DEFC14A: Saba Capital Seeks to Shake Up Nuveen Real Asset Income and Growth Fund Board

Saba Capital is soliciting proxies to elect its nominee, Jason Chen, to the board of Nuveen Real Asset Income and Growth Fund to address the fund's persistent discount to net asset value (NAV).

Summary

• Saba Capital Management, a significant shareholder of Nuveen Real Asset Income and Growth Fund, is seeking to elect its nominee, Jason Chen, to the Fund's Board of Trustees at the upcoming 2024 annual meeting.
• Saba believes the Fund's shares trade at a significant discount to its net asset value (NAV), and that fresh perspectives are needed on the Board to address this issue.
• As of February 28, 2024, the Fund's discount to NAV was -12.95%, and the 3-year average discount to NAV was -11.65%.
• Saba is soliciting proxies for the election of Jason Chen to serve as a trustee with a term expiring at the 2027 annual meeting of shareholders.
• The proxy statement also includes a proposal to ratify the selection of KPMG LLP as the Fund's independent registered public accounting firm for the fiscal year ending December 31, 2024.
• Saba urges shareholders to vote FOR the election of Jason Chen and FOR the ratification of KPMG as the independent auditor.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. While Saba Capital identifies a problem (discount to NAV), they express confidence in their nominee's ability to address it. The document is a call to action, but not overly aggressive.

Positives

• Saba Capital is actively trying to address the Funds discount to NAV.
• The nominee, Jason Chen, has extensive experience in the financial industry.
• Saba is offering shareholders an alternative to the Funds nominees.

Negatives

• The Fund has traded at a substantial discount to NAV, averaging -11.65% from February 28, 2021, to February 28, 2024.
• Saba believes the Board has been ineffective in addressing this discount to NAV.
• The election of Saba's nominee is contested, requiring a majority of outstanding shares to vote in favor.

Risks

• There is no assurance that Jason Chen will be elected to the Board.
• Even if elected, there is no guarantee that Jason Chen will be able to close the Funds discount to NAV.
• The Fund may solicit proxies in opposition to Saba's nominee.
• The Fund's Board may not implement the changes that Saba is advocating for.

Future Outlook

Saba Capital aims to improve the Fund's performance and close the discount to NAV by electing its nominee to the Board.

Industry Context

Activist investors like Saba Capital often target closed-end funds trading at a discount to NAV, seeking to unlock value for shareholders through various strategies, including board representation.

Comparison to Industry Standards

• It is common for activist investors to target closed-end funds that trade at a discount to their net asset value.
• Saba Capital has a history of engaging in similar proxy contests with other closed-end funds.
• Other activist investors, such as Bulldog Investors, have also targeted closed-end funds with similar goals of closing the discount to NAV.

Stakeholder Impact

• Shareholders could benefit from a reduction in the discount to NAV if Saba's nominee is elected and effective.
• The Fund's management and trustees may face changes in strategy or oversight if Saba's nominee is elected.
• The outcome of the proxy contest could influence the Fund's future direction and performance.

Next Steps

• Shareholders should vote on the GOLD proxy card FOR the election of Jason Chen and FOR the ratification of KPMG as the independent auditor.
• Saba will continue to solicit proxies from shareholders.
• The Annual Meeting will be held on May 15, 2024.

Key Dates

Keywords

proxy solicitation, Nuveen Real Asset Income and Growth Fund, Saba Capital, Jason Chen, discount to NAV, Board of Trustees, annual meeting, KPMG, independent auditor, shareholders