UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
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TAX-FREE FIXED INCOME FUND III FOR PUERTO RICO RESIDENTS, INC.
(Name of Registrant as Specified In Its Charter)
Ocean Capital LLC
William Heath Hawk
Roxana Cruz-Rivera
José R. Izquierdo II
Brent D. Rosenthal
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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On December 20, 2021, Ocean Capital LLC (“Ocean Capital”) issued the following press release, a copy of which is filed as Exhibit 1. Additionally, on December 20, 2021, Ocean Capital posted certain materials on its website. Copies of such materials are filed as Exhibit 2.
Ocean Capital Exposes UBS Puerto Rico Bond Fund’s Latest Attempt to Prevent Shareholder-Driven Boardroom Change
Addresses Error-Laden Communication from UBS-Managed Fund, Which Attempted to Block Ocean Capital’s Proper Nomination Notice Without Valid Justification
Highlights that the Boards are Outsourcing their Responsibilities to Expensive, Mainland Legal Advisors to Fight the Will of the Funds’ Shareholders
Reiterates Intent to Change the Unacceptable Status Quo Across UBS Puerto Rico Bond Funds, No Matter How Long it Takes
Urges Shareholders to Vote on the BLUE Card to Elect Ocean Capital’s Slate of Nominees at Annual Meetings Currently Scheduled for December 21, 2021, January 13, 2022 and February 17, 2022
Visit www.ImproveUBSPRFunds.com for Updates and Information on How to Vote the BLUE Card
SAN JUAN, Puerto Rico--(BUSINESS WIRE)--Ocean Capital LLC (collectively with its affiliates, “Ocean Capital” or “we”) is a significant shareholder across numerous Puerto Rico closed-end bond funds (the “Funds”), which are managed or co-managed by an affiliate of UBS Financial Services Incorporated of Puerto Rico (“UBS”). Ocean Capital owns approximately 13% of the outstanding shares of Puerto Rico Residents Tax-Free Fund, Inc. (“PRITF I”) and today released a statement regarding counsel for PRITF I’s baseless attempt to block Ocean Capital’s recent nomination notice.
W. Heath Hawk, managing member of Ocean Capital, commented:
“As many shareholders are aware, Ocean Capital has nominated highly-qualified and independent individuals for election to the Boards of Directors of certain UBS-managed Puerto Rico bond funds. We nominated these individuals because shareholders have been forced to endure unacceptable losses over the Funds’ respective lifetimes. Over the past six months, the Funds have repeatedly failed to meet voting quorum at the Annual Meetings, which we believe represents a clear lack of shareholder support for the incumbent directors. Unfortunately, rather than explore a less costly, constructive solution with us, these directors seem intent on keeping the stalemate and continuing to waste shareholders’ capital trying to fight one of their largest investors in order to hold onto their long-tenured, high-paying positions.
In addition to delaying the Funds’ Annual Meetings numerous times due to a lack of quorum and refusing to take our questions at the Annual Meetings before adjournment, PRITF I recently attempted to invalidate our timely and accurate nomination notice. Despite us delivering the nomination notice well before the November 22nd deadline and documenting proof of delivery, a letter sent by PRITF I’s Chicago-headquartered legal counsel falsely asserted that our notice was invalid because it had not been delivered. Instead of seeking to invalidate our notice, perhaps PRITF I should have first checked its records more thoroughly with its Corporate Secretary. As a significant shareholder across the Funds, we are shocked that the incumbent directors continue to squander shareholder capital on seemingly frivolous and illegitimate anti-investor exercises such as these. We fear that millions of dollars have been spent on mainland legal counsel – all in order to fight the will of shareholders that we believe continue to be fed up with the culture of underperformance and waste at the Funds. We also seriously question why the Boards seem intent on outsourcing their responsibilities to an expensive, U.S.-based law firm.
Thankfully, shareholders have an opportunity to bring about much-needed change at the Funds’ upcoming Annual Meetings. It is important to stress that investors should not be discouraged by the anti-shareholder conduct being sanctioned by the Funds. In our view, the best thing you can do is stand up to the Funds and UBS by voting to elect each of our director candidates, who have the experience and independence necessary to improve governance and performance at the Funds. To be clear, we intend to facilitate boardroom-level change across the Funds – no matter how long it takes or what it costs.”
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Read Ocean Capital’s correspondence with counsel for PRITF I here.
Before checking out for the holidays, we encourage shareholders to meet Ocean Capital’s independent director candidates and vote ahead of the Annual Meetings, which are currently scheduled for:
| ● | December 21, 2021: Puerto Rico Residents Tax-Free Fund, Inc. (PRITF I). |
| ● | January 13, 2022: Tax-Free Fixed Income Fund for Puerto Rico Residents, Inc. (Fund I), Tax-Free Fixed Income Fund III for Puerto Rico Residents, Inc. (Fund III), Tax-Free Fixed Income Fund IV for Puerto Rico Residents, Inc. (Fund IV), Tax-Free Fixed Income Fund V for Puerto Rico Residents, Inc. (Fund V), and Puerto Rico Residents Tax-Free Fund VI, Inc. (PRITF VI). |
| ● | February 17, 2022: Puerto Rico Residents Tax-Free Fund IV, Inc. (PRITF IV). |
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VOTE “FOR” OCEAN CAPITAL’S HIGHLY-QUALIFIED DIRECTOR CANDIDATES ON THE BLUE PROXY CARD TODAY.
IF YOU ARE A FUND ADVISOR WITH CLIENTS WHO WISH TO EXERCISE THEIR RIGHT FOR CHANGE BY VOTING THE BLUE PROXY CARD, PLEASE CONTACT OUR PROXY SOLICITOR, MORROW SODALI, AT (203) 658-9400 OR (800) 662-5200, OR VIA E-MAIL AT OCEAN@INVESTOR.MORROWSODALI.COM.
SIGN UP FOR UPDATES RELATED TO OUR CAMPAIGNS AT THE UBS-MANAGED FUNDS AT WWW.IMPROVEUBSPRFUNDS.COM.
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Certain Information Concerning the Participants
To the Shareholders of Puerto Rico Residents Tax-Free Fund, Inc. (PRITF I):
Ocean Capital and the other participants in its solicitation (collectively, the “PRITF I Participants”) have filed with the Securities and Exchange Commission (the “SEC”) a definitive proxy statement and accompanying form of BLUE proxy card to be used in connection with the solicitation of proxies from the shareholders of PRITF I with respect to its upcoming annual meeting of shareholders. All shareholders of PRITF I are advised to read the definitive proxy statement and other documents related to the solicitation of proxies by the PRITF I Participants when they become available, as they contain important information, including additional information relating to the PRITF I Participants and their direct or indirect interests, by security holdings or otherwise. The definitive proxy statement and accompanying BLUE proxy card, any amendments or supplements to the definitive proxy statement, and other relevant documents filed by the PRITF I Participants with the SEC are available at no charge on the SEC’s website at http://www.sec.gov.
Information about the PRITF I Participants and a description of their direct or indirect interests, by security holdings or otherwise, is contained in a definitive proxy statement on Schedule 14A filed by the PRITF I Participants with the SEC on December 7, 2021. This document is available free of charge from the source indicated above.
To the Shareholders of Puerto Rico Residents Tax-Free Fund IV, Inc. (PRITF IV):
Ocean Capital and the other participants in its solicitation (collectively, the “PRITF IV Participants”) have filed with the Securities and Exchange Commission (the “SEC”) a definitive proxy statement and accompanying form of BLUE proxy card to be used in connection with the solicitation of proxies from the shareholders of PRITF IV with respect to its upcoming annual meeting of shareholders. All shareholders of PRITF IV are advised to read the definitive proxy statement and other documents related to the solicitation of proxies by the PRITF IV Participants when they become available, as they contain important information, including additional information relating to the PRITF IV Participants and their direct or indirect interests, by security holdings or otherwise. The definitive proxy statement and accompanying BLUE proxy card, any amendments or supplements to the definitive proxy statement, and other relevant documents filed by the PRITF IV Participants with the SEC are available at no charge on the SEC’s website at http://www.sec.gov.
Information about the PRITF IV Participants and a description of their direct or indirect interests, by security holdings or otherwise, is contained in a definitive proxy statement on Schedule 14A filed by the PRITF IV Participants with the SEC on December 7, 2021. This document is available free of charge from the source indicated above.
To the Shareholders of Puerto Rico Residents Tax-Free Fund VI, Inc. (PRITF VI):
Ocean Capital and the other participants in its solicitation (collectively, the “PRITF VI Participants”) have filed with the Securities and Exchange Commission (the “SEC”) a definitive proxy statement and accompanying form of BLUE proxy card to be used in connection with the solicitation of proxies from the shareholders of PRITF VI with respect to its upcoming annual meeting of shareholders. All shareholders of PRITF VI are advised to read the definitive proxy statement and other documents related to the solicitation of proxies by the PRITF VI Participants when they become available, as they contain important information, including additional information relating to the PRITF VI Participants and their direct or indirect interests, by security holdings or otherwise. The definitive proxy statement and accompanying BLUE proxy card, any amendments or supplements to the definitive proxy statement, and other relevant documents filed by the PRITF VI Participants with the SEC are available at no charge on the SEC’s website at http://www.sec.gov.
Information about the PRITF VI Participants and a description of their direct or indirect interests, by security holdings or otherwise, is contained in a definitive proxy statement on Schedule 14A filed by the PRITF VI Participants with the SEC on September 21, 2021. This document is available free of charge from the source indicated above.
To the Shareholders of Tax-Free Fixed Income Fund for Puerto Rico Residents, Inc. (Fund I):
Ocean Capital and the other participants in its solicitation (collectively, the “Fund I Participants”) have filed with the Securities and Exchange Commission (the “SEC”) a definitive proxy statement and accompanying form of BLUE proxy card to be used in connection with the solicitation of proxies from the shareholders of Fund I with respect to its upcoming annual meeting of shareholders. All shareholders of Fund I are advised to read the definitive proxy statement and other documents related to the solicitation of proxies by the Fund I Participants when they become available, as they contain important information, including additional information relating to the Fund I Participants and their direct or indirect interests, by security holdings or otherwise. The definitive proxy statement and accompanying BLUE proxy card, any amendments or supplements to the definitive proxy statement, and other relevant documents filed by the Fund I Participants with the SEC are available at no charge on the SEC’s website at http://www.sec.gov.
Information about the Fund I Participants and a description of their direct or indirect interests, by security holdings or otherwise, is contained in a definitive proxy statement on Schedule 14A filed by the Fund I Participants with the SEC on October 12, 2021. This document is available free of charge from the source indicated above.
To the Shareholders of Tax-Free Fixed Income Fund III for Puerto Rico Residents, Inc. (Fund III):
Ocean Capital and the other participants in its solicitation (collectively, the “Fund III Participants”) have filed with the Securities and Exchange Commission (the “SEC”) a definitive proxy statement and accompanying form of BLUE proxy card to be used in connection with the solicitation of proxies from the shareholders of Fund I with respect to its upcoming annual meeting of shareholders. All shareholders of Fund III are advised to read the definitive proxy statement and other documents related to the solicitation of proxies by the Fund III Participants when they become available, as they contain important information, including additional information relating to the Fund III Participants and their direct or indirect interests, by security holdings or otherwise. The definitive proxy statement and accompanying BLUE proxy card, any amendments or supplements to the definitive proxy statement, and other relevant documents filed by the Fund III Participants with the SEC are available at no charge on the SEC’s website at http://www.sec.gov.
Information about the Fund III Participants and a description of their direct or indirect interests, by security holdings or otherwise, is contained in a definitive proxy statement on Schedule 14A filed by the Fund III Participants with the SEC on October 12, 2021. This document is available free of charge from the source indicated above.
To the Shareholders of Tax-Free Fixed Income Fund IV for Puerto Rico Residents, Inc. (Fund IV):
Ocean Capital and the other participants in its solicitation (collectively, the “Fund IV Participants”) have filed with the Securities and Exchange Commission (the “SEC”) a definitive proxy statement and accompanying form of BLUE proxy card to be used in connection with the solicitation of proxies from the shareholders of Fund IV with respect to its upcoming annual meeting of shareholders. All shareholders of Fund IV are advised to read the definitive proxy statement and other documents related to the solicitation of proxies by the Fund IV Participants when they become available, as they contain important information, including additional information relating to the Fund IV Participants and their direct or indirect interests, by security holdings or otherwise. The definitive proxy statement and accompanying BLUE proxy card, any amendments or supplements to the definitive proxy statement, and other relevant documents filed by the Fund IV Participants with the SEC are available at no charge on the SEC’s website at http://www.sec.gov.
Information about the Fund IV Participants and a description of their direct or indirect interests, by security holdings or otherwise, is contained in a definitive proxy statement on Schedule 14A filed by the Fund IV Participants with the SEC on July 28, 2021. This document is available free of charge from the source indicated above.
To the Shareholders of Tax-Free Fixed Income Fund V for Puerto Rico Residents, Inc. (Fund V):
Ocean Capital and the other participants in its solicitation (collectively, the “Fund V Participants”) have filed with the Securities and Exchange Commission (the “SEC”) a definitive proxy statement and accompanying form of BLUE proxy card to be used in connection with the solicitation of proxies from the shareholders of Fund V with respect to its upcoming annual meeting of shareholders. All shareholders of Fund V are advised to read the definitive proxy statement and other documents related to the solicitation of proxies by the Fund V Participants when they become available, as they contain important information, including additional information relating to the Fund V Participants and their direct or indirect interests, by security holdings or otherwise. The definitive proxy statement and accompanying BLUE proxy card, any amendments or supplements to the definitive proxy statement, and other relevant documents filed by the Fund V Participants with the SEC are available at no charge on the SEC’s website at http://www.sec.gov.
Information about the Fund V Participants and a description of their direct or indirect interests, by security holdings or otherwise, is contained in a definitive proxy statement on Schedule 14A filed by the Fund V Participants with the SEC on July 28, 2021. This document is available free of charge from the source indicated above.
Contacts
For Investors:
Morrow Sodali
Mike Verrechia / Bill Dooley, 800-662-5200
ocean@investor.morrowsodali.com
For Media:
MKA
Charlotte Kiaie / Ashley Areopagita, 646-386-0091
ckiaie@mkacomms.com / aareopagita@mkacomms.com
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