The Chile Fund, Inc. Announces Approval of Managed Distribution Policy and Tender Offer
June 26 2009 - 8:57AM
PR Newswire (US)
NEW YORK, June 26 /PRNewswire-FirstCall/ -- The Chile Fund, Inc.
(NYSE AMEX: CH) (the "Fund"), a closed-end management investment
company, announced today that its Board of Directors (the "Board")
has approved a managed distribution policy. The Board has
determined that the Fund will pay quarterly distributions at an
annual rate, set once a year, that is a percentage of the average
of the Fund's prior four calendar quarter-end net asset values. The
Board has determined that the initial percentage shall be 10%. This
policy will be subject to regular review by the Board. Previously
the Fund's policy was to pay a single annual distribution. In
addition, in the event the Fund's discount to net asset value
exceeds 2% on a volume weighted average basis for the three month
period ending December 31, 2009 the Fund will conduct a tender
offer for 25% of the outstanding shares of the Fund. Such offer, if
implemented, would be made at a price equal to 99% of net asset
value per share. The tender offer will commence in the first
quarter of 2010, although the exact date and the form (in cash or
in-specie) remains to be determined. Managed Distribution The first
distribution under the managed distribution policy will be US 36
cents per share and is payable on July 24, 2009, to all
shareholders of record on July 14, 2009 (ex-dividend date July 10,
2009). The Fund's previous annual distribution, which was paid in
January 2009, was US 72 cents per share, consisting of a special
long-term capital gains distribution of US 56 cents per share, and
a special income distribution of US 16 cents per share. Among other
factors, in approving the managed distribution policy the Board of
Directors considered the ability of the Fund to sustain the policy
and recognized the significant amount of unrealized capital gains
estimated at $81.5 million ($8.01 per share) as of June 24, 2009,
represented in the Fund's net assets. It also considered that
making periodic distributions could increase liquidity for common
shareholders and may assist in narrowing the discount to NAV at
which common shares have tended to trade. Of course, there can be
no guarantee that these benefits will occur or that any improvement
would continue. The distributions will be made from net investment
income, net realized capital gains and, to any extent necessary,
paid-in capital. As net assets of the Fund may vary from quarter to
quarter, the quarterly distribution may represent more or less than
one-quarter of 10% of the Fund's net assets at the time of
distribution. The Fund will apply for an exemption from the SEC
allowing distribution of long-term capital gains more than once per
year. While this exemption will not affect the implementation of
the managed distribution policy, it is likely to affect the
composition of the distributions. Until exemptive relief is
obtained, distributions (except for the fourth quarter
distribution) are expected to have a significant component of
return of capital. For example, the initial distribution of US 36
cents per share is expected to consist of approximately 21 cents of
net investment income and 15 cents of return of capital. The Fund
is subject to U.S. corporate, tax and securities laws. Under U.S.
tax accounting rules, the amount of distributable income for each
fiscal year depends on the actual exchange rates during the entire
year between the U.S. dollar and the currencies in which Fund
assets are denominated, and on the aggregate gains and losses
realized by the Fund during the entire year. Therefore, the exact
amount of distributable income for each fiscal year can only be
determined as of the end of the Fund's fiscal year, December 31.
However, under the U.S. Investment Company Act of 1940, the Fund is
required to estimate the source of each distribution to
shareholders. This estimated distribution composition may vary from
quarter to quarter because it may be materially impacted by future
realized gains and losses on securities and fluctuations in the
value of the currencies in which Fund assets are denominated.
Tender Offer In approving the tender offer, the Board considered
that the tender offer could enable shareholders to tender a portion
of their shares at a price that is greater than what they could
realize in the secondary market at that time. Additionally, the
Board considered that the tender offer could provide an opportunity
for additional liquidity for common shareholders, may have a
marginally accretive impact to NAV for common shareholders who
remain invested and may assist in narrowing the discount to NAV at
which common shares have tended to trade. Also, the Board took into
account the anticipated benefits in securing the services of the
new adviser and the uncertainty created by the failure of two very
large shareholders to support the proposal unless a tender offer
was agreed to. The Board considered the tender offer in light of
the potential benefits to the Fund as a whole and all shareholders.
There can be no assurance that the managed distribution policy or
tender offer will cause the discount at which the Fund's common
shares have tended to trade to narrow or that the common shares
will trade at a price equal to their NAV. The Board also considered
the potential negative effects a managed distribution plan and
tender offer (or either alone) might have on the Fund's expense
ratio and on the management of the Fund's portfolio. Finally, if
its advisory agreement with the Fund is approved by shareholders,
Aberdeen Asset Management Investment Services Limited (AAMISL) has
agreed to voluntarily waive a portion of its fee so that it will be
paid the lesser of 1.00% of (1) average weekly net assets or (2)
average weekly market value. This waiver will remain in place for
one year and continue thereafter subject to agreement of the
parties. AAMISL and the Board believe that the voluntary expense
waiver could provide an additional benefit to common shareholders
who remain invested in the Fund by keeping expenses lower than they
otherwise would have been and by mitigating some increases in
expenses that may result from a decrease in the Fund's size due to
its tender offer. Also, if its sub-advisory agreement with the Fund
is approved by shareholders, Celfin Capital Servicios Financieros
S.A. has agreed to voluntarily waive a portion of its fee, which is
payable by AAMISL, so that it will be paid the lesser of 0.17% of
(1) average weekly net assets or (2) average weekly market value.
This announcement is not a recommendation, an offer to purchase or
a solicitation of an offer to sell shares of the Fund. The Fund has
not 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 which will be filed with
the Securities and Exchange Commission as exhibits to a tender
offer statement on Schedule TO. Shareholders of the Fund should
read the relevant 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. Cautionary statement regarding forward-looking
information. Statements made in this release that look forward in
time involve risks and uncertainties and are forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. Such risks and uncertainties include, without
limitation, the adverse effect from a decline in the securities
markets or a decline in a Fund's performance, a general downturn in
the economy, competition from other closed-end investment
companies, changes in government policy or regulation, inability of
a Fund's investment adviser to attract or retain key employees,
inability of a Fund to implement its investment strategy, inability
of a Fund to manage rapid expansion and unforeseen costs and other
effects related to legal proceedings or investigations of
government and self-regulatory organizations. DATASOURCE: The Chile
Fund, Inc. CONTACT: Investor Relations, +1-800-293-1232
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