NYLIM CBRE Global Infrastructure Megatrends Term Fund · NYSE:MEGI
NYLIM CBRE Global Infrastructure Megatrends Term Fund — NYLI CBRE Global Infrastructure Megatrends Term Fund — Proxy Contest (September 2025)
21 slides from NYLIM CBRE Global Infrastructure Megatrends Term Fund's proxy contest presentation, Sep 4, 2025
Slide 1: The Case for Electing a Shareholder Representative to MEGI's Board of Trustees
The Case for Electing a Shareholder Representative to MEGI’s Board of Trustees September 2025
Slide 2: Why We Are Seeking to Elect a Shareholder Representative to MEGI's 7-Member Board
2 Why We Are Seeking to Elect a Shareholder Representative to MEGI’s 7 - Member Board We believe MEGI’s Board would benefit from the addition of a new, independent director who possesses the perspective of a large shareholder, closed - end fund experience and corporate governance expertise. Saba Cap
Slide 3: Saba Has a Track Record of Good Governance and Value Creation
3 Saba Has a Track Record of Good Governance and Value Creation Source : Institutional Investor . 1 See disclaimer : The 2023 and 2024 Activist Hedge Fund Manager of the Year awards were open to hedge funds whose strategy relies primarily on activist investments . Saba submitted information related
Slide 4: Saba Has a Track Record of Good Governance and Value Creation (continued)
4 Saba Has a Track Record of Good Governance and Value Creation (continued) Saba Capital Income & Opportunities Fund Saba Capital Income & Opportunities Fund II x Plurality vote standard, equal voting rights, multiple liquidity events for shareholders . x Non - staggered board at BRW . x In 2024 , S
Slide 5: About MEGI: Fund Information
5 About MEGI : Fund Information Fund Statistics & Description (as of 8/29/2025) • Inception Date : 10 / 27 / 2021 • Fund Management : New York Life Investment Management and CBRE Investment Management • Market Price : $ 14 . 56 • NAV : $ 15 . 57 • Premium/Discount : - 6 . 49 % • Asset Class : Equity
Slide 6: About MEGI: Portfolio Composition
6 About MEGI : Portfolio Composition Source : MEGI factsheet dated 6 / 30 / 2025 . 55 % Utilities 16 % Transportation 15 % Communications 12 % Midstream/Pipelines 2 % Diversified 0 % Healthcare 63 % Americas 21 % Europe 15 % Asia - Pacific Regional Allocation (as of 6/30/2025) Megatrend Theme Alloca
Slide 7: MEGI Has Persistently Traded at a Significant Discount to NAV
-20% -15% -10% -5% 0% 5% 2022 2023 2024 2025 $10 $12 $14 $16 $18 $20 $22 2021 2022 2023 2024 Market Price NAV 7 MEGI Has Persistently Traded at a Significant Discount to NAV Source : Bloomberg, data runs from 10 / 27 / 2021 through 8 / 29 / 2025 . Since Inception Rolling 90D Average Premium/Discount
Slide 8: MEGI Has Underperformed Its Benchmark
$60 $70 $80 $90 $100 $110 $120 $130 Oct-21 Apr-22 Oct-22 Apr-23 Oct-23 Apr-24 Oct-24 Apr-25 8 MEGI Has Underperformed Its Benchmark MEGI Total Shareholder Returns vs. Benchmark Since Inception 2 - Year 1 - Year Fund/Index 4.87% 22.20% 39.77% MEGI 26.43% 20.22% 31.58% FTSE Global Core Infrastructure
Slide 9: MEGI Has Also Underperformed Its Peers
MEGI Has Also Underperformed Its Peers 9 Return & Average Trading Discount Since MEGI’s Inception Average Discount to NAV Return Ticker - 11.65% 4.87% MEGI 91.57% 9.42% GUT - 7.37% 12.95% ERH - 16.52% 15.73% TEAF - 3.98% 19.30% GLU 13.88% 21.62% DNP - 3.65% 25.27% DPG - 0.01% 25.49% UTF - 1.00% 35.0
Slide 10: Governance Issue #1: MEGI's Board Is Classified
10 MEGI has a classified Board, despite this being a “problematic governance structure . ” 1 • The annual election of all trustees – at one time – encourages board accountability to shareholders, which, in turn, boosts a fund’s performance . • This view is shared by leading independent proxy advisor
Slide 11: Governance Issue #2: MEGI's Trustees Are Overboarded
11 Governance Issue # 2 : MEGI’s Trustees Are Overboarded Electing a new, independent trustee will help MEGI’s Board objectively guide performance and governance decisions, as well as effectively oversee the Fund’s management team. Source : MEGI 2025 definitive proxy statement . 1 The fund complex c
Slide 12: Governance Issue #3: MEGI's Trustees' Interests Are Not Aligned With Shareholders
12 The two trustees up for re - election own zero shares of MEGI, demonstrating their lack of alignment with the Funds’ investors . Governance Issue # 3 : MEGI’s Trustees’ Interests Are Not Aligned With Shareholders Equity Ownership in MEGI 0% Alan Latshaw 0% Karen Hammond 12.0% Saba Capital Managem
Slide 13: Governance Issue #4: Voting Standard Thwarts the Will of Shareholders
13 Governance Issue # 4 : Voting Standard Thwarts the Will of Shareholders • Shareholder nominee Paul Kazarian received more votes than both incumbent trustees • Incumbent trustees did not secure the required majority support for re - election but remain in place pending successors • Results demonst
Slide 14: Our Independent and Highly Qualified Nominee: Paul Kazarian
14 Our Independent and Highly Qualified Nominee : Paul Kazarian Mr . Kazarian has extensive experience as a CEF director and investor, as well as the perspective of a significant shareholder, making him highly qualified to advise MEGI with respect to its investments and governance . • Deep CEF inves
Slide 15: Mr. Kazarian Has Earned the Support of Leading Proxy Advisory Firms In the Past
15 Mr . Kazarian Has Earned the Support of Leading Proxy Advisory Firms In the Past • Institutional Shareholder Services Inc . (“ISS”) has recommended that shareholders of other closed - end funds vote for Mr . Kazarian on at least six separate occasions unrelated to MEGI . • In its previous recomme
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Slide 17: We Have Experience Eliminating CEFs' Trading Discounts
17 We Have Experience Eliminating CEFs’ Trading Discounts • Saba tries to find creative solutions for any fund that we’re involved in . • The Center Coast Brookfield MLP & Energy Infrastructure Fund (NYSE : CEN) had a - 19 . 4 % discount to NAV prior to Saba’s engagement . The discount reached as wi
Slide 18: We Have Consistently Defended CEF Shareholders' Rights
18 We Have Consistently Defended CEF Shareholders’ Rights The U.S. District Court for the Southern District of New York denies the Templeton Global Income Fund’s (NYSE: GIM) bid to block the certification of shareholder votes. The Suffolk County Superior Court in Massachusetts sides with Saba, rulin
Slide 19: Conclusion: Elect Saba Nominee Paul Kazarian on the Proxy Card
19 Conclusion : Elect Saba Nominee Paul Kazarian on the Proxy Card Vote FOR Paul Kazarian on Saba’s GOLD Proxy Card GOLD Discard MEGI’s White Proxy Card Voting “ABSTAIN” or “AGAINST” on the Fund’s white proxy card is not the same as voting for Saba’s nominee because a vote on the Fund’s white proxy
Slide 20: Legal Disclaimer
20 Legal Disclaimer The materials in this presentation (the “Presentation”) are for informational purposes only, are not complete and do not constitute an agreement, offer, a solicitation of an offer, or any advice or recommendation to enter into or conclude any transaction or confirmation thereof (
Slide 21: Disclaimer Regarding Awards Listed on Slide
21 Disclaimer Regarding Awards Listed on Slide 3 More information on the awards is available here : https : //www . institutionalinvestor . com/article/ 2 d 6 anafxgowqfj 0 jskbnk/culture/here - are - the - winners - of - the - 21 st - annual - hedge - fund - industry - awards and here : https : //w
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