BOSTON, Dec. 18,
2024 /PRNewswire/ -- The Board of Directors (the
"Board") of The China Fund, Inc. (NYSE: CHN) (the "Fund") has
appointed Stifel, Nicolaus & Company, Incorporated (the
"Program Manager") to serve as its agent and broker for purposes of
implementing the Fund's Discount Management Program (the
"Program"), with effect as of January 1,
2025.
The Program provides that the Fund may repurchase annually up to
10% of its common shares outstanding as of the close of business on
October 31st of the prior
year in open market transactions when such shares are trading above
a specified discount threshold in accordance with the procedures
and parameters (the "Share Purchase Procedures") adopted by the
Board. The Board may amend the Share Purchase Procedures, including
the discount threshold, from time to time without prior notice,
when it believes such amendment is in the best interest of the Fund
and its shareholders. The Share Purchase Procedures, including any
amendments thereto, are designed to comply with the conditions set
forth in Rule 10b-18 under the
Securities Exchange Act of 1934 (the "Exchange Act"), which
generally provides issuers, such as the Fund, with a safe harbor
from liability for market manipulation when they repurchase their
common stock in the open market in accordance with the conditions
of the Rule. Any repurchases made pursuant to the Program will be
made on a national securities exchange at the prevailing market
price, subject to exchange requirements. The Fund's share
repurchase activity pursuant to the Program will be disclosed in
its shareholder report for the relevant fiscal period.
The Program is intended to enhance shareholder value by
purchasing Fund shares trading at a discount from their net asset
value ("NAV") per share, which could result in incremental
accretion to the Fund's NAV. However, there is no assurance that
share repurchases executed pursuant to the Program will be
effective at reducing any discount in the open market price of Fund
shares. There is also no assurance that the Fund will purchase
shares at any particular discount levels or in any particular
amounts, and the Fund may commence purchasing shares pursuant to
the Program or suspend the Program at any time with or without
prior notice. In addition, the Fund's ability to purchase its
shares may be limited due to reasons beyond the control of the
Fund, including due to regulatory requirements or other legal
considerations or adverse market conditions. The Board regularly
monitors the effectiveness of the Program and may modify the Share
Purchase Procedures, consistent with applicable law, at any time
when it believes such modification to be in the best interest of
the Fund and its shareholders. The Board also may elect, at any
time, to take actions other than open market purchases pursuant to
the Program to seek to address the value of shareholder
investments.
The Board is pleased to announce that the Fund's investment
adviser, Matthews International Capital Management, LLC (the
"Adviser"), has agreed to continue to waive a portion of the
management fee paid to it by the Fund, which will reduce the Fund's
total expense ratio and the indirect cost to shareholders of
investing in the Fund. In light of current economic and market
conditions affecting the performance of Chinese securities
generally, the Board and the Adviser believe it is appropriate and
in the best interest of the Fund and its shareholders to consider
all available measures to reduce the expenses of the Fund. At the
Board's request, the Adviser has agreed to continue to voluntarily
waive a portion of the management fee it receives from the Fund by
reducing the management fee rate applied when the Fund's monthly
average assets are less than $150
million from 0.80% to 0.75%. The Adviser has agreed to
maintain the fee waiver (i) for a period of one year from
February 1, 2025, or (ii) until the
Fund's investment performance exceeds that of the Fund's
performance benchmark, the MSCI China All Shares Index (the
"Index"), for the period from January 1,
2023 through the end of the second month after which the
Fund's performance first exceeds the Index's performance, whichever
occurs first. Upon the occurrence of (i) or (ii) above, the fee
waiver will terminate without further notice, unless the Adviser,
in its sole discretion, agrees to continue the waiver.
The Fund is a closed-end management investment company with an
objective to seek long-term capital appreciation by investing
primarily in equity securities (i) of companies for which the
principal securities trading market is the People's Republic of China ("China"), or (ii) of companies for which the
principal securities trading market is outside of China, or constituting direct equity
investments in companies organized outside of China, that in both cases derive at least 50%
of their revenue from goods and services sold or produced, or have
at least 50% of their assets, in China. While the Fund is permitted to invest
in direct equity investments of companies organized in China, it presently holds no such investments.
The Fund's investment manager is Matthews International Capital
Management, LLC.
You should consider the Fund's investment objectives, risks, and
charges and expenses carefully before you invest. For further
information regarding the Fund, please call (888)-CHN-CALL or visit
the Fund's website at www.chinafundinc.com.
This announcement contains certain statements that may be deemed
to constitute "forward-looking statements" within the meaning of
certain provisions of the Securities Act of 1933 and Exchange Act
with respect to the Fund's future financial or business
performance, strategies or expectations. Although the Fund believes
that any forward-looking statements included herein are reasonable,
it cautions that such statements are subject to numerous
assumptions, risks and uncertainties, which change over time and
ultimately may prove to be incorrect. Forward-looking statements
speak only as of the date they are made or the date of this press
release, and the Fund does not undertake to update any
forward-looking statements. Actual results could differ materially
from those anticipated in forward-looking statements and future
results could differ materially from historical performance.
This announcement is not a recommendation, an offer to purchase,
or a solicitation of an offer to sell shares of the Fund. The Fund
has not commenced the tender offer described in this announcement.
Any such tender offer will be made only by an offer to purchase, a
related letter of transmittal and other documents filed with the
U.S. Securities and Exchange Commission ("SEC") as exhibits to a
tender offer statement on Schedule TO, with all such documents
available on the SEC's website at www.sec.gov. For any tender
offer, the Fund will also make available to shareholders without
charge the offer to purchase and the letter of transmittal.
Shareholders should read these documents carefully, as they will
contain important information about the tender offer.
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SOURCE The China Fund, Inc.
