily in a small
number of equity securities (i.e., common stocks) and to a lesser
extent equity-related securities (i.e., preferred stocks,
convertible securities, warrants and rights) of large
capitalization companies primarily in the U.S. markets. Marsico is
the large-cap growth stock subadviser and BlackRock Investment
Management, LLC (“BlackRock”) is the large-cap value stock
subadviser.
For more information about the Funds, please visit
www.sunamericafunds.com.
As of June 30, 2011, SunAmerica Asset Management Corp. managed
and/or administered approximately $45.3 billion of assets.
Marsico, BAMCO and BlackRock are not affiliated with SunAmerica
Asset Management Corp.
Investors should carefully consider each Fund’s investment
objective, strategies, risks, charges and expenses before
investing.
EACH FUND SHOULD BE CONSIDERED AS ONLY ONE ELEMENT OF A COMPLETE
INVESTMENT PROGRAM. EACH FUND’S EQUITY EXPOSURE AND DERIVATIVE
INVESTMENTS INVOLVE SPECIAL RISKS. AN INVESTMENT IN EACH FUND
SHOULD BE CONSIDERED SPECULATIVE.
There is no assurance that the Funds will achieve their
investment objectives. The Funds are actively managed and their
portfolio composition will vary. Investing in a Fund is subject to
several risks, including: Non-Diversified Status Risk, Growth and
Value Stock Risk (FGI only), Key Adviser Personnel Risk, Investment
and Market Risk, Issuer Risk, Foreign Securities Risk, Emerging
Markets Risk, Income Risk, Hedging Strategy Risk, Short Sale Risk,
Derivatives Risk, Preferred Securities Risk, Debt Securities Risk,
Small and Medium Capitalization Company Risk (FGF only), Liquidity
Risk, Market Price of Shares Risk, Management Risk, Anti- Takeover
Provisions Risk, Portfolio Turnover Risk and Non-Investment Grade
Securities Risk. The price of shares of each Fund traded on the New
York Stock Exchange will fluctuate with market conditions and may
be worth more or less than their original offering price. Shares of
closed-end funds often trade at a discount to their net asset
value, but may also trade at a premium.
This press release, and other statements that SunAmerica or FGF
or FGI may make, may contain certain forward-looking statements
within the meaning of the Private Securities Litigation Reform Act,
with respect to the future financial or business performance,
strategies or expectations of SunAmerica or the Funds.
Forward-looking statements are typically identified by words or
phrases such as “trend,” “potential,” opportunity,” “pipeline,”
“believe,” “comfortable,” “expect,” “anticipate,” “current,”
“intention,” “estimate,” “position,” “assume,” “outlook,”
“continue,” “remain,” “maintain,” “sustain,” “seek,” “achieve,” and
similar expressions, or future or conditional verbs such as “will,”
“would,” “should,” “could,” “may” or similar expressions.
SunAmerica cautions that forward-looking statements are subject
to numerous assumptions, risks and uncertainties, which change over
time. Forward-looking statements speak only as of the date they are
made, and neither SunAmerica nor any of the Funds assumes a duty to
or undertakes to update forward-looking statements. Actual results
could differ materially from those anticipated in forward-looking
statements and future results could differ materially from
historical performance.
The following factors, among others, could cause actual events
to differ materially from forward-looking statements or historical
performance: (1) the introduction, withdrawal, success and timing
of business initiatives and strategies; (2) changes in political,
economic or industry conditions, the interest rate environment or
financial and capital markets, which could result in changes in the
Funds’ net asset value; (3) the impact of increased competition;
(4) the impact of future acquisitions or divestitures; (5) the
unfavorable resolution of any legal proceedings; (6) the extent and
timing of any distributions or share repurchases; (7) the impact,
extent and timing of technological changes and the adequacy of
intellectual property protections; (8) the impact of legislative
and regulatory actions and reforms and regulatory, supervisory or
enforcement actions of government agencies relating to the Funds or
SunAmerica; (9) terrorist activities and international hostilities,
which may adversely affect the general economy, domestic and local
financial and capital markets; (10) the ability to attract and
retain highly talented professionals; (11) the impact of changes to
tax legislation; (12) the Funds’ inability to obtain the necessary
shareholder approvals for the Reorganizations to occur; (13) the
Funds’ inability to satisfy the requisite regulatory requirements
or closing conditions; and (14) the Funds’ inability to complete
the Reorganizations in a timely manner.
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