Filing Details
- Accession Number:
- 0001193125-20-278625
- Form Type:
- 13D Filing
- Publication Date:
- 2020-10-27 17:23:00
- Filed By:
- Metlife Investment Management, Llc
- Company:
- Neuberger Berman High Yield Strategies Fund Inc. (NYSEMKT:NHS)
- Filing Date:
- 2020-10-27
- SEC Url:
- 13D Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
---|---|---|---|---|---|---|
MetLife Investment Management | 0 | 7,600,000 | 0 | 7,600,000 | 7,600,000 | 100% |
Metropolitan Life Insurance Company 13-55818 | 0 | 4,960,000 | 0 | 4,960,000 | 4,960,000 | 65.26% |
MetLife Reinsurance Company of Charleston | 0 | 1,680,000 | 0 | 1,680,000 | 1,680,000 | 22.11% |
Metropolitan Tower Life Insurance Company 13-3114906 | 0 | 960,000 | 0 | 960,000 | 960,000 | 12.63% |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. n/a )*
NEUBERGER BERMAN HIGH YIELD STRATEGIES FUND INC.
(Name of Issuer)
Mandatory Redeemable Preferred Shares Series C
(TITLE OF CLASS OF SECURITIES)
64128C 4*4
(CUSIP Number)
MetLife Investment Management, LLC
One MetLife Way
Whippany, New Jersey 07981
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
August 4, 2020
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box [ ].
*The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
SCHEDULE 13D
CUSIP No. 64128C 4*4
1. | Names of Reporting Persons
MetLife Investment Management, LLC 82-2405817
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2. | Check the Appropriate Box if a member of a Group (see instructions)
a. _ b. _*
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3. | SEC Use Only __________________________________________
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4. | Source of Funds (See Instructions): WC
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5. | Check Box if Disclosure of Legal Proceedings Is Required pursuant to Items 2(d) or 2(e).
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6. | Citizenship or Place of Organization
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DE
|
Number of Shares Beneficially Owned by Each Reporting Person With: | 7. | Sole Voting Power: 0
| ||||
8. | Shared Voting Power: 7,600,000
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9. | Sole Dispositive Power: 0
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10. | Shared Dispositive Power: 7,600,000
|
11. | Aggregate Amount Beneficially Owned by Each Reporting Person: 7,600,000 (See Item 5 below)
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12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
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13. | Percent of Class Represented by Amount in Row (11): 100% (See Item 5 below)
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14. | Type of Reporting Person (See Instructions)
IA |
*The Reporting Persons are filing this Schedule 13D jointly, as they may be considered a group under Section 13(d)(3) of the Act. However, neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that such a group exists.
SCHEDULE 13D
CUSIP No. 64128C 4*4
1. | Names of Reporting Persons
Metropolitan Life Insurance Company 13-5581829 | |||||
2. | Check the Appropriate Box if a member of a Group (see instructions)
a. b. *
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3. | SEC Use Only
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4. | Source of Funds (See Instructions): WC
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5. | Check Box if Disclosure of Legal Proceedings Is Required pursuant to Items 2(d) or 2(e).
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6. | Citizenship or Place of Organization
NY
|
Number of Shares Beneficially Owned by Each Reporting Person With:
| 7. | Sole Voting Power: 0
| ||||
8. | Shared Voting Power: 4,960,000
| |||||
9. | Sole Dispositive Power: 0
| |||||
10. | Shared Dispositive Power: 4,960,000
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11. | Aggregate Amount Beneficially Owned by Each Reporting Person: 4,960,000
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12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
| |||||
13. | Percent of Class Represented by Amount in Row (11): 65.26%
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14. | Type of Reporting Person (See Instructions)
IC |
*The Reporting Persons are filing this Schedule 13D jointly, as they may be considered a group under Section 13(d)(3) of the Act. However, neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that such a group exists.
SCHEDULE 13D
CUSIP No. 64128C 4*4
1. | Names of Reporting Persons
MetLife Reinsurance Company of Charleston 20-5819518 | |||||
2. | Check the Appropriate Box if a member of a Group (see instructions)
a. b. *
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3. | SEC Use Only
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4. | Source of Funds (See Instructions): WC
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5. | Check Box if Disclosure of Legal Proceedings Is Required pursuant to Items 2(d) or 2(e).
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6. | Citizenship or Place of Organization
SC
|
Number of Shares Beneficially Owned by Each Reporting Person With:
| 7. | Sole Voting Power: 0
| ||||
8. | Shared Voting Power: 1,680,000
| |||||
9. | Sole Dispositive Power: 0
| |||||
10. | Shared Dispositive Power: 1,680,000
|
11. | Aggregate Amount Beneficially Owned by Each Reporting Person: 1,680,000
| |||||
12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
| |||||
13. | Percent of Class Represented by Amount in Row (11): 22.11%
| |||||
14. | Type of Reporting Person (See Instructions)
IC |
*The Reporting Persons are filing this Schedule 13D jointly, as they may be considered a group under Section 13(d)(3) of the Act. However, neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that such a group exists.
SCHEDULE 13D
CUSIP No. 64128C 4*4
1. | Names of Reporting Persons
Metropolitan Tower Life Insurance Company 13-3114906 | |||||
2. | Check the Appropriate Box if a member of a Group (see instructions)
a. b. *
| |||||
3. | SEC Use Only
| |||||
4. | Source of Funds (See Instructions): WC
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5. | Check Box if Disclosure of Legal Proceedings Is Required pursuant to Items 2(d) or 2(e).
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6. | Citizenship or Place of Organization
NE
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Number of shares beneficially owned by each reporting person with:
| 7. | Sole voting power: 0
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8. | Shared Voting Power: 960,000
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9. | Sole Dispositive Power: 0
| |||||
10. | Shared Dispositive Power: 960,000
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11. | Aggregate Amount Beneficially Owned by Each Reporting Person: 960,000
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12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
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13. | Percent of Class Represented by Amount in Row (11): 12.63%
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14. | Type of Reporting Person (See Instructions)
IC |
*The Reporting Persons are filing this Schedule 13D jointly, as they may be considered a group under Section 13(d)(3) of the Act. However, neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that such a group exists.
Item 1 | Security and Issuer |
This Statement on Schedule 13D (this Statement) relates to the purchase of mandatory redeemable preferred shares, Series C (MRP Shares) of Neuberger Berman High Yield Strategies Fund Inc. (the Issuer). This Statement is being filed by the Reporting Persons (as defined below) as a result of the purchase of the MRP Shares by Metropolitan Life (as defined below), MetLife Reinsurance (as defined below) and Metropolitan Tower (as defined below) pursuant to the Master Securities Agreement dated August 3, 2020 (the Agreement), among the Issuer, Metropolitan Life, MetLife Reinsurance and Metropolitan Tower for an aggregate purchase price of $95,000,000 (the Transaction). The Issuers principal executive offices are located at 1290 Avenue of the Americas, New York, New York 10104.
Item 2 | Identity and Background |
(a) This Statement is being filed on behalf of each of the following persons (collectively, the Reporting Persons):
i. | MetLife Investment Management, LLC (MetLife Investment Management) |
ii. | Metropolitan Life Insurance Company (Metropolitan Life) |
iii. | MetLife Reinsurance Company of Charleston (MetLife Reinsurance) |
iv. | Metropolitan Tower Life Insurance Company (Metropolitan Tower) |
This Statement relates to the MRP Shares that were purchased for the account of Metropolitan Life, MetLife Reinsurance and Metropolitan Tower.
(b) The address of the principal business office of MetLife Investment Management is:
One MetLife Way
Whippany, New Jersey 07981
The address of the principal business office of Metropolitan Life is:
200 Park Avenue
New York, New York 10166
The address of the principal business office of MetLife Reinsurance is:
200 Park Avenue
New York, New York 10166
The address of the principal business office of Metropolitan Tower is:
200 Park Avenue
New York, New York 10166
MetLife Investment Management is wholly owned by MetLife Investment Management Holdings, LLC; however, MetLife Investment Management Holdings, LLC neither controls, nor has the power to control,
the investment decisions that MetLife Investment Management makes for Metropolitan Life, MetLife Reinsurance and Metropolitan Tower and expressly disclaims beneficial ownership of the shares.
(c) MetLife Investment Management Holdings, LLC and its subsidiaries provide global financial services and insurance products. The principal business of MetLife Investment Management is to provide investment management for the MetLife, Inc. insurance subsidiaries and third party institutional clients.
(d) Not applicable.
(e) Not applicable.
(f) Information concerning each executive officer, director and controlling person (the Listed Persons) of the Reporting Persons is listed on Schedule I attached hereto, and is incorporated by reference herein. To the knowledge of the Reporting Persons, all of the Listed Persons are citizens of the United States, other than as otherwise specified on Schedule I hereto.
Item 3 | Source and Amount of Funds or Other Consideration |
The aggregate amount of funds used by the Reporting Persons to purchase the securities reported herein was approximately $95,000,000. The source of funds was the working capital of the Reporting Persons.
Item 4 | Purpose of the Transaction |
(a) Metropolitan Life, MetLife Reinsurance and Metropolitan Tower purchased the MRP Shares for investment purposes in the ordinary course of business and not with the intent to control the Issuer. Metropolitan Life, MetLife Reinsurance and Metropolitan Tower acquired the MRP Shares directly from the Issuer pursuant to the Agreement.
Except to the extent the information provided herein may be deemed a plan or proposal, the Reporting Persons have no plans or proposals which relate to, or could result in, any of the matters referred to in paragraphs (a) through (j), inclusive, of the instructions to Item 4 of the Schedule 13D. The Reporting Persons may, at any time and from time to time, review or reconsider their position and/or change their purpose and/or formulate plans or proposals with respect thereto.
Item 5 | Interest in Securities of the Issuer |
(a) - (b) The responses of the Reporting Persons to Rows (7) through (11) of the cover pages of this Statement are incorporated herein by reference.
This is a joint filing among the Reporting Persons. As a result of the Transaction, the MRP Shares represent 28.00% of the voting securities of the Issuer, which percentage is based on 19,540,585 outstanding common shares, according to information shared by the Issuer in its proxy statement for the annual meeting of stockholders to be held on October 29, 2020. Pursuant to the terms of the Articles Supplementary Creating and Fixing the Rights of the MRP Shares, which are on file with the Maryland Secretary of State and are incorporated by reference herein, the holders of the MRP Shares are entitled to one vote for each MRP Share held by such holder on each matter submitted to a vote of stockholders of the Issuer, and the holders of outstanding shares of preferred stock, including the MRP Shares, and
the holders of outstanding shares of common stock vote together as a single class with respect to such matters; provided, however, that, at any meeting of the stockholders of the Issuer held for the election of directors, the holders of outstanding shares of preferred stock, including the MRP Shares, shall be entitled, as a class, to the exclusion of the holders of all other securities and classes of shares of stock of the Issuer, to elect two directors of the Issuer. The Reporting Persons do not take any responsibility for the accuracy of the information as to the amount of outstanding shares of common stock upon which the foregoing percentage is calculated.
MetLife Investment Management serves as investment adviser to Metropolitan Life, MetLife Reinsurance and Metropolitan Tower and shares voting and investment power with respect to the MRP Shares referenced herein but disclaims beneficial ownership as to such MRP Shares.
(c) The responses of the Reporting Persons in Item 3 and Item 4 are incorporated herein by reference.
(d) No other person is known by the Reporting Persons to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, MRP Shares that may be deemed to be beneficially owned by the Reporting Persons.
(e) Not applicable.
Item 6 | Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer |
The responses of the Reporting Persons to Item 4 and Item 5 are incorporated herein by reference.
Item 7 | Material to be Filed as Exhibits |
Exhibit | Description of Exhibit | |
99.1 | Joint Filing Agreement |
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: October 27, 2020
METLIFE INVESTMENT MANAGEMENT, LLC |
By: | /s/ Elisabeth H. Bedore |
Name: | Elisabeth H. Bedore | |
Title: | Vice President & MetLife Investment Management, LLC Chief Compliance Officer |
METROPOLITAN LIFE INSURANCE COMPANY |
By: | /s/ Elisabeth H. Bedore |
Name: | Elisabeth H. Bedore | |
Title: | Vice President & MetLife Investment Management, LLC Chief Compliance Officer |
METLIFE REINSURANCE COMPANY OF CHARLESTON |
By: | /s/ Elisabeth H. Bedore |
Name: | Elisabeth H. Bedore | |
Title: | Vice President & MetLife Investment Management, LLC Chief Compliance Officer |
METROPOLITAN TOWER LIFE INSURANCE COMPANY |
By: | /s/ Elisabeth H. Bedore |
Name: | Elisabeth H. Bedore | |
Title: | Vice President & MetLife Investment Management, LLC Chief Compliance Officer |
LIST OF EXHIBITS
Exhibit | Description of Exhibit | |
99.1 | Joint Filing Agreement |
SCHEDULE I
EXECUTIVE OFFICERS AND DIRECTORS OF
REPORTING PERSONS
The following sets forth the name and present principal occupation of each executive officer and director of MetLife Investment Management, LLC. The business address of each of the executive officers and directors of MetLife Investment Management, LLC is One MetLife Way Whippany, New Jersey 07981.
Appointed Entity | Appointment Type | |
Pollaro, Jr., Joseph | Director | |
Merck, Robert | Manager | |
Appointed Entity | Appointment Type | |
Budd, Kevin | Assistant Secretary | |
Derrig, Ellen | Assistant Secretary | |
Ding, William | Assistant Secretary | |
Gleason, Mary | Assistant Secretary | |
Goldstein, Robert | Assistant Secretary | |
Karp, Steven | Assistant Secretary | |
Khosla, Deepa | Assistant Secretary | |
Lurie, Todd | Assistant Secretary | |
Scudder, Daniel | Assistant Secretary | |
Smith, Michelle | Assistant Secretary | |
Connery, Charles | Assistant Treasurer | |
Bedore, Elisabeth | Chief Compliance Officer | |
Yick, Michael | Chief Financial Officer | |
Goulart, Steven | President | |
McCrory, Hugh | Secretary |
The following sets forth the name and present principal occupation of each executive officer and director of Metropolitan Life Insurance Company. The business address of each of the executive officers and directors of Metropolitan Life Insurance Company is 200 Park Avenue, New York, New York 10166.
Metropolitan Life Insurance Company
Executive Officers and Directors
Glenn R. Hubbard, Director
Cheryl W. Grisé, Director
Carlos M. Gutierrez, Director
Gerald L. Hassell, Director
David L. Herzog, Director
Edward J. Kelly III, Director
William E. Kennard, Director
Michel A. Khalaf, Director
Catherine R. Kinney, Director
Diana L. McKenzie, Director
Denise M. Morrison, Director
Mark A. Weinberger, Director
Michel A. Khalaf, President and Chief Executive Officer
Marlene Debel, Executive Vice President and Chief Risk Officer
Stephen W. Gauster, Executive Vice President and General Counsel
Steven J. Goulart, Executive Vice President and Chief Investment Officer
Esther Lee, Executive Vice President, Global Chief Marketing Officer
John D. McCallion, Executive Vice President, Chief Financial Officer
Bill Pappas, Executive Vice President and Head of Global Technology and Operations
Susan Podlogar, Executive Vice President and Chief Human Resources Officer
Ramy Tadros, President, U.S. Business
The following sets forth the name and present principal occupation of each executive officer and director of MetLife Reinsurance Company of Charleston. The business address of each of the executive officers and directors of MetLife Reinsurance Company of Charleston is 200 Park Avenue, New York, New York 10166.
MetLife Reinsurance Company of Charleston
Appointed Entity | Appointment Type | |
Baron, Roberto | Director | |
Foggon, Gavin | Director | |
Levene, David | Director | |
Mackay, Kevin | Director | |
Rallis, Andrew | Director | |
Reilly, James | Director | |
Appointed Entity | Appointment Type | |
Boudreau, Bryan | Appointed Actuary | |
Doncov, Stephanie | Assistant Secretary | |
Raphael, Robert | Assistant Secretary | |
Rallis, Andrew | Audit CommitteeCommittee Chairman | |
Reilly, James | Audit CommitteeCommittee Member | |
Baron, Roberto | Audit Committee Member | |
Rallis, Andrew | Chairman | |
Scully, Charles | Executive Vice President and Executive Investment Officer | |
Baron, Roberto | President | |
Buford, Kelli | Secretary | |
Boudreau, Bryan | Senior Vice President | |
Cranwell, Damien Brian | Senior Vice President | |
Ahmed, Zulfigar | Senior Vice President and Chief Information Security Officer | |
Redgate, Kevin | Senior Vice President and Senior Investment Officer | |
Mackay, Kevin | Senior Vice President and Treasurer | |
Hammond, Michael | Vice President | |
McClain, Aaron | Vice President | |
Connery, Charles | Vice President and Assistant Treasurer | |
Reilly, James | Vice President and Chief Financial Officer | |
Oldham, Robert | Vice President and Controller | |
Montoya, Albert | Vice President and Investment Officer | |
Radis, Stephen C. | Vice President and Investment Officer | |
Stevens, James | Vice President and Investment Officer |
The following sets forth the name and present principal occupation of each executive officer and director of Metropolitan Tower Life Insurance Company. The business address of each of the executive officers and directors of Metropolitan Tower Life Insurance Company is 200 Park Avenue, New York, New York 10166.
Metropolitan Tower Life Insurance Company
Appointed Entity | Appointment Type | |
Borowski, Michael | Director | |
Boudreau, Bryan | Director | |
Caldwell, Steven (Doug) | Director | |
Cox, Graham Scott | Director | |
Mackay, Kevin | Director | |
Scully, Charles | Director | |
Tadikonda, Rebecca | Director | |
Zarcone, Michael | Director | |
Appointed Entity | Appointment Type | |
Bedore, Elisabeth | 38a-1 Compliance Officer | |
Woodward, Linda | Appointed Actuary | |
Buford, Kelli | Assistant Secretary | |
Doncov, Stephanie | Assistant Secretary | |
Cox, Graham Scott | Audit CommitteeCommittee Chairman | |
Boudreau, Bryan | Audit CommitteeCommittee Member | |
Mackay, Kevin | Audit CommitteeCommittee Member | |
Tadikonda, Rebecca | Audit CommitteeCommittee Member | |
St. Amour, Andre | Chief Agent (Canada) | |
Caldwell, Steven (Doug) | Executive Vice President | |
Zarcone, Michael | Executive Vice President | |
Schock, Tamara | Executive Vice President and Chief Accounting Officer | |
Scully, Charles | Executive Vice President, Executive Investment Officer and Chief Hedging Officer | |
Cox, Graham Scott | President and Presiding Officer of the Board | |
Baron, Roberto | Senior Vice President | |
Boudreau, Bryan | Senior Vice President | |
Brown, Timothy | Senior Vice President |
Appointed Entity | Appointment Type | |
Cranwell, Damien Brian | Senior Vice President | |
O'Brien, Timothy | Senior Vice President | |
Piechnik, Paul | Senior Vice President | |
Pina, Jeannette | Senior Vice President | |
Schuster, Thomas | Senior Vice President | |
Sakoulas, Michael | Senior Vice President and Chief Financial Officer | |
Ahmed, Zulfigar | Senior Vice President and Chief Information Security Officer | |
Huang, Sean | Senior Vice President and Senior Investment Officer | |
Redgate, Kevin | Senior Vice President and Senior Investment Officer | |
Varughese, Philip | Senior Vice President and Senior Investment Officer | |
Barth, Clea | Vice President | |
Bruen, James | Vice President | |
Conley, Jodi | Vice President | |
Fradkin, Geoffrey | Vice President | |
Gordon, Kim | Vice President | |
Hioki, Mari | Vice President | |
Hirschberg, Alan | Vice President | |
Koransky, Howard | Vice President | |
Kremer, Christopher | Vice President | |
McClain, Aaron | Vice President | |
Model, Sabrina | Vice President | |
Moore, Melissa | Vice President | |
Plohr-Memming, Melissa | Vice President | |
Rafaloff, Roberta | Vice President | |
Wang, Jay | Vice President | |
Bedore, Elisabeth | Vice President and Chief Compliance Officer | |
Harker, Heather | Vice President and Chief Legal Officer | |
Cocolla, Antonio | Vice President and Illustration Officer | |
Johnson, Christopher | Vice President and Investment Officer | |
Montoya, Albert | Vice President and Investment Officer | |
Radis, Stephen C. | Vice President and Investment Officer | |
Stevens, James | Vice President and Investment Officer | |
Ring, Timothy | Vice President and Secretary | |
Connery, Charles | Vice President and Treasurer |