HARTFORD, Conn., July 3, 2019 /PRNewswire/ -- The Boards of
Directors of Virtus Global Dividend & Income Fund
Inc. (NYSE: ZTR), Virtus Total Return Fund Inc. (NYSE: ZF),
Duff & Phelps Select MLP and Midstream Energy Fund Inc. (NYSE:
DSE), and Virtus Global Multi-Sector Income Fund (NYSE: VGI) today
announced they will hold joint special meetings of shareholders for
the purpose of voting on several proposals concerning each
fund.
At the joint special meeting of ZF and ZTR, shareholders of ZF
will be asked to approve the reorganization of ZF into ZTR, and
shareholders of ZTR will be asked to approve that fund's issuance
of additional shares of common stock to effect the proposed
reorganization. The reorganized fund will be named Virtus Total
Return Fund Inc.
The boards of ZF and ZTR are recommending this reorganization as
a result of a comprehensive assessment of the two funds, which
currently are managed by the same investment adviser and have
similar investment objectives and substantially similar investment
strategies. The boards believe this reorganization will benefit
shareholders of both funds through the creation of a larger fund
that may offer economies of scale, including lower portfolio
trading costs and a lower total annual operating expense ratio, as
the fixed expenses of the combined fund would be spread over a
larger asset base. The boards also believe shareholders will
benefit from the potential for enhanced market liquidity for the
combined fund's common stock, which could positively impact trading
in the combined fund's shares.
In addition to the reorganization proposals, shareholders of ZTR
will be asked to approve Duff & Phelps Investment Management
Co., a current subadviser of ZF, as the subadviser on the equity
portion of ZTR's portfolio. Newfleet Asset Management will remain
as the subadviser of ZTR's fixed income assets and Rampart
Investment Management will continue to manage the options overlay
strategy of the portfolio.
Shareholders of the four funds also will be asked to elect new
directors, each of whom currently serves on the boards of Virtus'
open-end funds. The elections would provide the closed-end fund
boards with greater diversity and access to additional skill sets,
experience and expertise. In addition, if the nominated directors
are elected, each fund's total annual operating expense ratio and
individual share of directors' expenses are expected to decrease as
a result of director expenses being shared with other Virtus funds
that the directors will also oversee.
Shareholders of ZF and ZTR will be asked to elect Donald C. Burke and Sidney E. Harris as Class I directors;
John R. Mallin as a Class II
director; and Connie D. McDaniel and
Geraldine M. McNamara as Class III
directors. Shareholders of DSE and VGI will be asked to elect Ms.
McNamara as a Class I director; Messrs. Burke and Mallin and Dr.
Harris as Class II directors; and Ms. McDaniel as a Class III
director. The election of directors is the only proposal for the
joint special meeting of DSE and VGI.
The joint special meetings will be held on November 1, 2019 at 10:00
a.m. (Eastern) for ZF and ZTR and at 10:30 a.m. (Eastern) for DSE and VGI at the
offices of Virtus Investment Partners, One Financial Plaza,
Hartford, CT. A joint
proxy/registration statement for ZF and ZTR was filed with the
Securities and Exchange Commission (SEC) on July 2, 2019 and is subject to the SEC's review.
A joint proxy for DSE and VGI will be filed with the SEC at a later
date. The record date for the determination of shareholders
entitled to notice of, and to vote at, each joint special meeting
or any adjournment or postponement thereof is August 5, 2019.
Shareholder proposals intended to be presented at one of the
joint special meetings, or to be presented at a meeting and
considered for inclusion in the fund's proxy materials relating to
the joint special meeting, pursuant to Rule 14a-8 under the
Securities Exchange Act of 1934, as amended, must be received by
the fund's secretary at 101 Munson Street, Greenfield, MA 01301-9668 no later than
5:00 p.m. (Eastern) on August 5, 2019.
About the Funds
The Virtus Total Return Fund Inc. is a diversified
closed-end fund whose investment objective is capital appreciation,
with income as a secondary objective. Virtus Investment Advisers,
Inc. has been the investment adviser, and Duff & Phelps
Investment Management Co. and Newfleet Asset Management, LLC have
been subadvisers, to the fund since December
9, 2011. Performance and characteristics prior to that date
were attained by the previous adviser using a different investment
strategy. The fund also pursues an options overlay strategy,
managed by Rampart Investment Management, that seeks to generate
additional income.
The Virtus Global Dividend & Income Fund Inc. is a
diversified closed-end fund that seeks to generate total return,
consisting of capital appreciation and income. It currently targets
an allocation of 60 percent equity securities and 40 percent fixed
income. The fund also pursues an options overlay strategy that
seeks to generate additional income. Virtus Investment Advisers has
been the investment adviser to the fund and Kayne Anderson Rudnick and Newfleet Asset
Management have been subadvisers since September 7, 2016. Performance and
characteristics prior to that date were attained by the previous
adviser using a different investment strategy. The fund also
pursues an options overlay strategy, managed by Rampart Investment
Management, that seeks to generate additional income. If
shareholders approve the reorganization and subadviser proposals,
Duff & Phelps Investment Management would replace Kayne Anderson Rudnick as a subadviser.
The Duff & Phelps Select MLP and Midstream Energy Fund
Inc. is a non-diversified closed-end fund that seeks a high
level of total return resulting from a combination of current
tax-deferred distributions and capital appreciation by investing in
MLPs and other midstream energy companies that are not organized as
MLPs. Duff & Phelps Investment Management Co. is the
investment subadviser to the fund.
The Virtus Global Multi-Sector Income Fund is a diversified
closed-end fund that seeks to maximize current income while
preserving capital by investing in broadly diversified holdings
across the major domestic and international fixed-income sectors.
The fund also pursues an options overlay strategy that seeks to
generate additional income. Newfleet Asset Management and Rampart
Investment Management are investment subadvisers to the fund.
About Duff & Phelps Investment Management Co.
Duff & Phelps Investment Management Co. has more than 35
years of experience managing investment portfolios, including
institutional separate accounts and open- and closed-end funds
investing in utilities, master limited partnerships (MLPs),
infrastructure, and real estate investment trusts (REITs). For more
information visit www.dpimc.com.
About Newfleet Asset Management
Newfleet Asset Management provides comprehensive fixed
income portfolio management in multiple strategies, leveraging the
knowledge and skill of a team of investment professionals with
expertise in every sector of the bond market, including evolving,
specialized, and out-of-favor sectors. The team employs active
sector rotation and disciplined risk management to portfolio
construction, avoiding interest rate bets, and remaining duration
neutral to each strategy's stated benchmark. For more information
visit www.newfleet.com.
About Rampart Investment Management
Rampart Investment Management, a registered investment
adviser since 1983, specializes in option strategies. Rampart
manages client positions and portfolios using domestic and
international index and equity options. The firm's team of
investment professionals uses an array of analytical tools to help
achieve client goals, which typically span generating incremental
yield to mitigating investment risk. For more information visit
www.rampart-im.com.
Fund Risks
An investment in a fund is subject to risk, including the risk
of possible loss of principal. A fund's shares may be worth less
upon their sale than what an investor paid for them. Shares of
closed-end funds may trade at a discount to their net asset
value.
The options overlay strategy may not be successful in achieving
its objective of increasing distributable income while limiting the
risk of loss and, in periods of significant movement in the S&P
500 Index, has resulted in, and, in the future may result in,
losses for investors.
For more information about each fund's investment objective and
risks, please see the fund's annual report. A copy of the fund's
most recent annual report may be obtained free of charge by
contacting Shareholder Services, as set forth at the end of this
press release.
Forward-Looking Information
This press release contains statements that are, or may be
considered to be, forward-looking statements. All statements that
are not historical facts, including statements about beliefs or
expectations, are "forward-looking statements" within the meaning
of The Private Securities Litigation Reform Act of 1995. These
statements may be identified by such forward-looking terminology as
"expect," "estimate," "plan," "intend," "believe," "anticipate,"
"may," "will," "should," "could," "continue," "project," or similar
statements or variations of such terms. Forward-looking statements
are based on a series of expectations, assumptions, and
projections; are not guarantees of future results or performance;
and may involve risks and uncertainty. All forward-looking
statements are as of the date of this release only; the funds
undertake no obligation to update or review any forward-looking
statements. The funds can give no assurance that such expectations
or forward-looking statements will prove to be correct. Actual
results may differ materially. You are urged to carefully consider
all such factors.
For more information about the funds contact Shareholder
Services at (866) 270-7788, by email at closedendfunds@virtus.com,
or through the Closed-End Funds section on the web at
www.virtus.com.
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SOURCE Virtus Funds