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AST BlackRock Value Portfolio - Prudential Annuities

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Convertible Securities are a substantial source of capital for many companies, especially those with highly uncertain cash<br />

flows and immediate funding needs. Convertible securities are usually sold by issuing companies at discounts to their<br />

fundamental values. Because of their limited liquidity, they often trade at a discounts in the secondary market.<br />

Convertible arbitrageurs (such as the diversified arbitrage sleeve) are the primary participants in the Convertible Securities<br />

market, and typically buy the Convertible Security and seek to mitigate the various risks associated with the security (i.e.,<br />

equity risk, credit risk, and interest rate risk) by using various hedging strategies. For example, equity risk may be hedged by<br />

shorting the stock of the issuer in an amount based on the sensitivity of the Convertible Security’s price to changes in the<br />

issuer’s stock price.<br />

In most cases, the holding period for an investment by the diversified arbitrage sleeve in a convertible arbitrage trade is longer<br />

than a year, and could be several years for some investments. The diversified arbitrage sleeve generally holds Convertible<br />

Securities of domestic issuers, but may purchase Convertible Securities of foreign issuers if circumstances warrant.<br />

Other arbitrage strategies: CNH also may employ other arbitrage strategies, such as “when-issued trading” arbitrage, “stub-trading”<br />

arbitrage, “dual-class” arbitrage and “closed-end fund” arbitrage.<br />

When-issued arbitrage takes advantage of inefficiencies in the prices at which a parent’s and subsidiary’s stock are trading on<br />

a “when-issued” basis. When-issued opportunities typically occur immediately prior to the separation of a parent and<br />

subsidiary (i.e. spin-off, carve-out, spit-off).<br />

Stub-trading arbitrage takes advantage of inefficiencies in the prices at which the stocks of a publicly traded parent<br />

corporation and its publicly traded subsidiary are trading.<br />

Dual-class arbitrage takes advantage of inefficiencies in the prices at which different classes of a publicly traded company’s<br />

stock are trading.<br />

Closed-end fund arbitrage is the practice of buying (selling) closed-end funds that trade at abnormally wide discounts (or<br />

premiums) to their underlying net asset values. Positions are unwound when the discount or premium converges to expected<br />

levels. In general, the diversified arbitrage sleeve does not invest in closed-end funds with the intention of forcing a<br />

conversion into an open-end fund format.<br />

The diversified arbitrage sleeve may employ additional arbitrage strategies as they arise.<br />

Other Types of Alternative Investment Strategies used by Arbitrage Subadvisers: CNH also pursues other, non-arbitrage<br />

“alternative” investment strategies as it sees market opportunities to do so. For example, the diversified arbitrage sleeve expects to<br />

invest in “price pressure” trades, credit or distressed investments (short-term debt, distressed securities and straight debt), “SPACs”<br />

(Special Purpose Acquisition Corporations), “PIPEs” (Private Investments in Public Equities), IPOs (Initial Public Offerings), SEOs<br />

(Seasoned Equity Offerings), warrants and spin-offs.<br />

When the diversified arbitrage sleeve enters into “price pressure” trades, it seeks to profit from situations in which concentrated<br />

buying or selling of securities by a particular group of investors overwhelms regular trading causing a temporary price dislocation.<br />

The diversified arbitrage sleeve buys securities subject to price pressure and hedges these purchases by shorting market indices or<br />

comparable securities.<br />

Credit investments are made in convertibles, straight debt and loans of firms which offer attractive risk-adjusted returns on a<br />

hedged basis, typically around event-induced capital flows, and distressed investments are made in securities, equities,<br />

convertibles, straight debt and loans of firms that are in or near financial distress and which trade at substantial discounts to<br />

fundamental values.<br />

PIPEs involve the direct purchase of a security from a publicly-traded firm in a private placement. The securities include equities,<br />

convertibles, debentures, and warrants. Trading in PIPE securities are often restricted for a pre-specified period before they can be<br />

resold in secondary markets.<br />

Initial Public Offerings involve the purchase of a newly listed common stock in an underwritten offering. These are fundamental<br />

investments that CNH deems to be attractively priced.<br />

Seasoned equity offerings involve the purchase of common stock of a listed company in an underwritten offering. These<br />

investments take advantage of the discount at which offerings are priced relative to the stock’s market price, as well as the price<br />

pressure on the stock caused by a temporary supply-demand imbalance.<br />

Warrants involve the purchase of exchange-traded warrants in US Treasury auctions or on the secondary market. These<br />

investments are typically hedged by short sales of the issuer’s stock.<br />

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