SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a)
OF THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. )
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Filed by the Registrant / X /
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Filed by a party other than the Registrant / /
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Check the appropriate box:
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/ / Preliminary Proxy Statement
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/ / Confidential, for Use of the Commission Only (as
- ---- permitted by Rule 14a-6(e)(2))
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/ / Definitive Proxy Statement
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/ x / Definitive Additional Materials
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/ / Soliciting Material Pursuant to Sec. 240.14a-11(c) or
- ---- Sec. 240.14a-12
THE GEORGE PUTNAM FUND OF BOSTON
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement,
if other than Registrant)
Payment of Filing Fee (Check the appropriate box):
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/ X / No fee required
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/ / Fee computed on table below per Exchange Act Rule 14a
- ---- 6(i)(1) and 0-11
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transaction applies:
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
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/ / Fee paid previously with preliminary materials.
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/ / Check box if any part of the fee is offset as provided
- ---- by Exchange Act Rule 0-11(a)(2) and identify the filing for which
the offsetting fee was paid previously. Identify the previous filing by
registration statement number, or the Form or Schedule and the date of
its filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
Vote by phone solicitation letter
(Written)
Vote confirmation
(Shareholder name & address of record)
Putnam Balanced Fund
Putnam Balanced Retirement Fund
Meeting of Shareholders September 12, 2002
Account:
Shares:
Votes Received:
(list proposal as on proxy card)
(FOR) (AGAINST) (ABSTAIN)
Dear Shareholder:
In connection with the above-referenced Meeting of Shareholders, this
notice will confirm that your shares have been voted as indicated above
in accordance with your telephone instructions. If any of the
information is incorrect, please call 1-800-735-3428 immediately, and no
later than 5:00 p.m. Eastern Time, on September 11, 2002.
Thank you for your cooperation.
Very truly yours,
(Solicitation Agent)
Vote-By-Phone Solicitation Script for
Putnam Balanced Fund
Putnam Balanced Retirement Fund
This script provides information to the shareholder and solicits their
vote by phone, to be confirmed by written confirmation.
Good Morning/Afternoon/Evening. May I please speak with (name of
shareholder)? I am representing Putnam Investments in Boston. I am calling
in connection with the upcoming shareholder meeting for Putnam Balanced
Fund/Putnam Balanced Retirement Fund [choose one] for which you recently
received a proxy statement requesting your vote.
To verify that I am speaking with the shareholder of record, may I
confirm that you are (name of shareholder of record)? Can I confirm your
address of record? (address of record)? Can I also confirm your (Tax
ID)?
(If the person is unwilling to confirm this information, thank them for
their time and terminate the call.)
We have not yet received your proxy card. Do you have any questions
regarding the proposal being presented at the meeting that I can clarify
for you?
(If there are questions regarding the proposal, please refer to the Q &
A attached.)
Would you like to vote by telephone?
(If not, ask the shareholder if they would like another proxy card,
thank them for their time and terminate the call. If so, proceed as
follows:)
We previously sent you a letter describing our procedures for voting
your shares by telephone.
The Trustees are recommending a vote in favor the proposal to [choose
one]:
Approval of an Agreement and Plan of Reorganization and the transactions
contemplated thereby, including the transfer of all of the assets of
Putnam Balanced Fund to The George Putnam Fund of Boston in exchange for
the issuance and delivery of shares of beneficial interest of the The
George Putnam Fund of Boston and the assumption by The George Putnam
Fund of Boston of all the liabilities of Putnam Balanced Fund, and the
distribution of such shares to the shareholders of Putnam Balanced Fund
in complete liquidation of Putnam Balanced Fund.
Approval of an Agreement and Plan of Reorganization and the transactions
contemplated thereby, including the transfer of all of the assets of
Putnam Balanced Retirement Fund to The George Putnam Fund of Boston in
exchange for the issuance and delivery of shares of beneficial interest
of the The George Putnam Fund of Boston and the assumption by The George
Putnam Fund of Boston of all the liabilities of Putnam Balanced
Retirement Fund, and the distribution of such shares to the shareholders
of Putnam Balanced Retirement Fund in complete liquidation of Putnam
Balanced Retirement Fund.
How would you like to vote on this proposal? Would you like to vote for
the proposal, against the proposal, or would you like to abstain from
voting on this proposal?
Thank you.
I will now repeat your instructions on the proposals:
You:
(Voted for, Voted against, Abstained from) the proposal to approve the
proposed merger of Putnam Balanced Fund [Putnam Balanced Retirement
Fund] into The George Putnam Fund of Boston.
Is this correct?
Thank you.
We will be sending you a written confirmation of your vote. Please call
us if the information on the confirmation is incorrect.
Q&A on Putnam Balanced Fund and Putnam Balanced Retirement Fund and
Income Fund mergers into The George Putnam Fund of Boston
On or about July 1, 2002, a combined prospectus/proxy statement will be
sent to shareholders of Putnam Balanced Fund and Putnam Balanced
Retirement Fund. Listed below are answers to the questions and concerns
shareholders are likely to have regarding the proposal to merge Putnam
Balanced Fund and Putnam Balanced Retirement Fund into The George Putnam
Fund of Boston.
1. What is being proposed?
For Putnam Balanced Fund shareholders
The Trustees are recommending that shareholders approve the merger of
Putnam Balanced Fund into The George Putnam Fund of Boston and the
related transactions contemplated by the Agreement and Plan of
Reorganization. If approved by shareholders, all Putnam Balanced Fund
assets will be transferred to The George Putnam Fund of Boston.
For Putnam Balanced Retirement Fund shareholders
The Trustees are recommending that shareholders approve the merger of
Putnam Balanced Retirement Fund into The George Putnam Fund of Boston
and the related transactions contemplated by the Agreement and Plan of
Reorganization. If approved by shareholders, all Putnam Balanced Fund
assets will be transferred to The George Putnam Fund of Boston.
2. What will happen to my shares of Putnam Balanced Fund or Putnam
Balanced Retirement Fund as a result of the merger?
Your shares of Putnam Balanced Fund or Putnam Balanced Retirement Fund
will be exchanged on a tax-free basis for shares of The George Putnam
Fund of Boston with an equal aggregate net asset value on the date of
the merger. Your share balance will differ, but your account value will
not.
3. When would the mergers occur?
If approved by shareholders at the September 12, 2002 meeting, it is
expected that the mergers would occur on or about September 23, 2002.
4. Why are the Trustees proposing the transaction?
Putnam Balanced Fund and The George Putnam Fund of Boston
The George Putnam Fund of Boston offers shareholders of Putnam Balanced
Fund the opportunity for greater diversification, reduced volatility and
lower expenses through a significantly larger fund. It is expected that
the investment policies and characteristics of The George Putnam Fund of
Boston will better serve shareholders in seeking the investment
objective of capital growth and current income.
Putnam Balanced Retirement Fund and The George Putnam Fund of Boston
The George Putnam Fund of Boston offers shareholders of Putnam Balanced
Fund the opportunity for greater diversification, reduced volatility and
lower expenses through a significantly larger fund. Both funds are
managed by the same portfolio management team, and the long-term
performance of the funds, as measured by their five- and ten-year
returns, is substantially the same.
5. How do the investment objectives, policies, and restrictions of the
two funds compare?
Putnam Balanced Fund and The George Putnam Fund of Boston have the same
investment goal of seeking capital growth and current income by
investing in a portfolio of stocks and bonds. The investment policies of
the funds differ principally with respect to the types of stocks in
which they invest. Putnam Balanced Fund invests mainly in stocks of
large and midsize companies, with emphasis on growth stocks. The George
Putnam Fund of Boston invests mainly in value-oriented stocks of large
companies undergoing positives changes that may enhance shareholder
value.
Putnam Balanced Retirement Fund and The George Putnam Fund of Boston
have generally similar investment policies. While Putnam Balanced
Retirement Fund seeks high current return as its primary objective and
relative stability of principal as its secondary objective, The George
Putnam Fund of Boston seeks to provide a balanced investment composed of
a well diversified portfolio of stocks and bonds which product both
capital growth and current income. Putnam Balanced Retirement invests
with a greater focus on bonds, while The George Putnam Fund of Boston
invests with a greater focus on stocks.
6. How do the risks of investing in the funds compare?
The risks of an investment in The George Putnam Fund of Boston are
generally similar to the risks of an investment in Putnam Balanced Fund
except that The George Putnam Fund of Boston is not typically subject to
risks of investing in growth stocks or small and mid-sized companies to
the same extent.
The risks of an investment in The George Putnam Fund of Boston are also
similar to the risks of an investment in Putnam Balanced Retirement Fund
except that because The George Putnam Fund of Boston invests in equities
to a greater extent, it is subject to increased risk associated with
investments in common stock.
The fund will consider, among other factors, a company's valuation,
financial strength, competitive position in its industry, projected
future earnings, cash flows and dividends when deciding whether to buy
or sell investments. Any investment carries with it some level of risk
that generally reflects its potential for reward. You can lose money by
investing in the fund.
7. How do the fees and expenses of the two funds compare, and what are
they estimated to be following the merger?
The merger between Putnam Balanced Fund and The George Putnam Fund of
Boston is expected to result in decreased management fees and total
expenses for shareholders of Putnam Balanced Fund.
Similarly, the merger between Putnam Balanced Retirement Fund and The
George Putnam Fund of Boston is expected to result in decreased
management fees and total expenses for shareholders of Putnam Balanced
Retirement Fund.
8. Are there any tax consequences as a result of the proposed
transaction?
For shareholders who remain invested in the fund throughout the merger
process, it is not a taxable event, and a Form 1099 will not be
generated. However, any exchange made prior to the merger is a taxable
event.
9. What shareholder vote is required to approve the merger?
Approval of the merger of your fund into The George Putnam Fund of
Boston will require the "yes" vote of the holders of a majority of the
shares of your fund voted at the meeting.
10. Will my dividends be affected by the transaction?
If you are a shareholder of Putnam Balanced Fund [or Putnam Balanced
Retirement Fund], the frequency of your dividends should not change,
since all three funds pay a quarterly dividend from net investment
income and distribute any net realized capital gains at least annually.
The amount of these distributions will reflect the investment policies
and dividend policies of The George Putnam Fund of Boston. Information
regarding the dividends paid by The George Putnam Fund of Boston in
recent years is included in the "Financial Highlights" section of the
combined prospectus/proxy statement.
11. Will I still be able to participate in a dividend reinvestment plan?
Yes. If you currently participate in your fund's dividend reinvestment
plan, you will be automatically enrolled in the dividend reinvestment
plan for The George Putnam Fund of Boston.
12. Will the number of shares I own change?
Yes, the number of shares you own will change, but the total value of
the shares of The George Putnam Fund of Boston you receive will equal
the total value of shares of your fund that you hold at the time of the
merger.
13. How will I be notified of the outcome of the merger vote
transaction?
If shareholders approve the proposed merger, you will receive
confirmation after the merger is completed. If shareholders do not
approve the merger, you will be notified by your fund.
14. What do I do with my certificate?
(If shareholder holds certificate shares, add the following):
If you hold certificates for your Putnam Balanced Fund [Putnam Balanced
Retirement Fund] shares, you should return them to the fund. Send your
share certificates by regular mail to:
Putnam Investor Services
P.O. Box 41203
Providence, RI 02940
For overnight delivery, please use the following address:
Putnam Investor Services
Investors Way
Norwood, MA 02062
Failure to do so will affect your ability to take certain actions with
respect to the shares you receive in the transaction, including selling
the shares.