Form 485APOS MERGER FUND



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As
filed with the Securities and Exchange Commission on July 2, 2021 

File Nos.
002-76969 

811-03445

 

 

SECURITIES
AND EXCHANGE COMMISSION 

Washington,
D.C. 20549

 

FORM N-1A 

REGISTRATION
STATEMENT 

UNDER 

  THE SECURITIES ACT OF 1933 x
  Pre-Effective Amendment No.  ¨
  Post-Effective
Amendment No. 71
x
 

and

REGISTRATION
STATEMENT

UNDER

 
  THE INVESTMENT COMPANY ACT OF 1940 x
  Amendment
No. 72
x

 

THE MERGER
FUND 

(Exact
Name of Registrant as Specified in Charter)

 

100 Summit
Lake Drive
 

Valhalla,
New York 10595
 

(Address
of principal executive offices)

 

(914)
741-5600 

(Registrant’s
telephone number, including area code)

 

Roy D.
Behren and Michael T. Shannon
 

THE MERGER
FUND 

100 Summit
Lake Drive
 

Valhalla,
New York 10595
 

(Name
and address of agent for Service)

 

Copy
to:

 

Jeremy
Smith, Esq. 

Ropes &
Gray LLP 

1211
Avenue of the Americas
 

New York,
New York 10036

 

It is proposed that this filing
will become effective: 

  ¨ immediately upon filing pursuant to paragraph (b) 
  ¨ on
(date), pursuant to paragraph (b) 
  x 60 days after filing pursuant to paragraph (a)(1) 
  ¨ on (date), pursuant to paragraph (a)(1) 
  ¨ 75 days after filing pursuant to paragraph (a)(2) 
  ¨ on (date) pursuant to paragraph (a)(2) of Rule 485

 

If appropriate, check the following
box:

  ¨ This post-effective amendment designates a new effective date for a previously filed post-effective amendment.

 

This post-effective amendment
is being filed pursuant to Rule 485(a) under the Securities Act of 1933, as amended, to make certain material changes to the
Registrant’s registration statement. The Registrant has registered an indefinite amount of its shares of beneficial interest under
the Securities Act of 1933, pursuant to Rule 24f-2 under the Investment Company Act of 1940. In reliance upon Rule 24f-2, no
filing fee is being paid at this time.

 

 


 

 

 

[_________], 2021

 

[TO BE UPDATED BY AMENDMENT – The changes
described in this amendment are contingent upon completion of a transaction by which Westchester Capital Management is expected to be
acquired by Virtus Investment Partners, as well as attendant shareholder approvals of the proposals included in the proxy statement dated
May 24, 2021, and approval by the incoming Board of Trustees of other changes reflected in this amendment. If any of these contingencies
do not occur, this amendment will be withdrawn or another amendment will be filed to revise the disclosure as necessary or appropriate.]

 

Prospectus

 

THE
MERGER FUND
® 

Class A Shares (MERFX) 

Class I Shares (MERIX) 

VIRTUS WCM 

EVENT-DRIVEN FUND 

Class A Shares (WCERX) 

Class I Shares (WCEIX) 

VIRTUS WCM

CREDIT EVENT FUND 

Class A Shares (WCFRX) 

Class I Shares (WCFIX)

 

 

This Prospectus includes information you should
know about the Funds before you invest. Please read it carefully.

 

THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED
OR DISAPPROVED OF THESE SECURITIES OR PASSED UPON THE ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

 

As permitted by regulations adopted by the Securities
and Exchange Commission, paper copies of each fund’s shareholder reports are no longer sent by mail, unless specifically requested
from the fund or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports are made available on a website,
and you will be notified by mail each time a report is posted and provided with a website link to access the report. If you already elected
to receive shareholder reports electronically, you will not be affected by this change and you need not take action.

 

You may elect at any time to receive not only shareholder
reports but also certain other communications such as prospectuses from the fund electronically, or you may elect to receive all future
shareholder reports in paper free of charge. If you own your shares directly with the fund, you may make such elections by calling the
fund at 1-800-243-1574 or, with respect to requesting electronic delivery, by visiting www.virtus.com. An election made directly
with the fund will apply to all Virtus Mutual Funds in which you own shares directly. If you own your shares through a financial intermediary,
please contact your financial intermediary to make your request and to determine whether your election will apply to all funds in which
you own shares through that intermediary.

 


 

TABLE OF CONTENTS [To be
updated by amendment]

 

    Page
FUND SUMMARIES   1
The
Merger Fund
  1
Virtus
WCM Event-Driven Fund
  13
Virtus
WCM Credit Event Fund
  27
PRINCIPAL
INVESTMENT POLICIES
  41
PRINCIPAL
RISKS
  53
PORTFOLIO
HOLDINGS
  72
MANAGEMENT
OF THE FUNDS
  72
MORE INFORMATION
ABOUT FUND EXPENSES
  75
CLASSES
OF SHARES
  77
SALES CHARGES   78
PAYMENTS
TO FINANCIAL INTERMEDIARIES
  84
INVESTMENT
PLANS
  86
HOW TO PURCHASE
SHARES
  87
NET ASSET
VALUE
  90
REDEMPTIONS   93
ACCOUNT
POLICIES
  98
EXCHANGE
OF SHARES BETWEEN CLASSES
  98
COST BASIS
REPORTING
  99
DIVIDENDS,
DISTRIBUTIONS AND TAXES
  100
NOTICES-HOUSEHOLDING &
UNCLAIMED PROPERTY
  102
FINANCIAL
HIGHLIGHTS
  103
APPENDIX
A
  113
APPENDIX
B
  115

 


 

FUND SUMMARIES 

THE MERGER FUND

 

Investment
Objective:
The Merger Fund (for purposes of this section, the “Fund”) seeks to achieve capital growth by engaging
in merger arbitrage.

 

Fees
and Expenses of the Fund:
The tables below describe the fees and expenses that you may pay if you buy, hold, and sell shares
of the Fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected
in the tables and examples below. You may qualify for sales charge discounts in Class A Shares if you and your family invest, or
agree to invest in the future, at least $50,000 in Virtus Funds. More information on these and other discounts is available: (i) from
your financial advisor or other financial intermediary; (ii) under “Sales Charges” on page [ ] of the Fund’s
prospectus; and (iii) with respect to purchase of shares through specific intermediaries, in Appendix B to the Fund’s prospectus,
entitled “Intermediary Sales Charge Discounts and Waivers”.

 

Shareholder Fees          
(fees paid directly from your investment)   Class A     Class I
Maximum Sales Charge (Load)
Imposed on Purchases
(as a percentage of offering price)
    5.50 %   None
Maximum Deferred Sales Charge (Load)
(as a percentage of offering price)
    1.00 %   None
Maximum Sales Charge (Load) Imposed on



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