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Go to Home PageOctober 2019
NOTICE OF MERGER TO SHAREHOLDERS OF
Nordea Fund of Funds – Multi Manager Fund Growth
AND
Multi Manager Access II – Sustainable Investing Growth
____________________________________________
It is brought to the attention of the shareholders of Nordea Fund of Funds – Multi Manager Fund Growth and Multi Manager Access II – Sustainable Investing Growth that the board of directors of Nordea Fund of Funds (the “NFOF Board of Directors”) and the board of directors of Multi Manager Access II (the “MMA II Board of Directors”) have decided to merge Nordea Fund of Funds – Multi Manager Fund Growth (the “Merging Fund”) with Multi Manager Access II – Sustainable Investing Growth (the “Receiving Fund”) (the ‘’Merger’’).
The Merging Fund together with the Receiving Fund are hereinafter to be referred to as the “Funds”.
The Merging Fund is managed by Nordea Investment Funds S.A. (the “Nordea Management Company”) and the Receiving Fund is managed by UBS Fund Management (Luxembourg) S.A. (the “UBS Management Company”).
The Merger shall become effective on 21 November 2019 (the “Effective Date“).
On the Effective Date, all assets and liabilities of the Merging Fund will be transferred to the Receiving Fund based on the net asset value per share as per 20 November 2019 (the “Reference Date”). The Merging Fund will cease to exist as a result of the Merger and thereby will be dissolved on the Effective Date without going into liquidation.
Shareholders who agree with the changes proposed in this notice do not need to take any action.
Shareholders who do not agree with the Merger have the right to request the redemption of their shares free of charges (except for any charge retained to meet disinvestment costs (as the case may be)) from the date of this notice until 12:00 CET on 12 November 2019 for Receiving Fund shareholders and until 15:30 CET on 12 November 2019 for Merging Fund shareholders, as further described below.
This notice describes the implications of the Merger and must be read carefully. The Merger may impact your tax situation. Shareholders in the Merging Fund are advised to consult their professional advisers as to the legal, financial and tax implications of the Merger under the laws of the countries of their nationality, residence, domicile or incorporation.
Similarities
Differences
Impact of the Merger on the shareholders in the Merging Fund
Merging Fund |
Receiving Fund |
||
Share class |
ISIN |
Share class |
ISIN |
MMFB-BP-EUR |
LU0946759445 |
P-acc EUR-Hedged |
LU1856116394 |
MMFB-BV-EUR |
LU0994715141 |
||
MMFB-HB-DKK |
LU1070646051 |
P-acc DKK-hedged |
LU2008289337 |
MMFB-HB-SEK |
LU0946759957 |
P-acc SEK-hedged |
LU2008289253 |
MMFA-HB-NOK |
LU0946759874 |
P-acc NOK-hedged |
LU2008289410 |
MMFB-HB-GBP |
LU0946759791 |
P-acc GBP-hedged |
LU2033266292 |
MMFB-HBV-GBP |
LU1005849648 |
||
MMFB-HB-USD |
LU0946760021 |
P-acc |
LU1856116048 |
Impact of the Merger on the Funds and their shareholders
For the shareholders in the Merging Fund
For the shareholders in the Receiving Fund
4.4 Shares of the Receiving Fund can be subscribed during the whole merger process.
As the assets of the Merging Fund will be sold prior to the Effective Date, the composition of the portfolio of the Merging Fund will be significantly impacted by the merger. This merger may involve a risk of performance dilution stemming from the restructuring of the portfolio of the Merging Fund.
The shareholders of the Merging Fund and of the Receiving Fund are invited to consult their own tax advisors in respect to the tax impact of the contemplated Merger.
Shareholders having any question relating to the above changes should not hesitate to contact their financial advisor or the Nordea Management Company’s department for Client Relationship Services at the following telephone number: +352 27 86 51 00 or the UK facilities agent, Financial Express Limited, its principal place of business being 2nd Floor, Golden House, 30 Great Pulteney Street, W1F 9NN, London.
Yours faithfully
On behalf of the NFOF Board of Directors and the MMA II Board of Directors
7 October 2019
Appendix I
Key features of the Merging Fund and of the Receiving Fund
The Merging Fund |
The Receiving Fund |
|||||
Investment objective The aim of the Merging Fund is wealth accumulation i.e. to increase the spending power of the Merging Fund at the highest possible rate while accepting the risks of potential loss necessary to achieve this. |
Investment objective The Receiving Fund’s objective is to seek long-term real returns by investing in target UCIs or via dedicated portfolios primarily focusing on sustainable investments, i.e. strategies that seek to align the investment objectives of long-term sustainability criteria and positive contributions to the environment and society, with generating positive financial returns. |
|||||
Investment policy The Merging Fund invests its net assets in other target funds of the open-ended type. The Merging Fund invests between 55% and 95% of its net assets value in target funds primarily investing in equities and equity related securities. The remaining part of the portfolio will be invested in target funds primarily investing in debt securities, cash and other transferable securities. In addition, the Merging Fund may seek to capture market opportunities, notably by investing in country- or industry-specific funds, including open-ended exchange traded funds.
|
Investment policy The Receiving Fund invests worldwide on a broadly diversified basis in fixed income and equity securities.
The Receiving Fund may invest up to 100% of its net assets in target UCIs. For liquidity purposes, the Receiving Fund may also hold money market instruments, cash or cash equivalents.
|
|||||
Derivatives and techniques The Merging Fund may use derivatives to achieve an efficient portfolio management or with the aim of reducing and/or generating additional capital or income. |
Derivatives and techniques The Receiving Fund may use derivatives which can reduce investment risks or increase risks (e.g. risk of failure of a counterparty). |
|||||
Suitability and investor profile The Merging Fund is suitable for investors with a medium risk profile who plan to be invested for more than five years. |
Suitability and investor profile The Receiving Fund is suitable for investors who wish to be exposed to investments in securities with a sustainability profile.
The Receiving Fund may appeal to investors who can afford the risks involved, who have a long-term investment horizon and want to invest in a broadly diversified portfolio of securities.
|
|||||
Risk considerations The risk and reward profile indicator measures the risk of price fluctuations in the Merging Fund based on the last 5 years volatility and places the Merging Fund in category 4. This means that the purchase of units in the Merging Fund is connected to medium risk of such fluctuations. Read the “Risk Descriptions” section in the prospectus carefully before investing in the Merging Funds, with special attention to: · Counterparty risk · Derivatives risk · Event risk · Liquidity risk |
Risk considerations The risk and reward profile indicator measures the risk of price fluctuations in the Receiving Fund based on the last 5 years volatility and places the Receiving Fund in category 4. This means that the purchase of units in the Fund is connected to medium risk of such fluctuations.
The Receiving Fund may be subject to substantial fluctuations. Factors that can trigger fluctuations or influence their extent include but are not limited to: · Changes affecting specific companies · Changes in interest rates · Changes in exchange rates · Changes in the prices of raw materials and energy resources · Changes affecting economic factors such as employment, public expenditure, indebtedness and inflation · Changes in the legal environment Changes in the confidence of investors in certain asset classes (e.g. equities), markets, countries, industries and sectors · Changes in securities lending rates
|
|||||
Investment manager: Nordea Investment Management AB
Benchmark: None
Base currency: EUR |
Investment manager: UBS Switzerland AG
Benchmark: None
Base currency: USD |
|||||
Fees and charges
1. Performance fee Nil 2. Entry and exit charges Entry charges: Up to 2.00 % Exit charges: Up to 1.00%
3. Ongoing charges |
Fees and charges
1. Performance fee Nil 2. Entry and exit charges: Entry charges: Up to 6.00 % Exit charges: None
3. Ongoing charges |
|||||
Share class |
ISIN |
Ongoing charges |
Share class |
ISIN |
Ongoing charges |
|
MMFB-BP-EUR |
LU0946759445 |
2.49% |
P-acc EUR-hedged |
LU1856116394 |
1.96% |
|
MMFB-BV-EUR |
LU0994715141 |
2.59% |
||||
MMFB-HB-DKK |
LU1070646051 |
2.50% |
P-acc DKK-hedged |
LU2008289337 |
1.96%* |
|
MMFB-HB-SEK |
LU0946759957 |
2.50% |
P-acc SEK-hedged |
LU2008289253 |
1.96%* |
|
MMFA-HB-NOK |
LU0946759874 |
2.50% |
P-acc NOK-hedged |
LU2008289410 |
1.96%* |
|
MMFB-HB-GBP |
LU0946759791 |
2.50% |
P-acc GBP-hedged |
LU2033266292 |
1.96%* |
|
MMFB-HBV-GBP |
LU1005849648 |
2.51% |
||||
MMFB-HB-USD |
LU0946760021 |
2.50% |
P-acc |
LU1856116048 |
1.96% |
*Estimated ongoing charges