M&A - FIDELITY ADVISOR SERIES VIII

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Form Type: DEFA14A

Filing Date: 2025-04-11

Corporate Action: Merger

Type: New

Accession Number: 000113322825003753

Filing Summary: FIDELITY ADVISOR SERIES VIII has filed a definitive additional materials proxy statement in connection with a special meeting of shareholders scheduled for June 11, 2025. The meeting will address important proposals affecting shareholders of the Fidelity Advisor funds, particularly regarding the merger of Fidelity Advisor Large Cap Fund into Fidelity Large Cap Stock Fund, and the merger of Fidelity Advisor Overseas Fund into Fidelity Overseas Fund. The Board of Trustees unanimously recommends voting in favor of these proposals. Proposal 1 aims to merge the Fidelity Advisor Large Cap Fund into the Fidelity Large Cap Stock Fund, allowing shareholders to benefit from lower expenses and maintain similar investment objectives and strategies. Proposal 2 focuses on merging the Fidelity Advisor Overseas Fund into the Fidelity Overseas Fund, also with the intent of reducing expenses while achieving similar investment goals. Each merger is positioned as a tax-free reorganization under federal income tax laws. Shareholders can vote through various methods as outlined, and immediate voting is encouraged to minimize proxy solicitation costs. The anticipated closing date for the mergers is July 25, 2025, contingent on shareholder approval.

Document Link: View Document

Additional details:

Proposal Number: 1

Target Fund: Fidelity Advisor Large Cap Fund

Acquiring Fund: Fidelity Large Cap Stock Fund


Proposal Number: 2

Target Fund: Fidelity Advisor Overseas Fund

Acquiring Fund: Fidelity Overseas Fund


Record Date: 2025-04-14


Shareholder Meeting Date: 2025-06-11


Anticipated Closing Date: 2025-07-25


Form Type: DEFA14A

Filing Date: 2025-04-11

Corporate Action: Merger

Type: New

Accession Number: 000113322825003761

Filing Summary: FIDELITY ADVISOR SERIES VIII is soliciting shareholder votes for a merger proposal during a special meeting scheduled for June 11, 2025. The proposed merger involves Fidelity International Capital Appreciation Fund merging into Fidelity Advisor International Capital Appreciation Fund. The Board of Trustees has unanimously approved the merger, citing it as beneficial for shareholders due to lower expenses and similar investment strategies between the two funds. If approved, shareholders will receive shares of the Acquiring Fund that correspond to their existing holdings in the Target Fund. The merger is expected to be a tax-free reorganization. Should shareholder support not meet the necessary approval, alternative options will be considered. The anticipated closing date for the merger is July 25, 2025, pending approval.

Document Link: View Document

Additional details:

Meeting Date: 2025-06-11


Target Fund: Fidelity International Capital Appreciation Fund


Acquiring Fund: Fidelity Advisor International Capital Appreciation Fund


Closing Date: 2025-07-25


Vote Importance Message: Your vote is extremely important, no matter how large or small your holdings may be.


Shareholder Contact: Fidelity's toll-free number on proxy card(s) for assistance.


Expense Bearer: FMR will bear a portion of one-time administrative costs, while the Target Fund will cover applicable additional costs.


Form Type: N-14

Filing Date: 2025-02-28

Corporate Action: Merger

Type: New

Accession Number: 000113322825001774

Filing Summary: Fidelity Advisor Series VIII filed a registration statement on Form N-14 related to a proposed merger involving Fidelity® International Capital Appreciation Fund and Fidelity Advisor® International Capital Appreciation Fund. The reorganization aims to transfer all assets from the Target Fund to the Acquiring Fund in exchange for shares of the Acquiring Fund, leading to the complete liquidation of the Target Fund. The transaction has been approved by the Board of Trustees, and the shareholders are scheduled to vote on the proposal at a Special Meeting on June 11, 2025. The record date for voting eligibility is April 14, 2025. The Reorganization's effective date is projected to be July 25, 2025. Key benefits include lower expenses for shareholders and qualification as a tax-free reorganization. The funds share similar investment strategies, focusing on capital appreciation, and the transaction will not change the total value of shareholder assets. The registration is necessary for effective communication regarding the transaction and to facilitate a smooth shareholder approval process.

Document Link: View Document

Additional details:

Shareholder Meeting Date: 2025-06-11


Record Date: 2025-04-14


Closing Date: 2025-07-25


Investment Objective Acquiring Fund: capital appreciation


Investment Objective Target Fund: long-term growth of capital


Total Assets Management Firm: 3.9 trillion


Shareholder Voting Instructions: vote via proxy or attend virtually


Form Type: 497

Filing Date: 2025-01-24

Corporate Action: Merger

Type: New

Accession Number: 000072921825000011

Filing Summary: The Board of Trustees of Fidelity Advisor Series VIII has unanimously approved an Agreement and Plan of Reorganization involving Fidelity Advisor® Value Leaders Fund and Fidelity® Blue Chip Value Fund. The reorganization would take place on a tax-free basis, with shareholders of Fidelity Advisor® Value Leaders Fund receiving corresponding shares of Fidelity® Blue Chip Value Fund. The Agreement stipulates the transfer of all assets from Fidelity Advisor® Value Leaders Fund in exchange for shares of Fidelity® Blue Chip Value Fund, equal in value to its net assets, along with the assumption of all liabilities by Fidelity® Blue Chip Value Fund. A Special Meeting of shareholders for voting on the Agreement is slated for the second quarter of 2025, with the reorganization expected to occur around June 6, 2025. Similarly, there is a proposal for the reorganization of Fidelity Advisor® Overseas Fund into Fidelity® Overseas Fund under the same conditions, with its shareholder meeting expected around the same timeframe, and a projected date for the reorganization of July 25, 2025.

Document Link: View Document

Additional details:

Agreement Type: Plan of Reorganization


Fund 1 Name: Fidelity Advisor® Value Leaders Fund


Fund 2 Name: Fidelity® Blue Chip Value Fund


Expected Meeting Date: Q2 2025


Expected Reorganization Date 1: 2025-06-06


Fund 3 Name: Fidelity Advisor® Overseas Fund


Fund 4 Name: Fidelity® Overseas Fund


Expected Reorganization Date 2: 2025-07-25


Form Type: 497K

Filing Date: 2025-01-24

Corporate Action: Merger

Type: New

Accession Number: 000072921825000012

Filing Summary: The Board of Trustees of Fidelity Advisor Series VIII has unanimously approved an Agreement and Plan of Reorganization between Fidelity Advisor® Overseas Fund and Fidelity® Overseas Fund. This reorganization will be executed on a tax-free basis, where shareholders of Fidelity Advisor® Overseas Fund will receive shares of Fidelity® Overseas Fund. The Agreement outlines the transfer of all assets from Fidelity Advisor® Overseas Fund in exchange for corresponding shares of Fidelity® Overseas Fund, along with the assumption of all liabilities by Fidelity® Overseas Fund. Following this process, the shareholders will become shareholders of Fidelity® Overseas Fund through a pro rata distribution. A Special Meeting for the shareholders to vote on this Agreement is anticipated in the second quarter of 2025, with the transaction expected to occur around July 25, 2025, pending shareholder approval and satisfaction of certain conditions. Until the Reorganization is finalized, current shareholders may maintain their positions and purchase additional shares via reinvestment of distributions. Detailed information regarding fees and risks will be provided in a forthcoming combined proxy statement and prospectus.

Document Link: View Document

Additional details:

Agreement Details: Agreement and Plan of Reorganization between Fidelity Advisor® Overseas Fund and Fidelity® Overseas Fund


Reorganization Type: tax-free


Shareholder Meeting: Special Meeting expected in second quarter of 2025


Expected Reorganization Date: around July 25, 2025


Proxy Statement Availability: Available for free on www.sec.gov and by calling 1-877-208-0098


Form Type: 497K

Filing Date: 2025-01-24

Corporate Action: Merger

Type: New

Accession Number: 000072921825000013

Filing Summary: The Board of Trustees of Fidelity Advisor Series VIII has approved a tax-free reorganization between Fidelity Advisor® Value Leaders Fund and Fidelity® Blue Chip Value Fund. Shareholders of Fidelity Advisor® Value Leaders Fund will receive corresponding shares of Fidelity® Blue Chip Value Fund. The reorganization includes a transfer of all assets from Fidelity Advisor® Value Leaders Fund to Fidelity® Blue Chip Value Fund, and the latter will assume all liabilities of the former. Following the exchange, shares of Fidelity® Blue Chip Value Fund will be distributed to shareholders of Fidelity Advisor® Value Leaders Fund. A Special Meeting of Shareholders is expected in Q2 2025 to vote on the Agreement, with the reorganization expected to be effective around June 6, 2025, pending approval and other conditions. Existing shareholders can continue transactions until the reorganization occurs. Proxy statements and additional information will be provided to shareholders ahead of the meeting.

Document Link: View Document

Additional details:

Agreement Approved: True


Reorganization Date: 2025-06-06


Shareholder Meeting Expected: Q2 2025


Contact Number: 1-877-208-0098


Form Type: 497K

Filing Date: 2024-12-27

Corporate Action: Merger

Type: New

Accession Number: 000072921824000062

Filing Summary: The document outlines a proposed reorganization involving the Fidelity Advisor® Value Leaders Fund and the Fidelity® Blue Chip Value Fund. The Agreement and Plan of Reorganization intends to transfer all assets of the Fidelity Advisor® Value Leaders Fund into the Fidelity® Blue Chip Value Fund on a tax-free basis. Following the asset transfer, shareholders of Fidelity Advisor® Value Leaders Fund will receive corresponding shares of the Fidelity® Blue Chip Value Fund. The reorganization is scheduled to be voted on at a Special Meeting of shareholders during the second quarter of 2025, with the effective date anticipated to be around May 9, 2025. Shareholders can continue holding and purchasing additional shares until the reorganization takes place, provided they remain informed about the associated fees and expenses.

Document Link: View Document

Additional details:

Fund Class: Fidelity Advisor Value Leaders Fund


Investment Objective: capital appreciation


Maximum Sales Charge Percentage: 5.75%


Portfolio Turnover Rate: 32%


Meeting Date: second quarter of 2025


Expected Reorganization Effective Date: 2025-05-09


New Positions Closure Date: 2025-05-08


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