Proxy Statment - Contested Solicitations (definitive) (defc14a)
August 05 2013 - 11:37AM
Edgar (US Regulatory)
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a)
OF THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )
Filed by the Registrant [ ]
Filed by a Party other than the Registrant [x]
Bulldog Investors, LLC
Attn: Phillip Goldstein
250 Pehle Avenue, Suite 708
Saddle Brook, NJ 07663
Phone: 201 881-7100
Fax: 201 556-0097
Check the appropriate box:
Preliminary Proxy Statement
Confidential, for Use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
Definitive Proxy Statement [x]
Definitive Additional Materials
Soliciting Material Pursuant to ss.240.14a-11(c) or ss.240.14a-
12
Gladstone Investment CorporationDE
(Name of Registrant as Specified in Its Charter)
Bulldog Investors, LLC
Name of Person(s) Filing Proxy Statement, if other than the
Registrant)
Payment of Filing Fee (Check the appropriate box):
No fee required [x].
Fee computed on table below per Exchange Act Rules 14a-6(i)(4)
and 0-11.
(1) Title of each class of securities to which transaction
applies:
(2) Aggregate number of securities to which transaction
applies:
(3) Per unit price or other underlying value of transaction
computed pursuant to Exchange Act Rule 0-11 (Set forth the
amount on which the filing fee is calculated and state how it
was determined):
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
Fee paid previously with preliminary materials [].
Check box if any part of the fee is offset as provided by
Exchange Act Rule 0-11 (a) (2) and identify the filing for which
the offsetting fee was paid previously. Identify the previous
filing by registration statement number, or the Form or Schedule
and the date of its filing [].
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
Bulldog Investors, LLC,
250 Pehle Avenue, Suite 708
Saddle Brook, NJ 07663
(201) 556-0092 //
Fax: (201) 556-0097 //
info@bulldoginvestors.com
August 5, 2013
Dear Fellow Shareholder of Gladstone Investment Corporation (GAIN):
There is a reason why the board of directors of a closed-end fund like
GAIN cannot unilaterally issue additional shares below NAV. They have a
huge conflict of interest because such an offering dilutes the net asset
value of the existing shares while management's fees increase considerably.
Conversely, when the shares of a closed-end fund are trading at a big
discount to NAV, share repurchases benefit shareholders by increasing the
NAV per share but reduce management's fees.
We recently asked David Gladstone to commit to implement a meaningful share
repurchase program for GAIN. He said "no" because he claimed GAIN had no
cash. Therefore, we were surprised to hear him tell shareholders on the
quarterly earnings conference call that "we've got plenty of room under our
line of credit to borrow, so we're very active obviously and looking for new
deals." He also said: "I know people get hung up on the discount but that's
really not as relevant as some other statistics." Count me as one of those
people "hung up on the discount" because it represents a real loss to
shareholders. That is why, instead of looking for new deals, we think GAIN
should be using any excess cash to repurchase its own shares at a 17%
discount from NAV.
The discount on GAIN's shares reflects a supply-demand imbalance.
Therefore, it makes no sense to add to the problem by issuing additional
shares at a discount. Is Mr. Gladstone thinking about his own fees by
recommending that shareholders vote to permit a secondary offering that will
dilute existing shareholders, and by rejecting a share buyback program that
will be accretive to NAV? It sure looks that way.
We urge all shareholders to send Mr. Gladstone and the board a message
that, with GAIN trading at a large discount to NAV, this is the time to be
repurchasing shares, not issuing more shares.
PLEASE VOTE AGAINST THE PROPOSAL TO ISSUE MORE SHARES BELOW NAV.
Very truly yours,
/S/Phillip Goldstein
Phillip Goldstein
Principal
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