NEW YORK–(BUSINESS WIRE)–The Board of Trustees of Nuveen Mortgage Opportunity Term Fund (NYSE:
JLS) and Nuveen Mortgage Opportunity Term Fund 2 (NYSE: JMT) have
approved a series of proposals that will allow shareholders the
opportunity to maintain their exposure to securitized credit. In light
of the upcoming scheduled termination of each fund, these alternate
proposals, which replace a previously
announced merger proposal, asks shareholders of each fund to vote to
amend the charter and eliminate the term structure. For each fund, if
the fund’s charter amendment and the other proposals described below are
approved by shareholders, the fund will conduct a tender offer for up to
100 percent of its outstanding shares at NAV. If the fund’s managed
assets taking into account shares properly tendered in the tender offer
would be $80 million or greater, the tender offer will be completed and
the fund’s term structure will be eliminated. If the fund’s managed
assets after the tender offer would be less than $80 million, the tender
offer will be cancelled with no common shares repurchased and instead
that fund will proceed to terminate as scheduled.
The funds currently have an investment objective to generate attractive
total returns through opportunistic investments in mortgage-backed
securities (MBS). As part of the alternate proposals, shareholders will
be asked to vote on a change in investment objective to generate high
current income through opportunistic investments in securitized credit.
Additionally, JLS and JMT will update their investment policies to
invest at least 65% of managed assets in MBS, including residential MBS
and commercial MBS and may invest up to 35% in non-mortgage related
asset-backed securities including, but not limited to, consumer, auto,
collateralized loan obligations, solar, timeshare, aircraft and
catastrophe bonds.
As a result of these investment policy changes, each of JLS and JMT will
change its name. JLS will be renamed “Nuveen Mortgage and Income Fund”
and JMT will be renamed “Nuveen Mortgage and Income Fund 2.”
Additionally, as part of the alternate proposals, shareholders of each
fund will be asked to vote on a new investment management agreement with
Nuveen Fund Advisors, LLC that provides for a lower fund-level
management fee at each asset level and a new sub-advisory agreement with
Teachers Advisors, LLC. Aashh Parekh, Nick Travaglino, and Steve
Virgilio of Teachers Advisors will serve as portfolio managers.
Each of the changes described above will take effect with respect to a
fund only if shareholders of that fund approve all of the proposals
described above and the tender offer condition is satisfied.
More information on the proposals will be contained in proxy materials
expected to be filed in the near future.
FORWARD-LOOKING STATEMENTS
Certain statements made herein are forward-looking statements. Actual
future results or occurrences may differ significantly from those
anticipated in any forward-looking statements due to numerous factors.
These include, but are not limited to:
- market developments;
- legal and regulatory developments;
-
the ability to obtain requisite shareholder approval for the proposals
described herein; -
the number of shares tendered in response to each fund’s tender offer;
and - other additional risks and uncertainties.
Nuveen and the closed-end funds managed by Nuveen Fund Advisers and
Nuveen affiliates undertake no responsibility to update publicly or
revise any forward-looking statements.
The annual and semi-annual reports and other regulatory filings of
Nuveen closed-end funds with the Securities and Exchange Commission
(“SEC”) are accessible on the SEC’s web site at www.sec.gov
and on Nuveen’s web site at http://www.nuveen.com/cef
and may discuss the above-mentioned or other factors that affect Nuveen
closed-end funds. The information contained on the Nuveen website is not
a part of this press release.
IMPORTANT INFORMATION
In connection with the proposals discussed herein, the funds expect to
file with the SEC solicitation materials in the form of a joint proxy
statement on Schedule 14A. Investors are urged to read the solicitation
materials and any other relevant documents when they become available
because they will contain important information about the proposals.
After they are filed, free copies of the solicitation materials will be
available on the SEC’s web site at www.sec.gov.
This communication is not a solicitation of a proxy from any fund
shareholder. However, the funds, Nuveen Fund Advisers, Teachers Advisors
and certain of their respective directors/trustees, officers and
affiliates may be deemed under the rules of the SEC to be participants
in the solicitation of proxies from shareholders in connection with the
proposals discussed herein. Information about the trustees and officers
of the funds may be found in their respective annual reports previously
filed with the SEC.
The tender offers referred to herein have not yet commenced, and there
is no certainly that such offers will be commenced or completed. This
press release is neither an offer to purchase nor a solicitation of an
offer to sell securities. Each tender offer will be made only through an
offer to purchase and other related materials that will be made
available to JLS and JMT shareholders and filed with the SEC if and when
the tender offer commences. Shareholders and other investors are urged
to read the tender offer statement, the offer to purchase and the other
related materials when they become available because they will contain
important information. After they are filed, free copies of these
materials will be available on the SEC’s web site at www.sec.gov.
Fund shares are not guaranteed or endorsed by any bank or other insured
depository institution, and are not federally insured by the Federal
Deposit Insurance Corporation. Shares of closed-end funds are subject to
investment risks, including the possible loss of principal invested.
Past performance is no guarantee of future results. Closed-end funds
frequently trade at a discount to their net asset value.
About Nuveen
Nuveen, the investment manager of TIAA, offers a comprehensive range of
outcome-focused investment solutions designed to secure the long-term
financial goals of institutional and individual investors. Nuveen has
$989 billion in assets under management as of 3/31/19 and operations in
16 countries. Its affiliates offer deep expertise across a comprehensive
range of traditional and alternative investments through a wide array of
vehicles and customized strategies. For more information, please visit www.nuveen.com.
Nuveen Securities, LLC, member FINRA and SIPC.
The information contained on the Nuveen website is not a part of this
press release.
856516 -INV-O-05/21
Contacts
Name Kristyna Munoz
Phone 254-644-1615
Email [email protected]