DEFA14A: Neuberger Berman Fund Faces Proxy Fight as Saba Capital Seeks Board Representation

Neuberger Berman Next Generation Connectivity Fund urges stockholders to vote for its nominees amidst a proxy fight with Saba Capital, emphasizing the board's commitment to long-term value for all stockholders.

Summary

• Neuberger Berman Next Generation Connectivity Fund is engaged in a proxy fight with Saba Capital Master Fund, which has nominated a candidate for the Fund's Board of Directors.
• The Fund's Board is urging stockholders to vote for its three incumbent nominees, emphasizing their experience and dedication to the best interests of all stockholders.
• The Fund believes that Saba is focused on its own interests rather than the interests of all stockholders.
• Stockholders may receive multiple proxy cards this year and are instructed to only vote using the WHITE proxy card provided by the Fund and to disregard any GOLD proxy cards sent by Saba.
• The Fund has retained EQ Fund Solutions as its proxy solicitor to assist in the solicitation of votes.
• The Fund emphasizes that not voting will negatively impact the long-term prospects of the fund.
• Only the latest dated proxy card submission will count.

Sentiment

Score: 5

Explanation: The sentiment is neutral, reflecting a defensive posture against a proxy challenge. The language is assertive in urging stockholders to support the current board, but there's an underlying tension due to the ongoing dispute.

Positives

• The Fund's Board emphasizes its commitment to creating sustainable, long-term performance.
• The Fund has retained a proxy solicitor to assist stockholders with voting.

Negatives

• Saba Capital's involvement is viewed negatively by the Fund's Board, who believe Saba is focused on its own interests.
• The proxy fight introduces uncertainty and potential disruption to the Fund's operations.

Risks

• The outcome of the proxy vote could lead to changes in the Fund's Board composition and potentially its investment strategy.
• The proxy fight could distract management from focusing on the Fund's investment objectives.
• Not voting will negatively impact the long-term prospects of the fund.

Future Outlook

The document focuses on the immediate action required from stockholders regarding the proxy vote and does not provide specific forward-looking statements about the Fund's financial performance or investment strategy.

Management Comments

• The three incumbent Board nominees are experienced, knowledgeable, and have consistently acted in the best interests of ALL stockholders.
• The Board of your Fund is committed to creating sustainable, long-term performance in pursuit of your Funds stated investment objectives for all stockholders.
• Your Funds Board believes that Saba is focused only on its own interests, not the interests of all stockholders.

Industry Context

Proxy fights are relatively common in the investment fund industry, particularly with closed-end funds, as activist investors seek to influence fund management and potentially unlock value. This situation reflects a broader trend of increased shareholder activism.

Stakeholder Impact

• The outcome of the proxy vote will directly impact shareholders by influencing the composition of the Board and potentially the Fund's strategy.
• Employees of the Fund could be affected by changes in leadership or strategic direction.

Next Steps

• Stockholders need to vote using the WHITE proxy card.
• The Fund will continue to solicit votes until the proxy vote deadline.

Keywords

proxy fight, Saba Capital, Neuberger Berman, proxy vote, board of directors, stockholders, investment fund