CORRECTING and REPLACING The GDL Fund Resets Dividend Rate for Its Series B
Cumulative Puttable and Callable Preferred Shares
CORRECTION...by The GDL Fund
RYE, N.Y. -- January 24, 2013
Correction due to revisions in the second and seventh paragraphs.
The corrected release reads:
THE GDL FUND RESETS DIVIDEND RATE FOR ITS SERIES B CUMULATIVE PUTTABLE AND
CALLABLE PREFERRED SHARES
The Board of Trustees of The GDL Fund (NYSE:GDL) (the “Fund”) has determined
to reset the annual dividend rate to 3.00% for the Series B Preferred Shares,
effective for the eight dividend periods after March 26, 2013.
The annual dividend rate of 3.00% remains consistent with the current annual
dividend rate and was determined based on current market conditions for debt
securities issued by a U.S. corporation and rated A by at least one rating
agency, subject to a minimum annual rate of 3.00% according to the terms of
the original offering. The rate will be reset again and publicly announced at
least 60 days prior to March 26, 2015 for all remaining dividend periods prior
to the mandatory redemption date of March 26, 2018. During the 30 day periods
prior to March 26, 2013 and March 26, 2015 shareholders may put any or all of
their Series B Preferred Shares to the Fund at the liquidation preference plus
any accumulated and unpaid dividends.
Each reset dividend rate will be determined by the Board of Trustees of the
Fund or a committee thereof in its sole discretion at a rate not less than
3.00% per year ($0.375 per share per dividend period) and not greater than the
annualized yield observed at or about the time of the reset process by the
Fund for any issuance of a bond of a U.S. corporation rated A by at least one
The dividend payment on March 26, 2013 remains $0.375 per share.
Accordingly, the Series B Preferred Shares, which trade on the New York Stock
Exchange under the symbol “GDL Pr B”, will have an annual dividend rate of
$1.50 per share (which equates to $0.375 per share on a quarterly basis) for
the eight dividend periods ending on or prior to March 26, 2015. The Series B
Preferred Shares were issued on April 15, 2011 at $50.00 per share and pay
distributions quarterly. The first dividend payment at the reset annual rate
will be payable on June 26, 2013.
The Series B Preferred Shares may be redeemed by the Fund with 30 to 60 days
prior notice at the liquidation preference of $50.00 per share plus any
accumulated and unpaid dividends at any time on or after March 26, 2014.
A portion of a distribution may be treated as qualified dividend income for
individuals, subject to the maximum federal income tax rate, which is
currently 20% in taxable accounts for individuals. Short-term capital gains,
qualified dividend income, and ordinary income, if any, will be allocated on a
pro-rata basis to all distributions to preferred shareholders for the year.
The final determination of the sources of all distributions in 2013 will be
made after year end and can vary from the quarterly estimates. Furthermore,
effective for taxable years beginning on or after January 1, 2013, a new 3.8%
Medicare contribution tax is now imposed on the “net investment income” of
certain individuals whose income exceeds certain threshold amounts, and of
certain trusts and estates under similar rules. Net investment income
generally includes for this purpose dividends, including any capital gain
dividends paid by the Fund, and net capital gains, if any, recognized on the
sale or exchange of the Series B Preferred Shares. All shareholders with
taxable accounts will receive written notification regarding the components
and tax treatment for all 2013 distributions in early 2014 via Form 1099-DIV.
The GDL Fund is a non-diversified, closed-end management investment company
with $424 million in total net assets whose investment objective is to achieve
absolute returns in various market conditions without excessive risk of
capital. The Fund is managed by Gabelli Funds, LLC, a subsidiary of GAMCO
Investors, Inc. (NYSE:GBL), which is a publicly traded NYSE listed company.
The GDL Fund
David Schachter or Laurissa Martire, 914-921-5070
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