UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
(RULE 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES
EXCHANGE ACT OF 1934 (AMENDMENT NO. )
Filed by the Registrant [X] Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[X] Preliminary Proxy Statement [ ] Confidential, for Use of the
Commission Only (as permitted
[ ] Definitive Proxy Statement by Rule 14a-6(e)(2))
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Section 240.14a-11(c) or
Section 240.14a-12
LIBERTY-STEIN ROE FUNDS INVESTMENT TRUST
-----------------------------------------
(Name of Registrant as Specified in its Charter)
- --------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) 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:
[ ] Fee paid previously with preliminary materials.
[ ] 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:
LIBERTY FUNDS
ONE FINANCIAL CENTER
BOSTON, MASSACHUSETTS 02111
August , 2003
Dear Shareholder:
The Liberty Strategic Equity Fund will hold a special meeting of shareholders on
October 21, 2003, at 2:00 p.m. Eastern time, to vote on the proposal listed in
the proxy statement.
Columbia Management Advisors, Inc., the Fund's investment advisor, wishes to
change the Fund's investment goal and principal investment strategies to take
advantage of recent tax law changes that reduce tax rates on qualified dividend
income from U.S. corporations. The Fund's goal currently is fundamental (i.e.,
it cannot be changed without shareholder approval). You are being asked to
approve a proposal that is intended to enhance the Fund's ability to respond to
changing market conditions, without incurring additional shareholder meeting
expenses, by making the Fund's investment goal non-fundamental. Once the
proposal is passed, the Fund's investment goal will change from seeking
long-term capital appreciation to seeking current income and capital
appreciation. The Fund's investment strategies will also change so that it will
pursue its new goal by investing at least 80% of its net assets (plus any
borrowings for investment purposes) in a diversified portfolio of income-
producing (dividend-paying) equity securities, which will consist primarily of
common stocks but may also include preferred stocks and convertible securities.
A formal Notice of Special Meeting of Shareholders appears on the next page, and
is followed by the proxy statement, which explains in more detail the proposal
to be considered. Although we hope that you can attend the Meeting in person, we
urge you in any event to vote your shares at your earliest convenience.
YOUR VOTE IS VERY IMPORTANT. THE BOARD OF TRUSTEES OF THE FUND HAS APPROVED AND
RECOMMENDS THAT YOU VOTE IN FAVOR OF THE PROPOSAL. PLEASE COMPLETE, SIGN AND
DATE THE ENCLOSED PROXY CARD AND RETURN IT IN THE ENCLOSED POSTAGE-PAID RETURN
ENVELOPE, OR VOTE YOUR PROXY BY TELEPHONE BY FOLLOWING THE ENCLOSED
INSTRUCTIONS. THIS
WILL ENSURE THAT YOUR VOTE IS COUNTED, EVEN IF YOU CANNOT ATTEND THE MEETING IN
PERSON.
It is important that you vote promptly. If you have any questions about voting,
please call 866-266-9819.
Sincerely,
/s/ Joseph R. Palombo
JOSEPH R. PALOMBO
President
SHC-60/990O-0803
NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
TO BE HELD OCTOBER 21, 2003
LIBERTY-STEIN ROE FUNDS INVESTMENT TRUST
LIBERTY STRATEGIC EQUITY FUND
August , 2003
Dear Shareholder:
A special meeting of the shareholders of the Liberty Strategic Equity Fund will
be held on October 21, 2003, at 2:00 p.m. Eastern time, at One Financial Center,
Boston, Massachusetts, to consider and act upon the following matters:
1. To authorize the Board of Trustees to change the Fund's investment goal
without shareholder approval.
2. To transact any other business that may properly come before the meeting or
any adjournment thereof.
Shareholders of record at the close of business on August 13, 2003, are entitled
to notice of and to vote at the meeting.
THE BOARD OF TRUSTEES RECOMMENDS THAT YOU VOTE FOR THE PROPOSAL.
By order of the Board of Trustees,
Russell L. Kane, Assistant Secretary
PLEASE RESPOND. YOUR VOTE IS IMPORTANT REGARDLESS OF THE NUMBER OF SHARES YOU
OWN. YOU CAN VOTE EASILY AND QUICKLY BY MAIL, BY TELEPHONE OR IN PERSON.
PROXY STATEMENT
LIBERTY STRATEGIC EQUITY FUND
(THE "FUND")
ONE FINANCIAL CENTER
BOSTON, MASSACHUSETTS 02111
SPECIAL MEETING OF SHAREHOLDERS
OCTOBER 21, 2003
This Proxy Statement is furnished in connection with the solicitation of proxies
on behalf of the Board of Trustees of the Liberty-Stein Roe Funds Investment
Trust (the "Trust") for use at a special meeting of shareholders of the Fund
(the "Meeting") to be held at its offices on October 21, 2003, and at any
adjournments thereof, for the purposes set forth in the accompanying Notice of
Special Meeting of Shareholders. Only shareholders of record at the close of
business on August 13, 2003 (the "Record Date"), are entitled to vote at the
meeting or at any adjourned session thereof. As of the Record Date, there were
issued and outstanding [ ] shares of the Fund. For each share that you
hold, you are entitled to cast a number of votes equal to the net asset value of
a share (or fractional share) determined at the close of business on the record
date. For example, a share having a net asset value of $10.50 determined at the
close of business on the record date would be entitled to 10.5 votes.
The Notice of Special Meeting, proxy card and this Proxy Statement are being
mailed to shareholders of record as of the Record Date on or about September 9,
2003. A copy of the Annual Report of the Fund for its most recent fiscal year
ended October 31, 2002, including financial statements, can be obtained without
charge by writing to Liberty Funds Distributor, Inc., the Fund's principal
underwriter, at One Financial Center, Boston, Massachusetts 02111 or by calling
800-345-6611.
Shares will be voted in accordance with the instructions given. IF NO
INSTRUCTIONS ARE GIVEN IN A PROXY THAT IS SIGNED AND RETURNED, THE PROXY WILL BE
VOTED FOR THE MATTERS SPECIFIED IN THE PROXY. Proxies may be revoked at any time
before they are voted by a written revocation received by the Secretary or an
Assistant Secretary of the Fund, by properly executing a later-dated proxy or by
attending the Meeting and voting in person.
Proxies will be solicited primarily by mailing this Proxy Statement and its
enclosures, but supplementary solicitations may also be made by mail, telephone,
e-mail or personal interviews by officers of the Trust or by officers, employees
or agents of the Fund's investment advisor and administrator, Columbia
Management Advisors, Inc. ("Columbia Management"), and its affiliates. In
addition, Georgeson Shareholder Communications Inc. has been engaged to assist
in the solicitation of proxies, at an estimated cost of up to approximately
$20,500. The cost of the solicitation will be borne by the Fund.
AUTHORIZATION OF THE BOARD OF TRUSTEES TO
CHANGE THE FUND'S INVESTMENT GOAL
WITHOUT SHAREHOLDER APPROVAL
The investment goal of the Fund is currently "fundamental," which means that it
cannot be changed without approval by the Fund's shareholders. Because the
Trust, as a Massachusetts business trust, is not required to hold annual
stockholder meetings, the Fund's investment goal could not currently be changed
without incurring the expense of calling a special meeting of its shareholders.
The proposed change would make the Fund's investment goal non-fundamental, which
is intended to enhance the Fund's ability to respond to changing market
conditions without incurring additional shareholder meeting expenses.
The Trustees have approved, subject to approval of this proposal by the Fund's
shareholders, a resolution to change the Fund's investment goal and principal
investment strategies. As its current investment goal, the Fund seeks long-term
capital appreciation. The Fund currently pursues its investment goal by
investing, under normal market conditions, at least 80% of its net assets (plus
any borrowings for investment purposes) in U.S. equity securities, primarily
common stock and securities that can be converted into common stock, such as
certain debt securities and preferred stock. The Fund's "Value Driven Growth"
investment process emphasizes securities that Columbia Management believes have
the potential for the best one- to two-year returns.
Upon approval of the proposal presented in this proxy statement, the Fund's
investment goal will change so that the Fund will seek current income and
capital appreciation. The Fund will pursue this goal by investing at least 80%
of its net assets (plus any borrowings for investment purposes) in a diversified
portfolio of income-producing
2
(dividend-paying) equity securities, which will consist primarily of common
stocks but may also include preferred stocks and convertible securities. The
Fund generally will emphasize value stocks, but may purchase growth securities
when such securities pay dividends or Columbia Management believes such
securities have particularly good prospects for capital appreciation. In
connection with the change of the Fund's investment goal and strategies, the
Trustees will also change the words "Strategic Equity" in the Fund's name to
"Dividend Income."
The impetus for the changes in the Fund's investment goal and strategies is the
passage of the Jobs and Growth Tax Relief Reconciliation Act of 2003, which
reduces the tax rates on qualified dividend income from domestic corporations.
The Fund's investment advisor believes that the changes in the Fund's investment
goal and strategies will enable current shareholders to benefit from the tax law
changes as well as increase the appeal of the Fund to prospective investors.
THE TRUSTEES UNANIMOUSLY RECOMMEND THAT SHAREHOLDERS APPROVE THE CHANGING OF THE
FUND'S INVESTMENT GOAL FROM FUNDAMENTAL TO NON-FUNDAMENTAL.
REQUIRED VOTE. The vote of the lesser of (1) more than 50% of the outstanding
shares of the Fund, or (2) 67% or more of the shares of the Fund present at the
meeting if more than 50% of the outstanding shares of the Fund are present at
the meeting in person or by proxy, is required to approve this proposal.
OTHER INFORMATION
OUTSTANDING SHARES AND SIGNIFICANT SHAREHOLDERS. Shareholders of record at the
close of business on August 13, 2003, are entitled to notice of and to vote at
the Meeting and any adjourned session. Appendix A to this Proxy Statement lists
the total number of shares outstanding as of August 13, 2003, for each class of
the Fund's shares entitled to vote at the Meeting. It also identifies holders of
more than 5% of any class of shares of the Fund and contains information about
the shareholdings in the Fund by the Trustees and the executive officers of the
Fund.
VOTING PROCESS. You may vote by any one of the following methods: (1) by
mailing the enclosed proxy card, (2) by telephone (see the insert for
instructions) or (3) in person at the Meeting. Votes made by
3
telephone must have an indicated choice in order to be accepted. Shareholders
who owned shares on the record date, August 13, 2003, are entitled to vote at
the Meeting. For each share that you hold, you are entitled to cast a number of
votes equal to the net asset value of a share (or fractional share) determined
at the close of business on the record date. For example, a share having a net
asset value of $10.50 determined at the close of business on the record date
would be entitled to 10.5 votes.
VOTING AND TABULATION OF PROXIES. Shares represented by duly executed proxies
will be voted as instructed on the proxy. If you mail the enclosed proxy and no
choice is indicated for a proposal listed in the attached Notice of Meeting,
your proxy will be voted in favor of the proposal. If you choose to vote by mail
and you are an individual account owner, please sign exactly as your name
appears on the proxy card. Any owner of a joint account may sign the proxy
insert, but the signer's name must exactly match the name that appears on the
card. At any time before it has been voted, your proxy may be revoked in one of
the following ways: (i) by sending a signed, written letter of revocation to the
Secretary or an Assistant Secretary of the Fund, (ii) by properly executing a
later-dated proxy (by either of the methods of voting described above), or (iii)
by attending the Meeting, requesting return of any previously delivered proxy
and voting in person.
Votes cast in person or by proxy at the Meeting will be counted by persons
appointed by the Fund as tellers for the Meeting (the "Tellers"). Thirty percent
(30%) of the shares of the Fund outstanding on the record date, present in
person or represented by proxy, constitutes a quorum for the transaction of
business by the shareholders of the Fund at the Meeting. In determining whether
a quorum is present, the Tellers will count shares represented by proxies that
reflect abstentions and "broker non-votes" as shares that are present and
entitled to vote. However, these shares will not be counted as having voted, and
therefore they will have the effect of a vote against the proposal. "Broker non-
votes" are shares held by brokers or nominees as to which (i) the broker or
nominee does not have discretionary voting power and (ii) the broker or nominee
has not received instructions from the beneficial owner or other person who is
entitled to instruct how the shares will be voted.
ADJOURNMENTS; OTHER BUSINESS. If the Fund has not received enough votes by the
time of the Meeting to approve the proposal, the persons named as proxies may
propose that the Meeting be adjourned one or
4
more times to permit further solicitation of proxies. Any adjournment requires
the affirmative vote of a majority of the total number of shares of the Fund
that are present in person or by proxy when the adjournment is being voted on.
The persons named as proxies will vote in favor of any such adjournment all
proxies that they are entitled to vote in favor of the Fund's proposal. They
will vote against any such adjournment any proxy that directs them to vote
against the proposal. They will not vote any proxy that directs them to abstain
from voting on the proposal.
The Meeting has been called to transact any business that properly comes before
it. The only business that management of the Fund intends to present or knows
that others will present is the approval of the proposal to change the Fund's
investment goal from fundamental to non-fundamental. If any other matters
properly come before the Meeting, and on all matters incidental to the conduct
of the Meeting, the persons named as proxies intend to vote the proxies in
accordance with their judgment, unless the Secretary or an Assistant Secretary
of the Fund has previously received written contrary instructions from the
shareholder entitled to vote the shares.
FUND ANNUAL AND SEMI-ANNUAL REPORTS. The Fund has previously sent its Annual
Reports and Semi-Annual Reports to its shareholders. You can obtain a copy of
these Reports without charge by writing to Columbia Management at One Financial
Center, Boston, Massachusetts 02111, or by calling 800-345-6611.
5
APPENDIX A
SHARES OUTSTANDING AND ENTITLED TO VOTE
On August 13, 2003, the Fund had outstanding and entitled to vote at the Meeting
the following common shares of beneficial interest:
<Table>
<Caption>
CLASS NUMBER OF SHARES
- ----- ----------------
A
B
C
Z
Total
</Table>
OWNERSHIP OF SHARES
As of August 13, 2003, the Fund believes that the Trustees and officers of the
Fund, as a group, owned less than one percent of each class of shares of the
Fund.
On August 13, 2003, the following persons were known to beneficially own of
record more than 5% of the outstanding securities of the indicated class of
shares of the Fund:
<Table>
<Caption>
NUMBER OF PERCENTAGE OF
SHAREHOLDER CLASS SHARES OWNED CLASS OWNED
- ----------- ----- ------------ -------------
A
B
C
Z
</Table>
VOTE YOUR PROXY BY TELEPHONE!
The enclosed proxy statement provides details on important issues affecting your
fund. THE BOARD OF TRUSTEES RECOMMENDS THAT YOU VOTE FOR THE PROPOSAL.
You can vote your proxy by telephone. It is easy and confidential.
A REMINDER -- if you vote by telephone, you should NOT mail your proxy card.
INSTRUCTIONS FOR TELEPHONE VOTING:
- - Read the proxy statement.
- - With your proxy card available, call toll-free (877) 779-8683.
- - When prompted, enter the voter control number located in the upper left corner
of your proxy card.
- - Follow the instructions provided.
Telephone voting is available 24 hours a day, seven days a week.
If you have questions regarding the meeting agenda or the execution of the
proxy, call a representative toll-free at (866) 266-9819.
LIBERTY STRATEGIC EQUITY FUND
THIS PROXY SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
The undersigned shareholder hereby appoints each of Heidi A. Hoefler, Russell L.
Kane, Joseph R. Palombo, Vincent P. Pietropaolo and David Rozenson proxies of
the undersigned, with power of substitution, to vote at the Special Meeting of
Shareholders of Liberty Strategic Equity Fund to be held in Boston,
Massachusetts, on October 21, 2003, and at any adjournments, as follows on the
reverse side of this card.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN
AND, ABSENT DIRECTION, WILL BE VOTED FOR THE ITEMS ON THE REVERSE SIDE. THIS
PROXY WILL BE VOTED IN ACCORDANCE WITH THE HOLDER'S BEST JUDGMENT AS TO ANY
OTHER MATTER.
THE BOARD OF TRUSTEES RECOMMENDS A VOTE FOR THE ITEMS SET FORTH ON THE REVERSE
SIDE.
PLEASE VOTE, DATE AND SIGN ON REVERSE AND RETURN PROMPTLY
IN THE ENCLOSED ENVELOPE
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
- ------------------------- ---------------------------
- ------------------------- ---------------------------
- ------------------------- ---------------------------
- ------------------------- ---------------------------
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
LIBERTY STRATEGIC EQUITY FUND 1. TO AUTHORIZE THE
BOARD OF TRUSTEES TO
CHANGE THE FUND'S
INVESTMENT GOAL
WITHOUT SHAREHOLDER
APPROVAL.
CHANGE OF ADDRESS
Mark box below if an address change or comment has
been noted on the reverse side of this card
[ ]
For Against
Proposal Proposal Abstention
[ ] [ ] [ ]
2. IN THEIR DISCRETION,
UPON SUCH OTHER MATTERS
AS MAY PROPERLY COME
BEFORE THE MEETING.
Please sign exactly as name(s) appear(s) hereon. Any owner of a joint
account may sign. When signing as attorney, executor, administrator, trustee or
guardian, please give full title as such. If a corporation, please sign in
corporate name by President or other authorized officer. If a partnership,
please sign in partnership name by authorized person.
Shareholder sign here Date
------------------------------ ---------------------
Co-owner sign here
---------------------------------