Neuberger High Yield Strategies Fund Inc SC TO-I/A, filed Dec 15, 2020
Neuberger High Yield Strategies Fund Inc. (NHS)
SC TO-I/A
2020-12-15
View Original
Added on
October 20, 2026
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE TO
Tender Offer Statement Under Section 14(D)(1) or 13(E)(1) of the
Securities Exchange Act Of 1934
NEUBERGER BERMAN HIGH YIELD STRATEGIES FUND INC.
(Name of Subject Company (Issuer))
NEUBERGER BERMAN HIGH YIELD STRATEGIES FUND INC.
(Name of Filing Person (Issuer))
COMMON STOCK, PAR VALUE $0.0001 PER SHARE
(Title of Class of Securities)
64128C106
(CUSIP Number of Class of Securities)
Joseph V. Amato
Chief Executive Officer and President
Neuberger Berman High Yield Strategies Fund Inc.
c/o Neuberger Berman Investment Advisers LLC
1290 Avenue of the Americas
New York, New York 10104-0002
Telephone: (212) 476-8800
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications on Behalf of the Person(s) Filing Statement)
With a Copy to:
Arthur C. Delibert, Esq.
K&L Gates LLP
1601 K Street, NW
Washington, DC 20006-1600
Telephone: (202) 778-9000
Calculation of Filing Fee
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Transaction Valuation
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Amount of Filing Fee
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$55,251,001.30 (a)
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$6,027.88 (b)
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(a) Calculated as the aggregate maximum purchase price to be paid for 4,885,146 shares in the offer, based upon a price of 96% of the
net asset value per share of $11.78 on November 2, 2020.
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(b)
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Calculated at $109.10 per $1,000,000 of the Transaction Valuation.
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Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee
was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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Amount Previously Paid: $6,027.88
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Filing Party: Neuberger Berman High Yield
Strategies Fund Inc.
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Form or Registration No.: SC TO-I
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Date Filed: November 10, 2020
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Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.
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Check the appropriate boxes below to designate any transactions to which the statement relates:
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third party tender offer subject to Rule 14d-1.
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issuer tender offer subject to Rule 13e-4.
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going-private transaction subject to Rule 13e-3.
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amendment to Schedule 13D under Rule 13d-2.
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Check the following box if the filing is a final amendment reporting the results of the tender offer. ☒
Items 1 through 9 and Item 11.
This Amendment No. 2 hereby amends and supplements the Tender Offer Statement on Schedule TO initially filed by Neuberger Berman High Yield Strategies Fund Inc., a Maryland corporation (the
“Fund”), with the Securities and Exchange Commission (the “Commission”) on November 10, 2020, as amended by Amendment No. 1 to Schedule TO filed with the Commission on December 11, 2020 (as amended hereby, the “Schedule TO”). The Schedule TO relates
to the Fund’s offer to purchase up to 25% of its outstanding shares of common stock, par value $0.0001 per share (the “Common Stock”) (the “Offer”), upon the terms and subject to the conditions set forth in the Fund’s Offer to Purchase dated November
10, 2020 and the related Letter of Transmittal, as the same may be amended or supplemented, copies of which have been filed as Exhibits (a)(1)(i) and (a)(1)(ii), respectively. Filed herewith as Exhibit (a)(5)(iii) is a copy of the press release
issued by the Fund dated December 14, 2020 announcing the final results of the Offer and the information contained therein is incorporated herein by reference.
Except as amended herein, the information set forth in the Offer to Purchase and the related Letter of Transmittal is incorporated herein by reference with respect to Items 1 through 9 and Item 11
of this Schedule TO.
Item 12. Exhibits.
Item 12 is hereby amended to add the following exhibit.
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Exhibit No.
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Document
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(a)(5)(iii)
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Item 13.
Not applicable.
Signature
After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete, and correct.
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Neuberger Berman High Yield Strategies
Fund Inc. |
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By:
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/s/ Brian Kerrane | ||
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Name:
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Brian Kerrane | ||
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Title:
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Chief Operating Officer and Vice President |
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Dated as of: December 14, 2020
Exhibit Index
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Exhibit No.
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Document
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(a)(1)(i)
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(a)(1)(ii)
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(a)(1)(iii)
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(a)(1)(iv)
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(a)(1)(v)
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(a)(5)(i)
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(a)(5)(ii)
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(a)(5)(iii)
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1Previously filed as an exhibit to the Schedule TO filed by the Fund with the Commission on November 10, 2020
2Previously filed as an exhibit to the Schedule TO filed by the Fund with the Commission on December 11, 2020.
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Neuberger Berman Investment Advisers LLC
1290 Avenue of the Americas
New York, NY 10104
Tel. 212.476.9000
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NEUBERGER BERMAN HIGH YIELD STRATEGIES FUND
ANNOUNCES FINAL RESULTS OF ITS TENDER OFFER
AND REDUCTION IN LEVERAGE
AND REDUCTION IN LEVERAGE
NEW YORK, December 14, 2020 — Neuberger Berman High Yield Strategies Fund Inc. (NYSE American: NHS) (the “Fund”) announced today the final results of its tender offer for up to 25%
of its outstanding shares of common stock for cash at a price per share equal to 96% of its net asset value per share (“NAV”) determined on December 10, 2020. The tender offer, which expired at 5:00 p.m., New York City time, on December 10, 2020, was
oversubscribed.
In accordance with the terms of the offer, since the tender offer was oversubscribed, the Fund will purchase 25% of its outstanding shares of common stock on a pro-rata basis, with
appropriate adjustment to avoid purchase of fractional shares of common stock, based on the number of shares properly tendered (the “Pro-Ration Factor”). The final results of the tender offer are provided in the table below.
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Number of Shares Tendered
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Number of Tendered Shares to be Purchased
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Pro-Ration Factor
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NAV on December 10, 2020
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Purchase Price (96% of NAV on December 10, 2020)
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Number of Shares Outstanding After Tender Offer
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6,666,834
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4,885,146
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73.27541%
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$12.53
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$12.03
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14,655,439
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The Fund will purchase the shares of common stock that it has accepted for payment as promptly as practicable. Stockholders who have questions regarding the tender offer should contact their financial
advisors or call AST Fund Solutions, LLC, the information agent for the tender offer, at (877) 478-5039 (toll free).
Reduction in Leverage
In connection with the reduction in the Fund’s asset level following the tender offer, and in order to maintain what Management and the Fund’s Board of Directors believe to be an appropriate level of
leverage, the Fund also announced today that it has reduced the total amount of leverage it employs. Accordingly, the Fund has redeemed a portion of its outstanding Mandatory Redeemable Preferred Shares (“Preferred Shares”) and prepaid a portion of
its outstanding Floating Rate Senior Notes (“Notes”). The total amount of leverage employed by the Fund has been reduced from $125 million to $95.5 million, consisting of $76 million of Preferred Shares and $19.5 million of Notes.
About Neuberger Berman
Neuberger Berman, founded in 1939, is a private, independent, employee-owned investment manager. The firm manages a range of strategies—including equity, fixed income, quantitative and multi-asset class, private equity,
real estate and hedge funds—on behalf of institutions, advisors and individual investors globally. With offices in 24 countries, Neuberger Berman’s diverse team has over 2,300 professionals. For six consecutive years, the company has been named first
or second in Pensions & Investments Best Places to Work in Money Management survey (among those with 1,000 employees or more). In 2020, the PRI named Neuberger Berman a Leader, a designation awarded to
fewer than 1% of investment firms for excellence in Environmental, Social and Governance (ESG) practices. The PRI also awarded Neuberger Berman an A+ in every eligible category for our approach to ESG integration across asset classes. The firm manages
$374 billion in client assets as of September 30, 2020. For more information, please visit our website at www.nb.com.
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Statements made in this release that look forward in time involve risks and uncertainties. Such risks and uncertainties include, without limitation, the adverse effect from a decline in the securities
markets or a decline in the Fund's performance, a general downturn in the economy, competition from other closed end investment companies, changes in government policy or regulation, inability of the Fund’s investment adviser to attract or retain key
employees, inability of the Fund to implement its investment strategy, inability of the Fund to manage rapid expansion and unforeseen costs and other effects related to legal proceedings or investigations of governmental and self-regulatory
organizations.
Investor Contact:
Neuberger Berman Investment Advisers LLC
Investor Information
(877) 461-1899
Media Contact:
Alexander Samuelson
Neuberger Berman
(212) 476-5392
Alexander.Samuelson@nb.com