UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
§ 240.13d-2(a)
(Amendment No. 1) 1
First Trust/Aberdeen Global Opportunity Income Fund
(Name of Issuer)
Common Stock
(Title of Class of Securities)
337319107
(CUSIP Number)
Daniel Lippincott, Senior Tax-Sensitive Manager
Karpus Management, Inc.
d/b/a Karpus Investment Management
183 Sully’s Trail
Pittsford, New York 14534
(585) 586-4680
Authorized to Receive Notices and Communications)
February 10, 2017
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box x.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.
_______________
1 The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP NO. 337319107
1 | NAME OF REPORTING PERSON Karpus Investment Management | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o | |
3 | SEC USE ONLY | ||
4 | SOURCE OF FUNDS AF | ||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | ¨ | |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION NEW YORK | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 3,353,417 | |
8 | SHARED VOTING POWER - | ||
9 | SOLE DISPOSITIVE POWER 3,353,417 | ||
10 | SHARED DISPOSITIVE POWER - | ||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,353,417 | ||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o | |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 19.42% | ||
14 | TYPE OF REPORTING PERSON IA |
CUSIP NO. 337319107
1 | NAME OF REPORTING PERSON George W. Karpus | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o | |
3 | SEC USE ONLY | ||
4 | SOURCE OF FUNDS AF | ||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | ¨ | |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION NEW YORK | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 11,910* | |
8 | SHARED VOTING POWER 17,300* | ||
9 | SOLE DISPOSITIVE POWER 11,910* | ||
10 | SHARED DISPOSITIVE POWER 17,300* | ||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 29,210* | ||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o | |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less than 1% | ||
14 | TYPE OF REPORTING PERSON OO |
CUSIP NO. 337319107
The following constitutes Amendment No. 1 to the Schedule 13D filed by the undersigned (“Amendment No. 1 ”). This Amendment No. 1 amends the Schedule 13D as specifically set forth herein.
Item 3. | Source and Amount of Funds or Other Consideration. |
Karpus, an independent registered investment advisor, has accumulated 3,353,417 Shares on behalf of accounts that are managed by Karpus (the "Accounts") under limited powers of attorney, which represents 19.42% of the Issuer's outstanding shares. All Funds that have been utilized in making such purchases are from such Accounts. The aggregate purchase price of the 3,353,417 Shares beneficially owned by Karpus is approximately $34,785,275, excluding brokerage commissions. The aggregate purchase price of the 29,210 shares held by Mr. Karpus and the Karpus Entities is approximately $300,192, excluding brokerage commissions.
Item 4. | Purpose of Transaction.. |
Item 4 is hereby amended to add the following:
On Februay 10, 2017, Karpus Management, Inc., d/b/a Karpus Investment Management, the First Trust/Aberdeen Global Opportunity Income Fund and First Trust Advisors L.P. entered into an Agreement, as is fully included hereto as Exhibit 99.1.
Item 5. | Interest in Securities of the Issuer. |
A. | Karpus |
(a) | As of the close of business on February 7, 2017 Karpus beneficially owned the 3,353,417 Shares held in the Accounts. |
Percentage: Approximately 19.42%
(b) | 1. Sole power to vote or direct vote: 3,353,417 |
2. Shared power to vote or direct vote: 0 |
3. Sole power to dispose or direct the disposition: 3,353,417 |
4. Shared power to dispose or direct the disposition: 0 |
(c) | The transactions in the Shares by Karpus over the last 60 days are set forth in Schedule B and are incorporated herein by reference. |
Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer. |
On Februay 10, 2017, Karpus Management, Inc., d/b/a Karpus Investment Management, the First Trust/Aberdeen Global Opportunity Income Fund and First Trust Advisors L.P. entered into an Agreement, referenced in Item 4, above, and attached as Exhibit 99.1 hereto.
On November 11, 2016, the Reporting Persons entered into a Joint Filing Agreement in which the Reporting Persons agreed to the joint filing on behalf of each of them of statements on Schedule 13D with respect to the securities of the Issuer to the extent required by applicable law. The Joint Filing Agreement is attached hereto as Exhibit 99.2 and is incorporated herein by reference.
Item 7. | Material to be Filed as Exhibits.. |
99.1 | Agreement between Karpus Management, Inc., d/b/a Karpus Investment Management, the First Trust/Aberdeen Global Opportunity Income Fund and First Trust Advisors L.P., dated February 10, 2017 |
99.2 | Joint Filing Agreement By and Between Karpus Management, Inc. and George W. Karpus, dated February 14, 2016. |
SIGNATURES
After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: February 15, 2017
KARPUS MANAGEMENT, INC. | |||
By: | /s/ Daniel Lippincott | ||
Name: | Daniel Lippincott | ||
Title: | Director of Investment Personnel and Sr. Tax-Sensitive Portfolio Manager |
/s/ George W. Karpus | |
GEORGE W. KARPUS |
CUSIP NO. 337319107
SCHEDULE A
Executive Officers & Directors of Karpus Management, Inc., d/b/a Karpus Investment Management
Name | Position & Present Principal Occupation | Business Address | Shares Owned |
George W. Karpus | President, CEO, and Chairman of the Board | 183 Sully’s Trail, Pittsford, New York 14534 | See Above |
Kathleen Finnerty Crane | Chief Financial Officer and Chief Compliance Officer | 183 Sully’s Trail, Pittsford, New York 14534 | 50 Shares |
Dana R. Consler | Executive Vice President | 183 Sully’s Trail, Pittsford, New York 14534 | None |
Thomas M. Duffy | Vice President | 183 Sully’s Trail, Pittsford, New York 14534 | None |
Sharon L. Thornton | Senior Director of Investments | 183 Sully’s Trail, Pittsford, New York 14534 | None |
Daniel L. Lippincott | Sr. Tax-Sensitive Manager and Director of Investment Personnel | 183 Sully’s Trail, Pittsford, New York 14534 | None |
CUSIP NO. 337319107
SCHEDULE B
Transactions in the Shares Since Over the Last 60 Days
Nature of the Transaction | Securities Purchased/(Sold) | Price Per Share($) | Date of Purchase / Sale |
KARPUS MANAGEMENT, INC., D/B/A/ KARPUS INVESTMENT MANAGEMENT
(THROUGH THE ACCOUNTS)
(THROUGH THE ACCOUNTS)
Purchase of Common Stock | 26 | $10.97 | 12/12/2016 |
Sale of Common Stock | (1,725) | $10.94 | 12/14/2016 |
Sale of Common Stock | (900) | $10.93 | 12/19/2016 |
Sale of Common Stock | (900) | $10.92 | 12/20/2016 |
Sale of Common Stock | (15,000) | $10.91 | 12/21/2016 |
Sale of Common Stock | (400) | $10.93 | 12/22/2016 |
Sale of Common Stock | (300) | $11.10 | 1/3/2017 |
Sale of Common Stock | (900) | $11.09 | 1/4/2017 |
Sale of Common Stock | (335) | $11.20 | 1/11/2017 |
Sale of Common Stock | (7,239) | $11.21 | 1/17/2017 |
Sale of Common Stock | (500) | $11.25 | 1/20/2017 |
EXHIBIT 99.1
AGREEMENT
- 1. First Trust Obligations. The Fund agrees, contingent upon Karpus' mutual acceptance of the terms of this Agreement, to:
- (a) commence a tender offer pursuant to the rules and regulations of the Securities Exchange Act of 1934, as amended, no later than June 1, 2017, for up to 25% of the then outstanding common shares of the Fund at a price equal to 98% of the NAV of the Fund's common shares as determined as of the close of the regular trading session of the New York Stock Exchange on the date the tender offer expires. The tender offer shall expire on or before July 1, 2017; provided that the tender offer may be extended if required by law ("Tender Offer"). The Tender Offer shall require odd lot tenders to be subject to the same proration terms as tenders of 100 shares or more; and
- (b) issue a press release (the "Announcement") with respect to the Tender Offer, such Announcement to announce the action taken by the Board hereunder, which release shall be in the Form attached as Exhibit A and shall be issued no later than 9:30 am Eastern time on the day after the execution of this Agreement.
- 2. Karpus Obligations. Karpus agrees as follows:
- (a) The Karpus Proposal for the Fund shall be deemed to have been withdrawn upon the Announcement being made and Karpus shall not submit any other proposals or nominees for the Fund's 2017 annual shareholder meeting;
- (b) Karpus shall tender 100% of its then-owned common shares of the Fund in the Tender Offer;
- (c) With respect to matters presented at the annual shareholder meetings or at any special meeting of shareholders of the Fund and of any other investment company advised by the Adviser other than First Trust Enhanced Equity Income Fund (each, a "First Trust Fund" and collectively with the Fund, the "First Trust Funds") held prior to the Termination Time (as defined below):
- (i) Karpus shall vote, or shall direct to be voted, all shares of any First Trust Fund over which Karpus, its affiliates or persons affiliated with Karpus have discretion or beneficial ownership in accordance with the applicable board of trustees/directors' (or similar body, a "board") recommendations, other than matters relating to a change in a fundamental investment policy of such First Trust Fund, as to which matters Karpus shall vote as it so determines;
- (vii) Karpus shall conform with the following restrictions, with respect to any First Trust Fund:
- aa. Karpus shall refrain from joining, creating or collaborating with any group of unaffiliated third parties concerning any First Trust Fund, other than in accordance with the board's recommendations;
- 3. First Trust and Karpus Obligations. (a) Subject to Section 3(b), each Party hereto covenants and agrees that it will not, directly or indirectly, initiate or cause to be initiated (or encourage or aid in the initiation of) against any other Party hereto or their respective past, present or future Trustees, directors, managers, officers, advisers, attorneys, agents or employees, directly or indirectly, any suit, action, or proceeding of any kind, or participate, directly or indirectly, in any such action, individually, derivatively, as a representative or member of a class, witness or otherwise, under any contract (express or implied), fiduciary duty, common law or equitable doctrine, law, statute, or regulation, federal, state or local that such Party has, claims to have had or otherwise may have in connection with, in any way relating to, arising out of, directly or indirectly from or in consequence of any transactions contemplated hereunder, including, without limitation, the Tender Offer or any documents, actions or deliberations relating to the Tender Offer. The covenants herein will be a complete defense to any suit, action or proceeding brought in violation of this Section 3(a). Nothing herein limits the right of any party hereto to bring an action to enforce this Agreement or based on an alleged material breach of this Agreement.
- (b) In the event of a material breach of this Agreement, the covenants set forth in Section 3(a), as applicable, will not be binding on the party not in breach.
- 17. Notices. Unless otherwise provided herein, all notices called for by this Agreement shall be given in writing, or by facsimile transmission. Until notice is given to the contrary in accordance with this Paragraph 17, all notices to the respective Parties shall be directed to:
- Attention: W. Scott Jardine
- If to Karpus:
- Attention: Daniel Lippincott
- 18. Entire Agreement. This Agreement, together with any written agreement entered into by the Parties on or after the date of this Agreement, shall constitute the entire Agreement among the Parties and shall supersede all previous agreements, promises, proposals, representations, understandings and negotiations, whether written or oral, among the Parties respecting the subject matter hereof.
[Signature Page Follows]
- FIRST TRUST/ABERDEEN GLOBAL OPPORTUNITY INCOME FUND
- FIRST TRUST ADVISORS L.P.
- KARPUS MANAGEMENT, INC.
EXHIBIT A
ANNOUNCEMENT
PRESS RELEASE
SOURCE: First Trust/Aberdeen Global Opportunity Income Fund
First Trust/Aberdeen Global Opportunity Income Fund Announces Plan for Tender Offer
_______________________________________________________________ CONTACT: Jeff Margolin - (630) 765-7643 SOURCE: First Trust/Aberdeen Global Opportunity Income Fund
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto), dated the date hereof, with respect to the shares of Common Stock of the First Trust/Aberdeen Global Opportunity Income Fund. This Joint Filing Agreement shall be filed as an Exhibit to such statement.November 14, 2016
EXHIBIT 99.2
Joint Filing Agreement
KARPUS MANAGEMENT, INC. | |||
By: | /s/ Daniel Lippincott | ||
Name: | Daniel Lippincott | ||
Title: | Director of Investment Personnel and Sr. Tax-Sensitive Portfolio Manager |
/s/ George W. Karpus | |
GEORGE W. KARPUS |