AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan of Reorganization • April 14th, 2023 • Eaton Vance Tax-Managed Buy-Write Opportunities Fund
THIS AGREEMENT AND PLAN OF REORGANIZATION (“Agreement”) is made as of this 14th day of April, 2023, by and between Eaton Vance Tax-Managed Buy-Write Strategy Fund (“Acquired Fund”), a Massachusetts business trust, and Eaton Vance Tax-Managed Buy-Write Opportunities Fund (“Acquiring Fund” and together with Acquired Fund, the “Funds”), a Massachusetts business trust.
April 14, 2023 Eaton Vance Tax-Managed Buy-Write Strategies Fund Two International Place Boston, Massachusetts 02110 Eaton Vance Tax-Managed Buy- Write Opportunities Fund Two International Place Boston, Massachusetts 02110 Ladies and Gentlemen:Agreement and Plan of Reorganization • April 14th, 2023 • Eaton Vance Tax-Managed Buy-Write Opportunities Fund
We have acted as counsel in connection with the Agreement and Plan of Reorganization (the “Agreement”) dated April 14, 2023, between Eaton Vance Tax-Managed Buy-Write Strategies Fund, a Massachusetts business trust (“Acquired Fund”), and Eaton Vance Tax-Managed Buy-Write Opportunities Fund, a Massachusetts business trust (“Acquiring Fund”, together with Acquired Fund, the “Funds”). The Agreement describes a proposed transaction (the “Reorganization”) to occur as of the date of this letter (the “Closing Date”), pursuant to which Acquiring Fund will acquire all of the assets of Acquired Fund in exchange for shares of beneficial interest in Acquiring Fund (the “Acquiring Fund Shares”) and the assumption by Acquiring Fund of all of the liabilities of Acquired Fund following which the Acquiring Fund Shares received by Acquired Fund will be distributed by Acquired Fund to its shareholders in liquidation and termination of Acquired Fund. Capitalized terms not defined herein are used herein as
