ASA Gold & Precious Metals Files Proxy Materials

TL;DR

ASA Gold & Precious Metals filed proxy materials on 4/5/24, including activist commentary from Axel Merk.

AI Summary

ASA Gold and Precious Metals Limited filed a Definitive Additional Materials proxy statement on April 5, 2024. The filing includes materials related to Axel Merk's commentary on contending with activists, dated Thursday, March 25, 2024. No filing fee was required for this submission.

Why It Matters

This filing provides insight into the company's communication strategy and potential responses to activist investor pressures, which can impact shareholder value and corporate governance.

Risk Assessment

Risk Level: low — The filing is a routine proxy statement and does not contain information indicating significant financial or operational risks.

Key Players & Entities

• ASA Gold and Precious Metals Limited (company) — Registrant
• Axel Merk (person) — Commentator on activist investors
• April 5, 2024 (date) — Filing date
• March 25, 2024 (date) — Date of commentary

FAQ

Key Financial Figures

• $1.1 billion — stments. Merk Investments manages about $1.1 billion in gold and gold mining investments. Me

Filing Documents

• asa-defa14a_040524.htm (DEFA14A) — 32KB
• asa_003.jpg (GRAPHIC) — 25KB
• asa_002.jpg (GRAPHIC) — 2KB
• 0001999371-24-004528.txt ( ) — 66KB

From the Filing

DEFINITIVE PROXY SOLICITING MATERIALS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Pursuant to §240.14a-12 ASA Gold and Precious Metals Limited (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): No fee required. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a–6(i)(1) and 0–11. Fee paid previously with preliminary materials. Axel Merk on contending with activists Thusrday, March 25, 2024 Axel Merk, Founder and CEO of Merk Investments, talks about his firm's ASA Gold and Precious Metals fund (ASA), a non-diversified closed-end precious metals and mining fund established in 1958. Merk discusses the impact that activist hedge fund Saba Capital Management is having on the fund and its shareholders as it moves to change the board and close ASA's discount. He also gives his view of the current state of the gold and silver market. The video interview can be found on AICA's website by clicking here: https://aicalliance.org/axel-merk-on-contending-with-activists/ Jane King : Axel Merk is the founder and CEO of Merk Investments. Merk Investments manages about $1.1 billion in gold and gold mining investments. Merk created the first US-based physical gold exchange-traded fund with a patented process to facilitate delivery to investors in gold in either coins or bars. Axel Merk is a sought-after speaker and author on topics ranging from the economy, currencies, precious metals, sustainable wealth and personal finance, so welcome to have you here. I'd like to talk a little bit about this Saba Capital situation, and they're attempting to take control of ASA Gold & Precious Metals Limited, explain what is going on there. They filed a shareholder lawsuit, what would be the broader implications for the precious metals industry if this would happen? Website : AICalliance.org   ◊   Phone : (888) 400-9694 Axel Merk : Yes, how many hours do we have? Jane King : As concise as possible. Axel Merk : ASA is a nightly traded closed-end fund that's been around since 1958, and it's unique in that most closed-end funds are fixed-income products. We invest in the mining sector, in gold mining companies, notably in fairly illiquid junior mining companies. And like many closed-end funds, ASA trades at a discount most of the time, and Saba has decided they want to "close the discount". Unfortunately Saba has not engaged with us to learn about the unique aspects of ASA, and they accumulated shares and at some point without engaging they said we haven't done our job, why don't we replace the directors? And so at that state the board decided that, let's slow things down, and we have to ask shareholders of what they want in general, not just one shareholder. Jane King : So this is an activist investor basically. Axel Merk : Yes. Jane King : I mean, how do you deal with that? What is the board's role when something like this comes up? Axel Merk : Well, the board represents all shareholders, and this board even before I came on the board and before Merk Investments started managing this fund in 2019, has always sought the input from investors. We have an active outreach, with Saba we reached out about a year ago after we saw them show up in the filings, and so we tried to solicit their input and then the board has to decide on what's the right thing for the fund. And the board believes that if they want to do certain things like a tender offer, well, we have to explain what the implications are. Because when you have over 70% in illiquid stocks and a requirement to have 20% in US custody, which is a unique feature of our fund where you tend to have the more liquid stocks, you can't have a tender offer without investors potentially frontrunning a sale and causing a lot of havoc, and so one needs to be more nuanced. Website : AICalliance.org   ◊   Phone : (888) 400-9694 And the board's responsibility to look at the entire context, also in the context of the viability of the fund in the long run if investors want liquidation, which is for example one way to theoretically at least get the NAV. And I say theoretically because in the liquidation scenario you also have the problem that you need to liquidate illiquid securities, so that's a drawn out process and we believe the current board is best suited to do that. We happen to think that most investors like to invest in the gold mining space. Now there are clearly different type

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