M&A - NATIONWIDE MUTUAL FUNDS

Form Type: 497

Filing Date: 2025-04-01

Corporate Action: Acquisition

Type: Update

Accession Number: 000168035925000211

Filing Summary: On April 1, 2025, Nationwide Mutual Funds released a supplement for the Nationwide Amundi Strategic Income Fund following an amendment to its subadvisory agreement with Victory Capital Management Inc. The amendment was a result of Victory Capital's acquisition of Amundi Asset Management US, Inc., which led to a change in control and the termination of Amundi's previous subadvisory agreement. The supplement updates various sections of the Prospectus, replacing Amundi's name with Victory Capital and providing revised details on the management team responsible for the Fund's day-to-day operations, including lead portfolio manager Jonathan M. Duensing and team members Ken Monaghan and Jeffrey Galloway. No changes were made to the Fund's portfolio management team due to the acquisition.

Form Type: 497

Filing Date: 2025-04-01

Corporate Action: Merger

Type: Update

Accession Number: 000168035925000213

Filing Summary: On April 1, 2025, a supplement to the Statement of Additional Information for Nationwide Mutual Funds was filed detailing an amendment to the subadvisory agreement for the Nationwide Amundi Strategic Income Fund following the acquisition of Amundi Asset Management US, Inc. by Victory Capital Management Inc. The agreement was approved by the Trust's Board of Trustees on December 11, 2024. This acquisition caused a change in control of Amundi, resulting in the effective termination of its subadvisory agreement with the Trust, but did not lead to changes in the Fund’s portfolio management team. The supplement eliminated previous references to Amundi and included updated information about Victory Capital Management Inc., including its contact information and credentials as a SEC-registered investment adviser.

Form Type: 497K

Filing Date: 2025-04-01

Corporate Action: Acquisition

Type: New

Accession Number: 000168035925000215

Filing Summary: On December 11, 2024, the Board of Trustees of Nationwide Mutual Funds approved an amendment to the subadvisory agreement with Victory Capital Management Inc. for the Nationwide Amundi Strategic Income Fund. This decision was prompted by the acquisition of Amundi Asset Management US, Inc. by Victory Capital, which resulted in a change of control and the termination of Amundi’s subadvisory agreement with the Trust. It's noted that there were no changes to the Fund’s portfolio management team due to this transaction. The Summary Prospectus has been amended to reflect Victory Capital as the new subadviser.

Form Type: CORRESP

Filing Date: 2024-12-09

Corporate Action: Merger

Type: Update

Accession Number: 000168035924000437

Filing Summary: Nationwide Mutual Funds has provided responses to comments from the SEC regarding its registration statement on Form N-14 related to the merger involving Nationwide Bond Fund and Nationwide Loomis Core Bond Fund. The letter outlines clarifications regarding the share class conversions, specifically that holders of Institutional Service Class shares of the Target Fund will receive Eagle Class shares of the Acquiring Fund, which is a new class introduced to align fee structures. The response affirms the accuracy of current fees and provides assurances that expenses subject to recapture in the Target Fund will not transfer to the Acquiring Fund after the merger. It also details expected reductions in gross and net expenses for shareholders in the Acquiring Fund due to its lower expense limitation and larger asset base. Additional revisions were made to the registration statement to address comments about fee waivers, advisory fees, and the inclusion of pro forma capitalizations for the Acquiring Fund following the transaction, along with clarification of fee differences at varying asset levels.

Form Type: N-14

Filing Date: 2024-11-01

Corporate Action: Merger

Type: New

Accession Number: 000168035924000386

Filing Summary: On or about January __, 2025, the Nationwide Bond Fund, a series of Nationwide Mutual Funds (the 'Target Fund'), will undergo a reorganization where substantially all the assets of the Target Fund will be acquired by the Nationwide Loomis Core Bond Fund (the 'Acquiring Fund'). This transaction includes the automatic exchange of Class A, Class R6, and Institutional Service Class shares of the Target Fund for Class A, Class R6, and Eagle Class shares of the Acquiring Fund at their net asset values. The Board of Trustees has approved this transaction, determining it to be in the best interest of both funds, with no shareholder approval required from the Target Fund's shareholders. Following the transaction, the Target Fund will be liquidated and dissolved. The investment objectives of the Target Fund focus on current income and capital preservation, while the Acquiring Fund aims for total return through investments in fixed-income securities. The transaction is intended to be tax-free for shareholders, who will not recognize any gain or loss as a result of the exchange.

Form Type: N-14/A

Filing Date: 2024-11-01

Corporate Action: Merger

Type: Update

Accession Number: 000168035924000389

Filing Summary: On November 1, 2024, Nationwide Mutual Funds filed Form N-14/A to inform shareholders about the merger of the Nationwide Destination 2025 Fund into the Nationwide Destination Retirement Fund. This filing serves as a registration statement under the Securities Act of 1933 for the issuance of Class A, Class R, Class R6, and Institutional Service Class shares of the Acquiring Fund in exchange for shares of the Target Fund. The merger will occur on or about a date in 2025, and shareholders are not required to take any action. The Board of Trustees has approved the Plan of Reorganization, determining it to be in the best interest of shareholders. The Target Fund will be liquidated after the merger, with existing shares automatically converted at net asset value into shares of the corresponding class of the Acquiring Fund. The investment objectives and strategies, as well as the management of both Funds, are largely identical. The merger is structured to qualify as a tax-free reorganization for federal income tax purposes, so shareholders of the Target Fund will not recognize any gain or loss as a result of the exchange.

Form Type: N-14/A

Filing Date: 2024-10-30

Corporate Action: Merger

Type: New

Accession Number: 000168035924000374

Filing Summary: On October 30, 2024, Nationwide Mutual Funds filed an amendment to its registration statement on Form N-14 to facilitate the merger of the Nationwide Destination 2025 Fund (the 'Target Fund') into the Nationwide Destination Retirement Fund (the 'Acquiring Fund'). The reorganization has been approved by the Board of Trustees and is viewed as beneficial for shareholders of the Target Fund. Following the merger, shareholders will automatically convert their shares at net asset value into corresponding shares of the Acquiring Fund. The Target Fund is set to be liquidated after the merger. Both Funds share identical investment objectives and strategies, largely focused on capital appreciation and income generation through diversified investments while keeping a similar risk profile. The document outlines various comparisons, including risks, fees, and performance metrics, ensuring that shareholders are informed about the effective transition and expected outcomes of the planned merger.

Form Type: CORRESP

Filing Date: 2024-10-28

Corporate Action: Merger

Type: Update

Accession Number: 000168035924000358

Filing Summary: On October 28, 2024, Nationwide Mutual Funds submitted a response to SEC comments regarding a registration statement on Form N-14 for the reorganization involving Nationwide Destination 2025 Fund and Nationwide Destination Retirement Fund. The letter includes clarification that the Target Fund does not possess goodwill, confirmation of current fees as per Form N-14, and disclosures about the asset allocation adjustments for the merger. It specifies that any brokerage costs, if incurred, will be paid by the Acquiring Fund, which may ultimately be shouldered by shareholders. The document also addresses the costs of the transaction will be covered by NFA, irrespective of whether it is finalized. Finally, it reassures that there have been no material changes in the Funds' capitalizations since April 30, 2024, and includes various comments and responses to enhance clarity in the registration details.

Form Type: CORRESP

Filing Date: 2024-10-28

Corporate Action: Merger

Type: Update

Accession Number: 000168035924000360

Filing Summary: Nationwide Mutual Funds filed a response to comments from the SEC regarding their registration statement for a reorganization involving the Nationwide Destination 2025 Fund and the Nationwide Destination Retirement Fund. The registration statement was originally filed on September 25, 2024. Nationwide Mutual Funds addressed multiple comments from the SEC including the need to submit a delaying amendment and provide a legal opinion, which they confirmed would be included in an amended filing. Furthermore, the document outlines the specifics of the reorganization plan which involves the acquisition of assets from the Target Fund by the Acquiring Fund in exchange for shares, the assumption of liabilities, and the complete liquidation of the Target Fund.

Form Type: N-14

Filing Date: 2024-09-25

Corporate Action: Merger

Type: New

Accession Number: 000168035924000320

Filing Summary: NATIONWIDE MUTUAL FUNDS filed an N-14 registration statement on September 25, 2024, outlining a planned merger of the Nationwide Destination 2025 Fund (Target Fund) into the Nationwide Destination Retirement Fund (Acquiring Fund). The reorganization will result in the acquisition of all assets of the Target Fund by the Acquiring Fund in exchange for equivalent shares of the Acquiring Fund. The Board of Trustees approved the merger, deeming it beneficial for the shareholders. The share conversion is anticipated to occur around the beginning of 2025 without the need for shareholder approval. The transaction is expected to qualify as a tax-free reorganization, meaning shareholders will not incur immediate tax liabilities. All liabilities of the Target Fund will be assumed by the Acquiring Fund as part of the merger process, and upon completion, the Target Fund will be liquidated and dissolved. The funds have identical investment policies and strategies but vary slightly in asset allocation. The merger aims to streamline operations while maintaining the investment goals of both funds intact. Shareholders will retain the same class of shares post-transaction, ensuring continuity of their investment. Total fund operating expenses post-merger are projected to be consistent across classes with no immediate impact on shareholders from increased costs.