News
January 19, 2009
BIRMINGHAM, Ala.--(BUSINESS WIRE)--Jan. 22, 2009--Regions Financial Corporation (NYSE:RF) announced today that it has
reached a transaction agreement with Pioneer Investment Management, Inc.
concerning certain assets associated with Regions' remaining mutual fund
management business, subject to fund shareholder approvals. If all
approvals are received, eleven RMK Select Funds with approximately $2
billion in assets under management will be reorganized into mutual funds
managed by Pioneer with generally similar investment objectives,
strategies and risks.
In an unrelated previous transaction, Regions transferred the management
of a group of bond funds to Hyperion-Brookfield Asset Management, Inc.
The transaction with Pioneer relates to a separate group of funds
managed by the investment advisory arm of Regions, Morgan Asset
Management, Inc.
"At Regions we have a long-standing reputation of providing
comprehensive wealth and asset management solutions to our clients. Our
team at
Morgan Keegan
excels at managing our clients' assets, municipal
underwriting, and investment banking. This transaction will allow us to
continue to meet our clients' investment needs while offering them the
breadth of options Pioneer brings to the table," said Dowd Ritter,
Regions' Chairman, President and Chief Executive Officer.
Pioneer was selected from several qualified interested parties due to
its record of investment performance, competitive fund expenses, and the
depth of investment options available to investors, among other factors.
"We look forward to welcoming RMK Select Fund shareholders to the
Pioneer fund family, and we will work diligently to ensure a smooth
transition of shareholder accounts," said
Daniel K. Kingsbury
, President
and Chief Executive Officer of Pioneer Investment Management USA Inc.,
the U.S. division of Pioneer Global Asset Management S.p.A. and parent
company of Pioneer Investment Management, Inc. "We offer a long history
in asset management dating back to 1928, a large and experienced
investment team, and a broad lineup of mutual funds covering a wide
range of asset classes and with highly competitive pricing. This
transaction is expected to benefit both RMK Select Funds' shareholders
and Pioneer Funds' shareholders by creating the potential for reduced
expenses through economies of scale," Kingsbury added.
The RMK Select Funds currently managed by Morgan Asset Management that
are subject to this transaction are the following:
Equity Funds
-- RMK Select Mid Cap Growth Fund
-- RMK Select Growth Fund
-- RMK Select Core Equity Fund
-- RMK Select Mid Cap Value Fund
-- RMK Select Value Fund
Balanced Fund
-- RMK Select Balanced Fund
Money Market Funds
-- RMK Select Treasury Money Market Fund
-- RMK Select Money Market Fund
Bond Funds
--
RMK Select Fixed Income Fund<
--
RMK Select Limited Maturity Fixed Income Fund
Tax-Exempt Bond Fund
-- RMK Select Intermediate Tax Exempt Bond Fund
If the necessary approvals are obtained, the RMK Select Funds will be
reorganized into new or existing Pioneer Funds with generally similar
investment objectives, strategies and risks. Shareholders of the RMK
Select Funds will receive a proxy statement/prospectus in advance of the
shareholder meetings at which shareholders will vote on the proposed
fund reorganizations. The proxy statement/prospectus will contain
additional information about the reorganizations.
The transaction is subject to customary closing conditions and is
expected to be completed in the second quarter of 2009. Pioneer is not
assuming any liabilities of Regions or Morgan Asset Management, or any
pre-closing liabilities relating to the business or the RMK Select Funds.
Questions & Answers for RMK Select Funds Shareholders
WHY WAS PIONEER INVESTMENT MANAGEMENT SELECTED?
Pioneer Investments was selected for a number of reasons, including its
record of investment performance, competitive fund expenses, and the
breadth and depth of investment options available to investors, among
other factors. Pioneer's U.S. division manages 47 mutual funds across a
broad range of asset classes. Pioneer Investment Management, Inc. is the
U.S. investment advisory subsidiary of Pioneer Investment Management USA
Inc., which is the U.S. Division of a global investment group, Pioneer
Global Asset Management S.p.A. ("PGAM"). PGAM operates offices in 29
countries and had over $206 billion in assets under management,
approximately $50 billion of which was managed in the U.S., as of
December 31, 2008.
I OWN SHARES IN AN RMK SELECT MUTUAL FUND. WHAT WILL THIS MEAN TO ME?
You will receive a proxy statement/prospectus giving you an opportunity
to vote on this change. The Board of Trustees of the RMK Select Funds
has approved the fund reorganizations. Please read the proxy
statement/prospectus, which will contain additional information.
WHAT WILL HAPPEN TO MY RMK SELECT FUNDS?
If the necessary approvals are obtained, the RMK Select Funds will be
reorganized into new or existing Pioneer Funds with generally similar
investment objectives, strategies and risks and offering similar share
classes as your RMK Select Funds. Details of the proposed
reorganizations will be provided in the proxy statement/prospectus that
will be mailed to you.
HOW WILL THIS TRANSACTION BE STRUCTURED FOR TAX PURPOSES?
We expect the fund reorganizations to be accomplished as tax-free
reorganizations for federal income tax purposes.
WHAT HAPPENS IF MY SHARES ARE OWNED IN A TRUST OR 401(k) PLAN IN WHICH I
PARTICIPATE?
An independent fiduciary will vote your shares, unless you reserved
voting rights, or your employer will decide how to vote. If the
transaction is approved by RMK Select Fund shareholders, your shares
will be converted into shares of the same or a similar class of the
relevant Pioneer Fund.
Additional Information about This Transaction
The Pioneer Funds will file a proxy statement/prospectus and other
relevant documents concerning the reorganizations of the RMK Select
Funds into corresponding Pioneer Funds with the United States Securities
and Exchange Commission (the "SEC"). RMK Select Fund shareholders of
record on the record date will receive a proxy statement/prospectus and
related materials in connection with a future shareholder meeting to be
held for the purpose of considering the reorganizations. WE URGE
INVESTORS TO READ THE PROXY STATEMENT/PROSPECTUS AND RELATED MATERIALS
BECAUSE THEY CONTAIN IMPORTANT INFORMATION. Investors may obtain these
documents free of charge at the SEC web site (www.sec.gov).
In addition, information about the Pioneer Funds is available free of
charge on www.pioneerfunds.com.
Documents filed with the SEC by Regions are available free of charge
from www.regions.com/about_regions/IR_investorrelations.html.
About Regions Financial Corporation
Regions Financial Corporation, with $146 billion in assets, is a member
of the S&P 100 Index and one of the nation's largest full-service
providers of consumer and commercial banking, trust, securities
brokerage, mortgage and insurance products and services. Regions serves
customers in 16 states across the South, Midwest and Texas, and through
its subsidiary, Regions Bank, operates 1,900 banking offices and
approximately 2,300 ATMs. Its investment and securities brokerage trust
and asset management division, Morgan Keegan & Company Inc., provides
services from over 300 offices. Additional information about Regions and
its full line of products and services can be found at www.regions.com.
About Pioneer Investments
Pioneer Investments is the trade name for Pioneer Global Asset
Management S.p.A. and its subsidiaries, a global investment firm with
offices in 29 countries and approximately $206 billion in assets under
management as of December 31, 2008, of which approximately $50 billion
was managed in the U.S. Founded in 1928, its flagship mutual fund,
Pioneer Fund, is the third-oldest mutual fund in the U.S. Pioneer
Investment Management USA Inc. is the North American operating
subsidiary of Pioneer Global Asset Management S.p.A., which is a
wholly-owned subsidiary of UniCredit S.p.A. Pioneer Investment
Management, Inc. is the firm's U.S. investment advisory subsidiary.
Forward-looking Statements
In accord with the Private Securities Litigation Reform Act of 1995:
This news release contains forward-looking statements about Regions
Financial Corporation, including the expected closing timeframe for the
transaction, the expected assets of the RMK Select Funds and other
information about the fund reorganizations. Forward-looking statements
have risks and uncertainties. Do not unduly rely on forward-looking
statements. They give Regions' and Pioneer Investments' expectations
about the future and are not guarantees. Forward-looking statements
speak only as of the date they are made, and neither Regions nor Pioneer
Investments is obliged to update them to reflect changes that occur
after that date. A number of factors could cause results to differ from
expectations, including mutual fund redemptions, any adverse effect from
declines in the securities markets and a Fund's performance or changes
in government policy or regulation.
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