SSCHEDULE
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]
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Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, For Use of
the Commission Only (as permitted by Rule 14a-6(e)(2))
[ ] Definitive Proxy Statement
[X] Definitive Additional Materials
[ ] Soliciting Material Pursuant
to Section 240.14a-12
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Eaton
Vance Growth Trust
Eaton
Vance Investment Trust
Eaton
Vance Municipals Trust
Eaton
Vance Municipals Trust II
Eaton
Vance Mutual Funds Trust
Eaton
Vance Series Fund, Inc.
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Vance Series Trust
Eaton
Vance Series Trust II
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Vance Special Investment Trust
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Vance Variable Trust
Eaton
Vance NextShares Trust
Eaton
Vance NextShares Trust II
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Subject Line: Important information for Fund
shareholders and SMA account owners
Important details regarding the Morgan Stanley acquisition
Name,
On October 8, 2020, Eaton Vance Corp. (Eaton Vance)
and Morgan Stanley announced that we have entered into a definitive agreement for Morgan
Stanley to acquire Eaton Vance and its affiliates.
Shareholder approval of new investment advisory agreements
and, where applicable, new investment sub-advisory agreements is required to provide continuity of the Funds’ investment
programs and to help ensure that Fund operations continue uninterrupted after the close of the transaction. Depending on how your
clients’ accounts are held, their Fund shares may be voted by their advisor, their plan or by another fiduciary that is entitled
to vote on their behalf. Additionally, depending on how Fund shares are held at your firm, certain clients may not receive Fund
proxy materials. Fund shareholders may be contacted by an outside proxy solicitation firm. Only clients who have not objected to
being contacted will be contacted.
We will not call owners of separate accounts and certain
private funds. These investors may be sent consent letters to permit the management of their investment strategies to continue
following the close of the transaction. More details can be found at the link below.
-
Fund shareholder
proxy voting and SMA account consent details
For more information please call 800-836-2414.
SHAREHOLDERS SHOULD READ THEIR FUND'S DEFINITIVE PROXY STATEMENT. IT CONTAINS
IMPORTANT INFORMATION. EACH FUND WILL MAIL ITS DEFINITIVE PROXY STATEMENT TO SHAREHOLDERS AS OF THE RELEVANT RECORD DATE. EACH
FUND'S DEFINITIVE PROXY STATEMENT AND OTHER RELATED MATERIALS WILL ALSO BE AVAILABLE, WITHOUT CHARGE, ON THE SECURITIES AND EXCHANGE
COMMISSION'S WEBSITE.
NOT FDIC INSURED | NOT BANK GUARANTEED | MAY LOSE VALUE
Investment Professional Use Only. Not To Be Used With the Public.
©2021 Eaton Vance Management
Two International Place, Boston, MA 02110
eatonvance.com | 800-836-2414
If you received this email in error or no longer wish to receive emails from
Eaton Vance, manage your preferences here.
Subject Line: Important information for Fund
shareholders and SMA account owners
Important details regarding the Morgan Stanley acquisition
Name,
On October 8, 2020, Eaton Vance Corp. (Eaton Vance)
and Morgan Stanley announced that we have entered into a definitive agreement for Morgan
Stanley to acquire Eaton Vance and its affiliates.
Shareholder approval of new investment advisory agreements
and, where applicable, new investment sub-advisory agreements is required to provide continuity of the Funds’ investment
programs and to help ensure that Fund operations continue uninterrupted after the close of the transaction. Depending on how your
clients’ accounts are held, their Fund shares may be voted by their advisor, their plan or by another fiduciary that is entitled
to vote on their behalf. Additionally, depending on how Fund shares are held at your firm, certain clients may not receive Fund
proxy materials. Fund shareholders may be contacted by an outside proxy solicitation firm. Only clients who have not objected to
being contacted will be contacted.
We will not call owners of separate accounts and certain
private funds. These investors may be sent consent letters to permit the management of their investment strategies to continue
following the close of the transaction. More details can be found at the link below.
-
Fund shareholder
proxy voting and SMA account consent details
Please reach out with any questions.
[Wholesaler Signature]
SHAREHOLDERS SHOULD READ THEIR FUND'S DEFINITIVE PROXY STATEMENT. IT CONTAINS
IMPORTANT INFORMATION. EACH FUND WILL MAIL ITS DEFINITIVE PROXY STATEMENT TO SHAREHOLDERS AS OF THE RELEVANT RECORD DATE. EACH
FUND'S DEFINITIVE PROXY STATEMENT AND OTHER RELATED MATERIALS WILL ALSO BE AVAILABLE, WITHOUT CHARGE, ON THE SECURITIES AND EXCHANGE
COMMISSION'S WEBSITE.
NOT FDIC INSURED | NOT BANK GUARANTEED | MAY LOSE VALUE
Investment Professional Use Only. Not To Be Used With the Public.
©2021 Eaton Vance Management
Two International Place, Boston, MA 02110
eatonvance.com | 800-836-2414
If you received this email in error or no longer wish to receive emails from
Eaton Vance, manage your preferences here.
January 19, 2021
Dear Valued Business Partner:
On October 8, 2020, Eaton Vance Corp. (Eaton Vance)
and Morgan Stanley announced that we have entered into a definitive agreement for Morgan Stanley to acquire Eaton Vance and to
merge our investment management businesses. By bringing together the investment capabilities, distribution and client service resources,
brands and cultures of Eaton Vance and Morgan Stanley Investment Management, we seek to create the world’s premier asset
management organization.
As we approach this transformative event in the long
history of Eaton Vance, please be assured that the investment and client service teams of our Eaton Vance Management, Parametric
Portfolio Associates (Parametric), Calvert Research and Management (Calvert) and Atlanta Capital affiliates remain singularly focused
on providing you and your clients with the high-quality investment management services you have come to expect from us. We are
convinced that the proposed combination with Morgan Stanley Investment Management will only enhance our ability to serve our valued
clients and business partners with true distinction.
In connection with the proposed transaction, certain
approvals of fund shareholders and separate account clients are required. In particular:
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·
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Shareholders of the Eaton Vance, Parametric and Calvert mutual funds
and closed-end funds are being asked to support the fund boards’ recommendation to approve new investment advisory agreements.
Fund shareholders are being provided with materials and information describing the recommended approvals, which they should read
and consider carefully before voting. We encourage all fund shareholders to vote in favor of the proposals by following the instructions
provided. Shareholders of record and non-objecting beneficial owners of fund shares held through a financial intermediary may be
contacted by an outside proxy solicitation firm if they have not yet voted their shares. Voting promptly helps limit costs and
client inconvenience in connection with the funds’ proxy solicitations.
|
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Owners
of separately managed accounts and certain private funds managed by Eaton Vance Management, Parametric, Calvert and Atlanta Capital
may be sent consent letters seeking authorization to permit the management of their investments to continue following the close
of the transaction. Depending on the terms of the specific agreement, clients may be asked to provide affirmative written consent,
which may be provided by regular mail, email or fax. In other cases, consent will occur automatically a designated number of days
after the consent letter is sent, unless the client has objected in writing. Each client letter specifies in detail the nature
of the consent requirement, and what actions, if any, are needed to provide consent. As with the funds’ proxy solicitations,
responding promptly limits costs and client inconvenience in connection with the consent process.
-
Certain
Parametric clients with discretionary managed accounts on the Investment Advisory Program (IAP) will receive Parametric’s
Form ADV summary of material changes in the last week of January (view full ADV here).
The Form ADV summary of material changes and accompanying appendix will notify such clients of their ability to terminate their
Parametric accounts before the close of the transaction. Parametric Custom Core Equity clients with accounts on the Strategic
Portfolio Advisor Service (SPA) platform will receive a letter from Eaton Vance asking them to affirmatively consent to the proposed
transaction. Parametric Ladders Fixed Income clients with accounts on SPA will receive consent letters notifying them of the proposed
transaction and allowing them to object to Parametric’s continued provision of services, but not requiring an affirmative
response.
The proposed transaction is subject to customary closing
conditions. Until the closing, Morgan Stanley and Eaton Vance will remain separate and independent companies.
If you or your clients have any questions about the
proposed transaction or the requested consents, please contact your Eaton Vance representative or visit the dedicated transaction
website at eatonvance.com/vote.
Thank you for your prompt attention to this important
matter.
Sincerely,
Thomas E. Faust Jr.
Chairman and Chief Executive Officer
FUND SHAREHOLDERS SHOULD READ
THEIR FUND'S DEFINITIVE PROXY STATEMENT, AS IT CONTAINS IMPORTANT INFORMATION. EACH FUND WILL MAIL ITS DEFINITIVE PROXY STATEMENT
TO SHAREHOLDERS AS OF THE RELEVANT RECORD DATE. EACH FUND'S DEFINITIVE PROXY STATEMENT AND OTHER RELATED MATERIALS ARE AVAILABLE,
WITHOUT CHARGE, ON THE SECURITIES AND EXCHANGE COMMISSION'S WEBSITE.
©2021 Eaton Vance Management | Two International Place, Boston,
MA 02110 | 800.836.2414 | eatonvance.com
37099 | 12.10.20
For Investment Professional Use Only. Not for Use with the Public.
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