Tortoise Capital Advisors Announces Proposed Merger of Three MLP Closed-End Funds
January 28 2014 - 6:00AM
Business Wire
Tortoise Capital Advisors today announced the Board of Directors
of Tortoise’s closed-end funds approved a proposal to merge three
of Tortoise’s MLP closed-end funds: Tortoise Energy Infrastructure
Corp. (NYSE:TYG), Tortoise Energy Capital Corp. (NYSE:TYY) and
Tortoise North American Energy Corp. (NYSE:TYN). Subject to
stockholder approval, TYY and TYN common stockholders will be
issued TYG common stock and TYG would acquire substantially all of
the assets and liabilities of TYY and TYN.
Acquiring Fund
Acquired Funds Tortoise Energy Infrastructure
Corp. (TYG) Tortoise Energy Capital Corp. (TYY)
Tortoise North American Energy Corp. (TYN)
The Boards of Directors of TYG, TYY and TYN and Tortoise
determined that the proposed mergers are in the best interests of
each fund and its stockholders. The funds have similar investment
strategies and portfolios focusing primarily on midstream energy
infrastructure master limited partnerships (MLPs) and similar
investment objectives that seek to provide stockholders a high
level of total return, with an emphasis on current distributions.
The combined fund will continue to pursue these investment
strategies and objectives. Additionally, the mergers are expected
to result in several benefits to TYG, TYY and TYN stockholders,
including:
- anticipated accretion to distributable
cash flow;
- the opportunity for enhanced long-term
market liquidity;
- anticipated cost savings through a
lower effective management fee and increased economies of scale;
and
- greater financial flexibility through a
larger balance sheet.
The transaction value will be based on the relative net asset
values of each fund. It is currently expected that the mergers will
be concluded in the second calendar quarter of 2014, subject to
obtaining TYG, TYY and TYN stockholder approval, compliance with
all regulatory requirements and satisfaction of customary closing
conditions.
A Questions & Answers document regarding the merger proposal
can be found here or by visiting the closed-end fund section
of www.tortoiseadvisors.com. More information on the proposed
mergers will be contained in the proxy materials expected to be
filed in the coming weeks. TYG plans to file in the near future
with the Securities and Exchange Commission (SEC) a joint proxy
statement/prospectus on Form N-14 8C with respect to the mergers,
and each fund expects to mail a definitive joint proxy
statement/prospectus to each of its stockholders that will contain
information about the proposed mergers following a review period
with the SEC.
When filed with the SEC, the joint proxy statement/prospectus
and other documents filed by the funds will be available for free
at the SEC’s Web site, http://www.sec.gov.
Stockholders can also obtain copies of the definitive joint proxy
statement/prospectus, when available, for free by dialing (866)
362-9331. Stockholders are urged to read the definitive joint proxy
statement/prospectus carefully and in its entirety when available
as it will contain important information about the proposed
mergers.
About Tortoise Capital Advisors, L.L.C.
Tortoise Capital Advisors, L.L.C. is an investment manager
specializing in listed energy investments. As of Dec. 31, 2013, the
adviser had approximately $14.2 billion of assets under management
in NYSE-listed closed-end investment companies, open-end funds and
other accounts. For more information, visit
www.tortoiseadvisors.com
Forward-looking statement
This press release contains certain statements that may include
“forward-looking statements” within the meaning of Section 27A of
the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. All statements, other than statements of
historical fact, included herein are "forward-looking statements."
Although the funds and Tortoise Capital Advisors believe that the
expectations reflected in these forward-looking statements are
reasonable, they do involve assumptions, risks and uncertainties,
and these expectations may prove to be incorrect. Actual results
could differ materially from those anticipated in these
forward-looking statements as a result of a variety of factors,
including those discussed in the funds’ reports that are filed with
the Securities and Exchange Commission. You should not place undue
reliance on these forward-looking statements, which speak only as
of the date of this press release. Other than as required by law,
the funds and Tortoise Capital Advisors do not assume a duty to
update this forward-looking statement.
Safe harbor statement
This press release shall not constitute an offer to sell or a
solicitation to buy, nor shall there be any sale of these
securities in any state or jurisdiction in which such offer or
solicitation or sale would be unlawful prior to registration or
qualification under the laws of such state or jurisdiction.
Tortoise Capital Advisors, L.L.C.Pam Kearney, Investor
Relations866-362-9331pkearney@tortoiseadvisors.com
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