Vote-By-Phone Solicitation Script for
(Name of Fund)
This script provides information to the shareholder and solicits
their vote by phone, to be confirmed by written confirmation.
Good Morning/Afternoon/Evening. May I please speak with (name of
shareholder)? I am representing Putnam Investments in Boston.
To verify that I am speaking with the shareholder of record, may
I confirm that you are (name of shareholder of record) and that
your address of record is (address of record)?
(If the person is unwilling to confirm this information, thank
them for their time and terminate the call.)
We noted that we have not yet received your vote. Do you have
any questions regarding the proposals I can clarify for you?
(If there are questions regarding the non-routine proposals for
Putnam Dividend Growth Fund, Putnam Europe Growth Fund, Putnam
Global Growth Fund, Putnam New Opportunities Fund or Putnam
Voyager Fund, please refer to the Q & A attached.)
Would you like to vote by phone?
(If not, ask the shareholder if they would like another ballot,
thank them for their time and terminate the call. If so, proceed
as follows:)
We previously sent you a letter describing our procedures for
voting your proxy ballot by telephone.
I will now read the information on the proxy card so that you can
provide us with your voting instructions.
Putnam (Name of Fund)
Proxy for a meeting of shareholders, July 7, 1994.
This proxy is solicited on behalf the Trustees of the Fund.
The shareholder hereby appoints George Putnam, Hans H. Estin and
William F. Pounds, and each of them separately, proxies, with
power of substitution, and hereby authorizes them to represent
and vote, as designated hereafter, at the meeting of shareholders
of Putnam (Name of Fund), on July 7, 1994, at 1:00 p.m., Boston
time, and at any adjournments thereof, all of the shares of the
Fund which the shareholder would be entitled to vote if
personally present.
This proxy when properly authorized will be voted in the manner
directed herein by the shareholder. In their discretion, the
proxies are authorized to vote upon such other matters as may
properly come before the meeting. The Trustees recommend a vote
FOR electing all of the nominees for Trustees and FOR the
following proposals:
1. (All Funds)
Election of Trustees.
The nominees are: Jameson Adkins Baxter, Hans H. Estin, John
A. Hill, Elizabeth T. Kennan, Lawrence J. Lasser, Robert E.
Patterson, Donald S. Perkins, William F. Pounds, George
Putnam, George Putnam III, A.J.C. Amith, and William N.
Thorndike.
How would you like to vote on this proposal?
For electing all of the nominees?
For electing all nominees other than the following
nominees? (specify nominees for whom voting authority
is withheld)
Withhold authority to vote for all nominees?
2. (All Funds)
Ratify the selection of (see below) as auditors.
(Coopers & Lybrand: Dividend Growth
Dividend Income
Global Growth
New Jersey
New Opportunities
U.S. Government Income)
(Price Waterhouse: Europe Growth
Premier Income
Voyager)
How would you like to vote on this proposal?
For, Against or Abstain?
3. (Putnam Dividend Growth Fund, Putnam Europe Growth Fund,
Putnam Global Growth Fund, Putnam New Opportunities Fund or
Putnam Voyager Fund only)
To eliminate the Fund's fundamental investment restriction
with respect to investments in investment companies.
How would you like to vote on this proposal?
For, Against or Abstain?
4. (Putnam Dividend Growth Fund, Putnam Europe Growth Fund,
Putnam Global Growth Fund, Putnam New Opportunities Fund or
Putnam Voyager Fund only)
To amend the Fund's fundamental investment restriction with
respect to investments in restricted securities.
How would you like to vote on this proposal?
For, Against or Abstain?
5. (Putnam Global Growth Fund only)
To amend the Fund's fundamental investment restrictions with
respect to the use of financial futures contracts and
related options.
How would you like to vote on this proposal?
For, Against or Abstain?
6. (Putnam Voyager Fund only)
To eliminate the Fund's fundamental investment restriction
with respect to the pledging of assets.
How would you like to vote on this proposal?
For, Against or Abstain?
Thank you. Do you wish to send the entire message?
To repeat your instructions:
You voted:
On proposal 1:
On proposal 2:
etc.
Is this correct?
Thank you. We will be sending you a written confirmation of your
vote. Please call us if the information on the confirmation is
incorrect.
<PAGE>
Q & A FOR PUTNAM DIVIDEND GROWTH FUND, PUTNAM EUROPE GROWTH FUND,
PUTNAM GLOBAL GROWTH FUND, PUTNAM NEW OPPORTUNITIES FUND, AND
PUTNAM VOYAGER FUND
On May 6, 1994, a proxy statement was sent to shareholders of
Putnam Dividend Growth Fund, Putnam Europe Growth Fund, Putnam
Global Growth Fund, Putnam New Opportunities Fund, and Putnam
Voyager Fund. Listed below are answers to the questions and
concerns shareholders are likely to have regarding non-routine
proposals for these funds, followed by answers and information
regarding each issue.
WHAT, EXACTLY, ARE THE FUNDS PROPOSING?
All five funds are seeking to eliminate their fundamental
investment restrictions regarding investments in investment
companies. The proposal would permit these funds to invest
in certain other registered open-end investment companies.
All five funds are seeking to amend their fundamental
investment restrictions regarding investments in restricted
securities. The proposal would expand the ability of these
funds to invest in certain restricted securities.
Putnam Global Growth Fund is seeking to amend its
fundamental investment restrictions regarding margin
transactions and commodities and commodities contracts. The
proposal would permit the fund to invest in certain
financial futures contracts and related options.
Putnam Voyager Fund is seeking to eliminate its fundamental
investment restriction regarding the pledging of assets, in
order to clarify that the fund may sell covered put options
on securities.
1. INVESTMENTS IN INVESTMENT COMPANIES:
What are the issues regarding investments in open-end
investment companies?
Your fund seeks the change to provide maximum flexibility
for it to take advantage of securities that might be
structured using a pass-through entity. Many of these
securities did not exist when your fund's prospectus was
originally written, and others may be developed in the
future.
WHY MIGHT THESE PASS-THROUGH ENTITIES BE CONSIDERED
"INVESTMENT COMPANIES"?
Because such securities represent investment in an
underlying pool of securities, they technically fall under
the definition of investment companies as defined by the
Investment Company Act of 1940.
If the proposal is approved, the Trustees intend to adopt a
more flexible nonfundamental investment restriction that
would only prohibit investments in mutual funds such as the
fund. Such a restriction could be revised or eliminated by
the Trustees without a shareholder vote.
WHAT ARE SOME EXAMPLES?
Certain mortgage-backed securities, such as collateralized
mortgage obligations (CMOs) and certain municipal securities
such as inverse floaters.
Shares of a foreign-based investment fund that invests in
companies of its home country, which does not allow direct
investment in individual companies by U.S. or other foreign
investors.
Even though adding these securities to a portfolio could
involve duplication of some fees and expenses, Putnam
Management believes they may provide attractive investment
opportunities that would be consistent with your fund s
objectives and policies.
2. INVESTMENTS IN RESTRICTED SECURITIES:
What are the issues regarding investments in restricted
securities?
Your fund seeks the change to permit it to invest a greater
portion of its assets in securities that are restricted as
to resale. Essentially, your fund seeks to increase its
flexibility to the extent permitted under recent Securities
and Exchange Commission (SEC) guidelines.
WHAT IS A "RESTRICTED SECURITY"?
A restricted security is one that is subject to a
restriction on its transfer. A common example of such a
security is one that has not been registered with the SEC
and that is not sold to the general public. Such
unregistered securities are frequently purchased by large
institutional investors who generally have experience
trading restricted securities.
WHY DOES MY FUND INVEST IN THESE SECURITIES?
While Putnam Management believes the use of restricted
securities can pose some risks and that their use should
therefore be limited, Putnam Management also believes that
restricted securities can provide many attractive investment
opportunities for your fund, especially since the
institutional markets for many of these securities in recent
years have continued to increase in size and have become
more liquid.
WHAT ARE SOME OF THE RISKS ASSOCIATED WITH INVESTMENTS IN
RESTRICTED SECURITIES?
The SEC has long taken the position that mutual funds such
as your fund should limit investments in illiquid securities
because such securities may present problems of accurate
valuation and because a fund owning a high percentage of
such securities may have difficulty disposing of them in
satisfying redemption requests in a timely fashion.
In general, illiquid securities have included restricted
securities and those securities for which there is no
readily available market. The SEC recently revised its
position to permit mutual funds to invest up to 15% of their
assets in illiquid securities.
In addition, the SEC has adopted a rule that facilitates the
trading of certain restricted securities among institutional
investors and has stated that such securities may be treated
as liquid securities by a mutual fund if its trustees
determine they are, in fact, liquid.
Putnam Management believes that the fact that a security may
be restricted will not necessarily adversely affect its
liquidity or the ability of the fund to determine its value.
As institutional markets develop, your fund would be
constrained by its current investment restriction even
though the institutional restricted securities markets could
provide both readily ascertainable values for restricted
securities and the ability to reduce an investment to cash
in order to satisfy fund share redemption orders on a timely
basis.
WHAT CHANGES ARE BEING PROPOSED AND WHY?
There are two parts to the current proposal:
Part 1 The SEC recently revised its requirement, which
previously stated that mutual funds like your fund should
not invest more than 10% of assets in illiquid securities,
including restricted securities. The requirement now states
that they may invest up to 15% of net assets in these
securities. While your fund previously limited investments
in these securities to 5% of its net assets, the proposal
would allow it to invest up to 15% of its net assets in
these securities, in line with the new SEC limits.
Part 2 In recognition of the increased size and
liquidity of the institutional markets for unregistered
securities, the SEC has also adopted a rule that states that
restricted securities traded under the rule may be treated
as liquid, for purposes of investment limitations, if the
trustees of a mutual fund like your fund determine that the
securities are, in fact, liquid or readily convertible to
cash.
Putnam Management believes that updating your fund's policy
with respect to the trading of these securities so it is as
flexible as the new SEC regulations permit will allow your
fund to benefit from the increasing number of investment
opportunities available in the institutional markets.
3. USE OF OPTIONS AND FUTURES:
WHAT'S BEHIND THE REQUEST TO CHANGE PUTNAM GLOBAL GROWTH
FUND'S POLICIES ON THE USE OF OPTIONS AND FUTURES?
To change the fund's investment restrictions regarding
margin transactions and commodities and commodities
contracts to expand the fund's ability to invest in
financial futures contracts and related options. This would
allow the fund to do what Putnam's other global equity funds
(Asia Pacific, Europe Growth, and Overseas Growth) are
already permitted to do. Under the fund's current
fundamental investment restrictions, the fund may only
engage in currency futures contracts entered into for
hedging purposes. If the proposal is approved, the fund's
use of futures contracts and related options would be
expanded to permit the fund to buy and sell other types of
futures contracts and related options for hedging purposes
or to earn additional income.
WHY IS IT BEING PROPOSED?
The fund was introduced in 1967 and began investing mostly
in global stocks in 1977. The fund's investment restrictions
therefore reflect an investment strategy that does not
provide the management tools and flexibility desireable in
the 1990s.
WHAT WOULD IT ALLOW THE FUND TO DO?
Strategically, the change would allow the fund, like its
newer counterparts, to hedge its portfolio in two ways:
Classic hedge Use index futures contracts and related
options to hedge against changes in currency exchange rates
or declines in specific markets. An index future is a
contract to buy or sell units of a securities index at an
agreed price on a specified future date.
Anticipatory hedge Use certain index futures contracts
and related options in the markets of a particular country
in which Putnam Management is considering new investments
but has not yet completed all the research required to
purchase a sufficient quantity of specific investments. Use
of these index futures contracts and related options in that
market would allow the fund to participate in potentially
favorable opportunities there while it becomes more fully
invested in individual securities.
The proposal would also permit the use of futures contracts
and related options for other permissible purposes,
including earning additional income.
The fund does not currently contemplate immediately engaging
in financial futures and related options transactions other
than those involving currency and index futures. However,
the proposal would permit the fund to engage in such other
transactions without the need for shareholder approval,
although the fund would only engage in them to the extent
permitted by regulatory requirements.
WHAT ARE THE RISKS INVOLVED WITH THESE INVESTMENT
STRATEGIES?
The use of futures contracts and options involves certain
special risks. Futures and options transactions involve
costs and may result in losses. Certain risks arise because
of the possibility of imperfect correlations between
movements in the prices of index futures and options and
movements in the prices of the underlying securities index
or of the securities in the fund's portfolio that are the
subject of the hedge.
The successful use of index futures and related options
further depends on Putnam Management's ability to forecast
market movements correctly. Other risks arise from the
fund's potential inability to close out its index futures or
options positions, and there can be no assurance that a
liquid secondary market will exist for any index future or
option at any time. Certain provisions of the Internal
Revenue Code and certain regulatory requirements may limit
the fund's ability to engage in index futures and options
transactions.
The use of most other types of financial futures contracts
and related options would involve similar risks but could
involve additional risks as well.
4. POLICY ON PLEDGING OF ASSETS:
WHAT'S BEHIND THE REQUEST TO CHANGE PUTNAM VOYAGER FUND'S
POLICY ON THE PLEDGING OF ASSETS?
Your fund already has broad authority to use options and
futures. The proposal seeks to clarify a technicality.
On the one hand, the fund's investment policy permits the
fund to sell put options on securities. On the other hand,
the fund's investment restriction on pledging assets may be
viewed as prohibiting the selling of put options on
securities.
The proposal simply resolves this possible contradiction by
eliminating the restriction on pledging assets.
If the proposal is approved, the Trustees intend to adopt a
more flexible nonfundamental investment restriction on the
pledging of assets. Such a restriction could be revised or
eliminated by the Trustees without shareholder approval.
