First Trust Announces Shareholder Approvals of the Mergers
29 Febbraio 2024 - 10:10PM
Business Wire
First Trust Advisors L.P. (“FTA”) announced today that
shareholders of First Trust Energy Income and Growth Fund (NYSE
American: FEN), First Trust MLP and Energy Income Fund (NYSE: FEI),
First Trust New Opportunities MLP & Energy Fund (NYSE: FPL) and
First Trust Energy Infrastructure Fund (NYSE: FIF) (the “Target
Funds” or each, individually, a “Target Fund”), each a closed-end
management investment company managed by FTA and sub-advised by
Energy Income Partners, LLC (“EIP”), approved the mergers of the
Target Funds into FT Energy Income Partners Enhanced Income ETF
(“EIPI”), a newly formed actively managed exchange-traded fund
(“ETF”) that will be traded on the NYSE Arca and will be managed by
FTA and sub-advised by EIP, at a joint special meeting of
shareholders on February 29, 2024.
As previously announced, the mergers were approved by the Boards
of Trustees of the Target Funds and EIPI on October 23, 2023. The
Boards of Trustees of the Target Funds believe the mergers may
benefit shareholders through (among other reasons) the
following:
- An anticipated significant reduction or elimination of the
discount to net asset value (“NAV”) at which the Target Funds’
shares have traded, as shares of ETFs typically trade at or near
their NAV due in part to the share creation and redemption features
of ETFs;
- The favorable tax attributes and the daily portfolio holdings
transparency that the open-end ETF structure would provide;
- The potential for similar or increased distributions resulting
from lower expenses and increased option premiums while reducing
the volatility associated with the use of leverage from borrowings;
and
- Lower overall total expense ratios.
Subject to the satisfaction of certain customary closing
conditions, the mergers of the Target Funds into EIPI are expected
to close by the end of April 2024, or as soon thereafter as
practicable. No assurance can be given as to the exact timing of
the closing of the mergers.
Upon the completion of a merger, shareholders of the applicable
Target Fund will receive shares of EIPI with a value equal to the
aggregate NAV of the Target Fund shares held by them immediately
prior to the merger and such shareholders will become shareholders
of EIPI, with the Target Fund thereafter terminated. The merger of
each Target Fund into EIPI is expected to qualify as a tax-free
reorganization for federal income tax purposes.
In connection with its merger into EIPI, each of FEN, FEI and
FPL will likely be required to recognize an adjustment to its NAV
as of February 29, 2024. Based on information available on February
28, 2024, FTA estimates that such adjustments will not
result in any change to the NAV of FEN and could result in an
increase in NAV of approximately $1,357,800 (or
$0.030 per share) for FEI and a decrease in NAV of
approximately $1,943,747 (or $0.083 per share) for
FPL. As FTA receives additional year‑end tax information from the
master limited partnerships (“MLPs”) held by the Target Funds, each
of FEN, FEI and FPL may need to further decrease its NAV from time
to time prior to the completion of its merger and EIPI may need to
decrease its NAV following the completion of the mergers. The
amount and timing of all of the foregoing potential NAV adjustments
will depend in part on the market prices and composition of the
Target Funds’ portfolio securities.
EIPI is an actively managed ETF that seeks a high level of total
return with an emphasis on current distributions paid to
shareholders. Under normal market conditions, EIPI will pursue its
investment objective by investing primarily in a portfolio of
equity securities in the broader energy market. EIPI will also seek
to enhance its income paying capacity by selling call options. In
advance of the merger of each Target Fund into EIPI, EIP
anticipates repositioning the Target Fund’s portfolio in order to
de-lever and align the Target Fund’s investments with the
investment strategies of EIPI, while continuing to seek to achieve
the Target Fund’s investment objective.
EIP believes that rapid changes to the energy system driven by
innovations like oil and gas completion technologies, renewable
energy and energy storage as well as government policies relating
to the energy system’s emissions, safety, reliability, resilience
and national security have created a wider range of and more
diversified opportunities in the energy sector than in the past.
The portfolio is anticipated to focus on companies with stable cash
flows and higher-than-average dividend payout ratios or companies
with cyclical cash flows that have lower and more sustainable
dividend payout ratios. This may include an initial portfolio
allocation for EIPI that includes 25% to 35% of pipeline C
Corporations, 25% to 35% of regulated and diversified utilities,
20% to 25% MLPs, 5% to 15% of other energy infrastructure
companies, 5% to 15% of integrated oil companies, and 2% to 5% of
renewable energy developers.
FTA is a federally registered investment advisor and serves as
the investment advisor of each Target Fund and EIPI. FTA and its
affiliate First Trust Portfolios L.P. (“FTP”), a FINRA registered
broker-dealer, are privately-held companies that provide a variety
of investment services. FTA has collective assets under management
or supervision of approximately $211 billion as of January 31, 2024
through unit investment trusts, exchange-traded funds, closed-end
funds, mutual funds and separate managed accounts. FTA is the
supervisor of the First Trust unit investment trusts, while FTP is
the sponsor. FTP is also a distributor of mutual fund shares and
exchange-traded fund creation units. FTA and FTP are based in
Wheaton, Illinois.
EIP serves as each Target Fund’s and EIPI’s investment
sub-advisor and provides advisory services to a number of
investment companies and partnerships for the purpose of investing
in MLPs and other energy infrastructure securities. EIP is one of
the early investment advisors specializing in this area. As of
January 31, 2024, EIP managed or supervised approximately $5.0
billion in client assets.
Additional Information about the Funds and Where to Find
It
This press release is not intended to, and shall not, constitute
an offer to purchase or sell shares of a Target Fund or EIPI.
Certain statements made in this news release that are not
historical facts are referred to as “forward-looking statements”
under the U.S. federal securities laws. Actual future results or
occurrences may differ significantly from those anticipated in any
forward-looking statements due to numerous factors. Generally, the
words “believe,” “expect,” “intend,” “estimate,” “anticipate,”
“project,” “will” and similar expressions identify forward-looking
statements, which generally are not historical in nature.
Forward-looking statements are subject to certain risks and
uncertainties that could cause actual results to differ from the
historical experience of FTA and the funds managed by FTA and its
present expectations or projections. You should not place undue
reliance on forward-looking statements, which speak only as of the
date they are made. FTA, EIP, FEN, FEI, FPL, FIF and EIPI undertake
no responsibility to update publicly or revise any forward-looking
statements.
The annual and semi-annual reports of the Target Funds providing
additional information as to the Target Funds and, when available,
a Prospectus for EIPI containing important information about EIPI
can be requested free of charge by calling toll-free at
1-800-621-1675 or writing FTA at 120 East Liberty Drive, Suite 400,
Wheaton, IL 60187.
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