Saba Capital Files Lawsuit Against Voya Prime Rate Trust

PPR Board’s By-Law Amendment Directly Targeting Saba Creates Vote Threshold Designed to Entrench Board and Disenfranchise Shareholders

An investment fund managed by Saba Capital Management, L.P. (“Saba”) filed suit on Friday, May 1, 2020 in Arizona Superior Court against the Board of Trustees (the “Board”) and the investment adviser of Voya Prime Rate Trust (NYSE: PPR), seeking to invalidate a recent By-Law amendment that changes the voting standard for the election of a nominee to the Board from a plurality of shares voted to 60% of outstanding shares eligible to vote.

Pierre Weinstein, Partner of Saba, said, “The Voya Board’s recent action, which directly targets Saba and was expressly designed to prevent Saba’s Trustee nominees from being elected to the Board, is a blatant act of entrenchment and an affront to shareholder democracy. If permitted to stand, the By-Law amendment would allow PPR’s Board to ignore the will of shareholders, who, as the true owners of PPR, are entitled to determine the Board’s composition. Saba takes this action to protect its most basic right as a shareholder—the right to vote its shares, and to have those votes count.

“An investment company's board serves the essential role of evaluating and approving the investment advisor. In the case of Voya, their performance has been abysmal. PPR has unperformed its benchmark year-to-date, as well as over 1-year, 3-year and 5-year periods. Not surprisingly, Morningstar ranked PPR in its lowest performance category for 1-year, 3-year and 5-year periods.

“Voya has attempted to justify this persistent underperformance in PPR’s preliminary proxy by stating that the fund has ‘managed to outperform in periods of increased risk.’ But we are in a period of increased risk right now, and, as PPR’s management admitted in its April performance webinar, PPR has underperformed this year by 7.5% based on NAV and 12% based on price. The Board, as currently constructed, seems willing to say and do whatever Voya tells them to, without adequate concern for facts, the rule of law, or shareholders.”

Susman Godfrey L.L.P. and Osborn Maledon P.A. filed the lawsuit on behalf of Saba.

About Saba Capital

Saba Capital Management, L.P. is an Investment Adviser based in New York. Launched in 2009, Saba currently manages assets across three core strategies: Credit Relative Value, Tail Hedge, and Closed-End Funds.

View source version on businesswire.com: https://www.businesswire.com/news/home/20200504005239/en/

Investors Leah Jordan Investor Relations [e-mail]