Item 8.01. Other Events.
On June 12, 2023 (the "Closing Date"), Credit Suisse Group AG ("CS Group")
merged with and into UBS Group AG, a global financial services company ("UBS
Group"), with UBS Group remaining as the surviving company (the "Transaction"),
pursuant to a definitive merger agreement signed on March 19, 2023. CS Group was
the ultimate parent company of Credit Suisse Asset Management, LLC ("Credit
Suisse"), Credit Suisse High Yield Bond Fund's (the "Fund") investment manager.
As a result of the Transaction, Credit Suisse is now an indirect wholly-owned
subsidiary of UBS Group.
The Fund's investment advisory agreement with Credit Suisse may be deemed to
have terminated under applicable law in connection with the closing of the
Transaction. The Fund's Board of Trustees (the "Board") approved an interim
investment advisory agreement for the Fund, which took effect on the Closing
Date and permits Credit Suisse to continue to provide investment advisory
services to the Fund (for a maximum period of up to 150 days following the
Closing Date) until the Fund obtains shareholder approval of a new investment
advisory agreement.
In addition, on June 7, 2023, Credit Suisse and certain of its affiliates filed
an application (the "Application") for a waiver from disqualification under
Section 9(a) of the Investment Company Act of 1940 (the "1940 Act") from serving
as investment adviser to registered investment companies, including the Fund, in
connection with a consent order and final judgment (the "Consent Judgment")
filed in New Jersey Superior Court on October 24, 2022. The Consent Judgment was
entered against certain of Credit Suisse's affiliates, but did not involve the
Fund or the services that Credit Suisse and its affiliates provided to the Fund.
Because Credit Suisse is an affiliate of the entities subject to the Consent
Judgment, it could also be subject to disqualification under Section 9(a),
despite not being involved in the conduct underlying the Consent Judgment. Upon
learning of the terms of the Consent Judgment and the potential consequences
thereof under Section 9(a), Credit Suisse promptly contacted the Board and the
Staff of the Securities and Exchange Commission (the "SEC"), including with
respect to Credit Suisse's view (as supported by outside counsel to the Funds)
that the Consent Judgment was not disqualifying. Since the Consent Judgment was
entered, Credit Suisse has continued to provide investment advisory services to
the Fund (the "Services").
As requested in the Application, the SEC granted a temporary waiver from
Section 9(a) to Credit Suisse and its affiliates, as well as to UBS Group and
its affiliates ("UBS"), on June 7, 2023. The temporary waiver became effective
on the Closing Date. Credit Suisse and certain of its affiliates also applied
for (i) a time-limited exemption from Section 9(a) (the "Time-Limited
Exemption"), which, if granted, would enable Credit Suisse to provide the
Services to the Fund until the 12-month anniversary of the Closing Date (by
which point it is currently anticipated that the Services will be transferred to
one or more UBS asset management affiliates), and (ii) a permanent exemption
from Section 9(a) for UBS (together with the Time-Limited Exemption, the
"Exemptions"). The SEC has not yet taken final action on the application for the
Exemptions.
No immediate changes to the Fund's investment strategies or portfolio managers
in connection with the Transaction or the Time-Limited Exemption are anticipated
at this time. It is currently expected that the Services will be transferred
from Credit Suisse to UBS within one year of the Closing Date, subject to any
approvals deemed necessary. However, such changes have not yet been finalized.
Until such time that the Services are transferred, Credit Suisse expects to
continue to provide the Services to the Fund. If the Services are not
transferred to UBS (or another third party) prior to termination of the
Time-Limited Exemption, it is expected that Credit Suisse will be disqualified
from providing the Services to the Fund.
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