Prospectus Filed Pursuant to Rule 424(b)(3) (424b3)
May 24 2021 - 5:02AM
Edgar (US Regulatory)
Filed pursuant to Rule 424(b)(3)
File No. 333-249684
PIMCO Dynamic Credit and Mortgage Income Fund
(the Fund)
Supplement dated May 21, 2021 to the Funds
Prospectus, Statement of Additional
Information and Prospectus Supplement, each dated October 27, 2020
(respectively, the Prospectus, the SAI and the Prospectus Supplement)
The Board of Trustees (the Board) of the Fund has approved the reorganization of the Fund with and into PIMCO
Dynamic Income Fund (PDI), subject to approval by shareholders of PDI of the issuance of additional common shares of beneficial interest of PDI (the Merger Shares) to be distributed to Fund shareholders in connection with the
reorganization. No action is needed from shareholders of the Fund. Pacific Investment Management Company LLC (PIMCO), the investment manager of the Fund, and the Board believe that the proposed reorganization is in the best interests of
the Fund and its shareholders.
PDI Shareholder Approval and Fee Reduction. Shareholders of PDI will be asked to vote
on the issuance of the Merger Shares at a Special Meeting of Shareholders (the Shareholder Meeting) expected to take place on or about July 28, 2021 at a time and location to be specified in a proxy statement/prospectus that is
expected to be mailed to the Funds common shareholders of record as of June 10, 2021 (the proxy statement/prospectus). If shareholders of PDI do not approve the issuance of the Merger Shares, the reorganization will not
proceed at this time.
The Board of Trustees of PDI has approved a conditional 0.05% (five basis points) reduction in the
annual management fee rate paid by PDI to PIMCO, PDIs investment manager, from 1.15% to 1.10% of PDIs average daily total managed assets, effective as of the date of the closing of the reorganization of the Fund into PDI. The fee
reduction is contingent on the consummation of the reorganization. As a result, if the Fund is reorganized into PDI, the combined fund would pay a management fee at the annual management fee rate of 1.10% of the total managed assets of the combined
fund. The Fund currently pays a management fee to PIMCO at an annual rate of 1.15% of the total managed assets of the Fund.
Additional Information about the Reorganization. It is currently expected that the reorganization will be completed approximately
two to three months after (and in any event not earlier than two months after) the Shareholder Meeting (including any adjournments or postponements thereto), subject to PIMCOs market outlook and operational considerations, shareholder approval
by PDI shareholders of the issuance of Merger Shares and the satisfaction of applicable regulatory requirements and customary closing conditions. Upon consummation of the reorganization, shareholders of the Fund would receive Merger Shares (and cash
in lieu of fractional Merger Shares, if any) with a net asset value equal to the net asset value of their shares of the Fund at the time of the reorganization. The reorganization is expected to be a tax-free
event for federal income tax purposes, although any cash received by Fund shareholders in lieu of fractional Merger Shares may give rise to taxable capital gains for the shareholder.
The Fund and PDI have the same investment objectives to seek current income as a primary objective and capital appreciation as a
secondary objective. The Fund and PDI pursue substantially similar investment strategies, utilizing a dynamic asset allocation strategy across multiple fixed income sectors. Following the reorganization, Fund shareholders would become shareholders
of PDI, and PDI would continue to be managed in accordance with PDIs existing investment objectives and strategies. A fuller description and comparison of the investment policies, strategies and restrictions of PDI and the Fund, as well as a
description of the terms of the reorganization, will be contained in the proxy statement/prospectus.
The Board of Trustees of
PIMCO Income Opportunity Fund (PKO) has also approved the reorganization of PKO into PDI, subject to (i) approval by shareholders of PKO, (ii) approval by PDI shareholders to issue the Merger Shares, and (iii) the
consummation of the reorganization of the Fund into PDI. Additional information regarding the reorganization of PKO will be included in the proxy statement/prospectus.
If PDI shareholders approve the issuance of the Merger Shares, the Fund may make
dispositions of certain portfolio holdings before the reorganization. These sales, which would not commence until the requisite shareholder approval has been obtained at the Shareholder Meeting, would result in brokerage commissions and other
transaction costs, and could result in the realization of capital gains that would be distributed to Fund shareholders as taxable distributions.
The foregoing is not an offer to sell, nor a solicitation of an offer to buy, shares of the Fund or PDI, nor is it a solicitation of any proxy. For more information regarding the Fund or PDI, or to
receive a free copy of the proxy statement/prospectus relating to the reorganization (and containing important information about fees, expenses and risk considerations) once a registration statement relating to the reorganizations has been filed
with the Securities and Exchange Commission and becomes effective, please call 1-800-814-0439. The proxy statement/prospectus
relating to the reorganizations will also be available for free on the Securities and Exchange Commissions web site (http://www.sec.gov). Please read the proxy statement/prospectus relating to the reorganization carefully before making any
investment decisions.
Investors Should Retain This Supplement for Future Reference
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