ASA Gold and Precious Metals Limited · NYSE:ASA
ASA Gold and Precious Metals — Proxy Contest (March 2024)
33 slides from ASA Gold and Precious Metals's proxy contest presentation, Mar 22, 2024
Slide 1: Why a New Board Is Needed at ASA Gold and Precious Metals
Why a New Board Is Needed at ASA Gold and Precious Metals (NYSE: ASA) March 22, 2024
Slide 2: Table of Contents
PAGE 2 Saba Capital Strictly Private and Confidential Table of Contents • Executive Summary • The Need to Replace ASA’s Board and Advisor — ASA Has Substantially Underperformed its Benchmark Over the Past Three Years and Trades at a Significant Discount to NAV — ASA’s Leadership Has Ignored the Stee
Slide 3: Why We Are Seeking to Replace ASA's Four-Member Board
PAGE 3 Saba Capital Strictly Private and Confidential Why We Are Seeking to Replace ASA’s Four - Member Board • We are the largest shareholder of ASA, with beneficial ownership of 16.9% of ASA’s outstanding shares. • We believe ASA’s recent returns and its - 16.9% trading discount to net asset value
Slide 4: We Have a Track Record of Good Governance and Value Creation
PAGE 4 Saba Capital Strictly Private and Confidential We Have a Track Record of Good Governance and Value Creation • We are the world’s largest single investor in CEFs, managing a $5. 8 billion portfolio that is invested across more than 200 CEFs . • Our CEF investment strategy is anchored in protec
Slide 5: The Need to Replace ASA's Board and Advisor
The Need to Replace ASA’s Board and Advisor
Slide 6: ASA Has Underperformed its Benchmark by -21.9% Over the Last Three Years
PAGE 6 Saba Capital Strictly Private and Confidential ASA Has Underperformed its Benchmark by - 21.9% Over the Last Three Years • ASA has substantially underperformed over the last three years; this underperformance is partially recoverable by narrowing i ts discount to NAV. “My point is not to brag
Slide 7: ASA Trades at a -16.9% Discount to NAV
PAGE 7 Saba Capital Strictly Private and Confidential ASA Trades at a - 16.9% Discount to NAV • ASA currently trades at a - 16. 9 % discount to NAV. • ASA hasn’t traded at its full value in over 20 years. Bloomberg, as of 3/19/2024. ASA Gold and Precious Metals Ltd Discount to NAV -20% -15% -10% -5%
Slide 8: ASA's Discount to NAV Is Wider Than 93% of All U.S. CEFs
PAGE 8 Saba Capital Strictly Private and Confidential ASA’s Discount to NAV Is Wider Than 93% of All U.S. CEFs • ASA’s - 16.9% discount to NAV is worse than 385 of the 418 U.S. CEFs. • Only 18 CEFs have a worse discount. • ASA’s discount relative to the U.S. CEF universe is represented by the chart
Slide 9: Merk Refuses to Acknowledge ASA's Sizable Discount to NAV
PAGE 9 Saba Capital Strictly Private and Confidential Merk Refuses to Acknowledge ASA’s Sizable Discount to NAV – and Shirks Its Duty to Address the Discount Merk Investments blog post , 3/13/2024.
Slide 10: Merk's Beliefs Go Against Industry Best Practices and Recommendations
PAGE 10 Saba Capital Strictly Private and Confidential Merk’s Beliefs Go Against Industry Best Practices and Recommendations “ The Board has a general fiduciary duty to act in the best interests of shareholders, which includes an obligation to monitor the premium or discount and, if necessary, take
Slide 11: ASA's Board Is More Focused on Fighting Us Than Closing the Discount
PAGE 11 Saba Capital Strictly Private and Confidential ASA’s Board Is More Focused on Fighting Us – One of Its Shareholders – Than Closing the Discount • ASA’s Board has adopted what we believe to be an unlawful shareholder rights plan, or poison pill, to prevent us from increasing our investment in
Slide 12: ASA's Poison Pill: Speech by SEC Staff
PAGE 12 Saba Capital Strictly Private and Confidential ASA’s Poison Pill Speech by SEC Staff: Keynote Address at the Independent Directors Council Investment Company Directors Conference by Andrew J. Donohue 1 Director, Division of Investment Management U.S. Securities and Exchange Commission Amelia
Slide 13: Merk Is Misrepresenting Our Intentions
PAGE 13 Saba Capital Strictly Private and Confidential Merk Is Misrepresenting Our Intentions Merk Investments blog post , 3/18/2024.
Slide 14: We Are Seeking to Replace ASA's Current Board
PAGE 14 Saba Capital Strictly Private and Confidential We Are Seeking to Replace ASA’s Current Board • We believe ASA’s current directors have demonstrated a disregard for ASA’s recent underperformance and discount to NAV. • Replacing ASA’s directors with our nominees will bring enhanced independenc
Slide 15: We Believe Merk Needs to Go
PAGE 15 Saba Capital Strictly Private and Confidential We Believe Merk Needs to Go • We believe Merk’s poor management of ASA is the key reason why the Fund has traded at a persistent discount to NAV and recently underperformed its stated benchmark. • If a manager underperforms by a tremendous amoun
Slide 16: Merk Is Solely Focused on Retaining the Revenue of ASA
PAGE 16 Saba Capital Strictly Private and Confidential We Believe Merk Is Solely Focused on Retaining the Revenue of ASA – Even to the Detriment of Shareholders We estimate that ASA makes up more than 75% of Merk’s revenue, which explains its desperation to maintain those revenues at any expense to
Slide 17: Merk's Biggest Concern Appears to Be the Fees Paid on AUM
PAGE 17 Saba Capital Strictly Private and Confidential Merk’s Biggest Concern Appears to Be the Fees Paid on the Fund’s AUM Did ASA’s management think every name in its portfolio for the past five years was better than a ~20% return? Fund filings. Bloomberg. Widest Discount Shares Repurchased - 16.7
Slide 18: Merk Has Turned to a Law Firm with an Anti-Shareholder Track Record
PAGE 18 Saba Capital Strictly Private and Confidential To Retain Control of ASA, Merk Has Turned to a Law Firm with a Concerning, Anti - Shareholder Track Record Fund filings. Voya Skadden advised managers like Voya to illegally change voting standards in the face of contested elections to illegally
Slide 19: ASA Shareholders May Be at Their Last Chance for Change
PAGE 19 Saba Capital Strictly Private and Confidential ASA Shareholders Should Be Concerned That This May Be Their Last Chance for Change Bloomberg. Fund filings. • In 2020, in a virtually identical set of circumstances, a fund with ~$250 million in assets – making up a meaningful percentage of its
Slide 20: A New Board and Plan for ASA
A New Board and Plan for ASA Saba Capital {P
Slide 21: Our Independent and Qualified Nominee: Ketu Desai
PAGE 21 Saba Capital Strictly Private and Confidential Our Independent and Qualified Nominee: Ketu Desai Ketu Desai is an investment manager and former banker with closed - end fund board experience. • Founding Partner and Principal of i - squared Wealth Management, Inc., a private wealth investment
Slide 22: Our Independent and Qualified Nominee: Frederic Gabriel
PAGE 22 Saba Capital Strictly Private and Confidential Our Independent and Qualified Nominee: Frederic Gabriel Frederic Gabriel has 25 years of experience in investing and real estate, in addition to closed - end fund board experience. • Chief Executive Officer and Founder of Orion Realty. • Serves
Slide 23: Our Independent and Qualified Nominee: Paul Kazarian
PAGE 23 Saba Capital Strictly Private and Confidential Our Independent and Qualified Nominee: Paul Kazarian Paul Kazarian is an expert on closed - end funds, having worked as an investor in the space as well as having served as a fund director. • Portfolio manager at Saba Capital Management focused
Slide 24: Our Independent and Qualified Nominee: Garry Khasidy
PAGE 24 Saba Capital Strictly Private and Confidential Our Independent and Qualified Nominee: Garry Khasidy Garry Khasidy is a finance and investment management veteran with closed - end fund board experience. • Managing Director of ISAM Holdings LLC, a business advisory service that focuses on the
Slide 25: Our Nominees' Plan: Review All Available Strategies to Close ASA's Discount
PAGE 25 Saba Capital Strictly Private and Confidential Our Nominees’ Plan: Review All Available Strategies to Close ASA’s - 16.9% Discount • Our nominees would view addressing ASA’s discount to NAV as their #1 priority as directors. • Contrary to ASA’s claims, our nominees are not calling for a “coo
Slide 26: We Are Completely Aligned with Our Fellow Shareholders
PAGE 26 Saba Capital Strictly Private and Confidential We Are Completely Aligned with Our Fellow Shareholders • Despite Merk’s claims that “over 70% of [ASA’s] assets” are in “relatively illiquid small - cap stocks, convertible notes, and pri vate equity,” 1 Saba estimates that approximately 60% of
Slide 27: We Significantly Improved Performance at the Voya Prime Rate Trust
PAGE 27 Saba Capital Strictly Private and Confidential We Significantly Improved Performance at the Voya Prime Rate Trust (formerly NYSE: PPR) • Since Saba was appointed manager of the Voya Prime Rate Trust (now the Saba Capital Income & Opportunities Fund (NYSE: BRW)) in June 2021, we have signific
Slide 28: We Helped Eliminate the Discount at Center Coast Brookfield MLP Fund
PAGE 28 Saba Capital Strictly Private and Confidential We Helped Eliminate the Discount at Center Coast Brookfield MLP & Energy Infrastructure Fund (formerly NYSE: CEN) • Saba tries to find creative solutions for any fund that we’re involved in. • We do not have a “cookie cutter” approach. • CEN had
Slide 29: Appendix
Appendix Saba Capital {P
Slide 30: We Have Consistently Defended Shareholder Rights at CEFs
PAGE 30 Saba Capital Strictly Private and Confidential We Have Consistently Defended Shareholder Rights at CEFs; June 2020: The Arizona Superior Court issues a preliminary injunction that prevented Voya Prime Rate Trust (NYSE: PPR) from enforcing a byl aw amendment that substantially raised the voti
Slide 31: Tender Offers Can Be Effective at Narrowing Funds' Discounts
PAGE 31 Saba Capital Strictly Private and Confidential Contrary to ASA’s Claims, Tender Offers Can Be Effective at Narrowing Funds’ Discounts in Appropriate Situations NHS tender announced: Oct. 19, 2020 Average discount to NAV three years prior to tender announcement: - 9.85% Average discount to NA
Slide 32: Tender Offers Can Be Effective at Narrowing Funds' Discounts (Cont.)
PAGE 32 Saba Capital Strictly Private and Confidential Contrary to ASA’s Claims, Tender Offers Can Be Effective at Narrowing Funds’ Discounts in Appropriate Situations (Cont.) HIX deal announced: Jun. 22, 2020 Average discount to NAV during three years prior to deal announcement: - 10% Average disco
Slide 33: Disclaimer
PAGE 33 Saba Capital Strictly Private and Confidential Disclaimer The materials in this presentation (the “Presentation”) are for informational purposes only, are not complete and do not cons tit ute an agreement, offer, a solicitation of an offer, or any advice or recommendation to enter into or co
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