M&A - FIRST EAGLE FUNDS

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Form Type: DEF 14A

Filing Date: 2025-04-25

Corporate Action: Merger

Type: New

Accession Number: 000093041325001463

Filing Summary: On April 25, 2025, First Eagle Funds issued a definitive proxy statement to inform shareholders about two special meetings scheduled for June 30, 2025, addressing significant advisory agreements related to the ownership change of First Eagle Investment Management's parent company. The first proposal seeks shareholder approval for new advisory agreements to continue existing arrangements after a majority investment by Genstar Capital in First Eagle Holdings, Inc., the parent company currently held by The Blackstone Group, LP, and Corsair Capital LLC. The second proposal involves the election of ten members to the Board of Trustees. The document reassures shareholders that there will be no changes in their share ownership, advisory fees, or investment personnel as a result of these transactions, emphasizing the continuity of management and fund objectives.

Additional details:

Proposal 1: Approval of new advisory agreements with First Eagle Investment Management


Proposal 2: Election of ten members of the Board of Trustees


Ownership Change: Majority investment by Genstar Capital in First Eagle Holdings, Inc.


Funds Involved: First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Fund, First Eagle Gold Fund, First Eagle Global Income Builder Fund, First Eagle Rising Dividend Fund, First Eagle High Yield Municipal Fund, First Eagle Short Duration High Yield Municipal Fund, First Eagle Small Cap Opportunity Fund, First Eagle U.S. Smid Cap Opportunity Fund, First Eagle Global Real Assets Fund


Proxy Cost: Cost of proxy solicitation to be borne by First Eagle Investment Management, estimated at $11.5 million


Form Type: PRE 14A

Filing Date: 2025-04-11

Corporate Action: Merger

Type: New

Accession Number: 000093041325001234

Filing Summary: First Eagle Funds is calling for two Special Meetings of Shareholders scheduled for June 30, 2025. The first meeting seeks approval of new advisory agreements with First Eagle Investment Management, LLC (FEIM) following a proposed change of ownership involving a majority investment by Genstar Capital in First Eagle Holdings, Inc., which currently holds FEIM. This change, considered an assignment under mutual fund laws, necessitates shareholder approval as it terminates existing agreements. The second meeting aims to elect ten members to the Board of Trustees. The Board believes that these proposals are in the best interest of the Funds and their shareholders, assuring that there will be no changes in terms, service levels, or investment personnel post-transaction. The vote outcome is essential for maintaining advisory services unaffected by the ownership change and significant to continuing governance stability within First Eagle Funds.

Additional details:

Proposal 1: Approval of new advisory agreements with FEIM


Proposal 2: Election of ten members of the Board of Trustees


Shareholder Meeting Date: 2025-06-30


First Meeting Time: 10:00 a.m. Eastern time


Second Meeting Time: 11:00 a.m. Eastern time


Solicitation Cost: to be borne by FEIM


Trustees Count: ten


Quorum Requirement 1: one-third (33.33%) of voting securities present for First Meeting


Quorum Requirement 2: one-third (33.33%) of voting securities present for Second Meeting


Board Recommendation: Vote 'FOR' approval of New Advisory Agreements and Trustee Nominees.


Form Type: 497

Filing Date: 2025-03-07

Corporate Action: Acquisition

Type: Update

Accession Number: 000093041325000886

Filing Summary: On March 3, 2025, First Eagle Holdings, Inc. announced a definitive agreement for a majority investment by funds managed by Genstar Capital. This investment concerns the buyout of interests in First Eagle Holdings, Inc., which is the parent company of First Eagle Investment Management, LLC, the adviser to the First Eagle Funds. The transaction involves the buyout of interests currently held by funds controlled by Blackstone Inc. and Corsair Capital LLC, among other co-investors. The completion of the transaction is expected in the second half of 2025 and is subject to necessary fund and client consents as well as regulatory approvals. The process will trigger an assignment of existing investment management agreements, leading to their automatic termination, after which the Board of Trustees of the First Eagle Funds will consider new agreements with First Eagle Investment Management. The transaction is not anticipated to affect portfolio management or the investment objectives of the Funds.

Additional details:

Investment Management Agreement Status: automatic termination due to assignment


New Agreement Approval Process: requires Board approval and shareholder approval


Anticipated Closing Time Frame: second half of 2025


No Change In Investment Objectives: transaction not expected to change portfolio management or investment objectives


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