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 Exhibit (a)(1)(ii)

 

LETTER OF TRANSMITTAL

 

To accompany certificates of common stock, par value $0.01 per share, of DTF Tax-Free Income Inc.

 

I/we, the undersigned, hereby surrender to you for tendering the share(s) identified below. I/we hereby agree to the terms and conditions of the Offer to Purchase dated December 8, 2020 (“Offer to Purchase”). I/we hereby certify and warrant that: (i) I/we have received and read the Offer to Purchase; (ii) I/we have complied with all instructions on the reverse side of this Letter of Transmittal and the requirements of the Offer to Purchase; (iii) I/we have full authority to surrender these certificate(s) and give the instructions in this Letter of Transmittal; and (iv) the shares represented by these certificates are free and clear of all liens, restrictions, adverse claims and encumbrances.

 

Method of delivery of the certificate(s) is at the option and risk of the owner thereof. See Instruction 1

 

Mail or deliver this Letter of Transmittal, or a facsimile, together with the certificate(s) representing your shares, to:

 

 

By First Class Mail:

American Stock Transfer & Trust Co., LLC Operations Center Attn: Reorganization Department 6201 15th Avenue Brooklyn, New York 11219

By Hand, Express Mail, Courier or Other Service:

American Stock Transfer & Trust Co., LLC Operations Center Attn: Reorganization Department 6201 15th Avenue Brooklyn, New York 11219

 

For assistance call (877) 248-6417 or (718) 921-8317

 

Pursuant to the offer to purchase, dated December 8, 2020 (the “Offer to Purchase”) of DTF Tax-Free Income Inc. (the “Fund”), the undersigned encloses herewith and surrenders the following certificate(s) representing shares of common stock, par value $0.01 per share:

 

Name(s) and Address of Registered Holder(s)
If there is any error in the name or address shown below, please make the
necessary corrections

 

DESCRIPTION OF SHARES SURRENDERED
(Please fill in. Attach separate schedule if needed)

   

Certificate No(s)

Number of Shares

       
       
       
       
       
       
       
       
       
       
       
       
       
       
       
       
       
       
   

TOTAL SHARES

 

 

 

 

Pursuant to the Offer to Purchase dated December 8, 2020 and this Letter of Transmittal (which together with any amendments or supplements to these documents, collectively constitute the “Offer”), DTF Tax-Free Income Inc. (the “Fund”) has offered to purchase up to 17.5% of the Fund’s outstanding shares of common stock (the “Shares”). The price to be paid for the Shares is an amount per Share, equal to 98% of the net asset value per Share as determined by the Fund at the close of regular trading session on the New York Stock Exchange on January 8, 2021, or if the Offer is extended, on the next trading day after the day to which the Offer is extended. See Instructions on the reverse side.

 

I/we, the undersigned, hereby surrender to you for tendering the share(s) identified below. I/we hereby agree to the terms and conditions of the Offer to Purchase dated December 8, 2020 (“Offer to Purchase”). I/we hereby certify and warrant that: (i) I/we have received and read the Offer to Purchase; (ii) I/we have complied with all instructions on the reverse side of this Letter of Transmittal and the requirements of the Offer to Purchase; (iii) I/we have full authority to surrender these certificate(s) and give the instructions in this Letter of Transmittal; and (iv) the shares represented by these certificates are free and clear of all liens, restrictions, adverse claims and encumbrances.

 

Please complete the back if you would like to transfer ownership or request special mailing.

 

1
Signature: This form must be signed by all of the registered holder(s) exactly as their name(s) appears on the certificate(s) or by person(s) authorized to sign on behalf of the registered holder(s) by documents transmitted herewith. If this Letter of Transmittal or any certificates or stock powers are signed by trustees, executors, administrators, guardians, agents, attorneys-in-fact, officers of corporations or others acting in a fiduciary or representative capacity, such persons should so indicate when signing and must submit proper evidence satisfactory to the Fund of their authority to so act, or in lieu of evidence guaranteed by an Eligible Institution. Additionally, if any of the tendered Shares are held of record by two or more joint holders, all such holders must sign this Letter of Transmittal.

 

Signature of Shareholder

 

Date

 

Daytime Telephone #

         
         

Signature of Shareholder

 

Date

 

Daytime Telephone #

         
         

 

PLACE AN X IN ONE TENDER BOX ONLY

 

2

 

3

☐ Tender All

or

☐ Partial Tender

     
   

WHOLE SHARES FRACTIONS

 

Please locate your certificate(s) and send them along with the completed Letter of Transmittal.

 

CHECK HERE IF SHARE CERTIFICATES HAVE BEEN MUTILATED, LOST, STOLEN OR DESTROYED. SEE INSTRUCTION 6.

 

1 2 3 4 5 6 7 8 9 0 1 2 T E N D N B B C 0 1

 

01UQ0J

 

Document Number

 

 

 

4. Special Transfer Instruction

   

5. Special Mailing Instruction

 
 

Please see Instruction number 5 below.

       
 

If you want your shares not accepted for payment and/or check for cash to be issued in another name, fill in this section with the information for the new account/payee name.

   

Signature Guarantee Medallion

(Title of Officer Signing this Guarantee)

   

Fill in ONLY if you want your shares not accepted for payment and/or check for cash to be mailed to someone other than the registered holder or to the registered holder at an address other than that shown on the front of this Letter of Transmittal.

 
                 
 

Name (Please Print First, Middle & Last Name)

   

(Name of Guarantor - Please Print)

   

Name (Please Print First, Middle & Last Name)

 
                 
                 
 

Address (Number and Street)

   

(Address of Guarantor Firm)

   

Address (Number and Street)

 
                 
                 
 

(City, State & Zip Code)

             
                 
                 
 

(Tax Identification or Social Security Number)

             
                 
                 

 

(City, State & Zip Code)

 

INSTRUCTIONS FOR COMPLETING THE LETTER OF TRANSMITTAL

 

1. Sign, date and include your daytime telephone number in this Transmittal form in Box 1. After completing all other applicable sections, return this Letter of Transmittal and your stock certificates in the enclosed envelope. The method of delivery of any documents, including share certificates, is at the election and risk of the tendering shareholder. If documents are sent by mail, it is recommended that they be sent by registered mail, properly insured, with return receipt requested.

 

2. If you are tendering all your shares for cash, please check this box only.

 

3. If you are tendering some of your shares for cash, please check the box, indicate the number of shares you wish to tender and receive in cash.

 

4. If you want your certificate(s) for Fund shares and/or check for cash to be issued in another name, fill in Box 4. Signature(s) in Box 4 must be medallion guaranteed.

 

5. Complete Box 5 only if your certificate(s) for Fund shares and/or check for cash is to be delivered to a person other than the registered holder or to the registered holder at a different address.

 

6. Mutilated, Lost, Stolen or Destroyed Certificates. If any certificate representing Shares has been mutilated, lost, stolen or destroyed, the shareholder should promptly call the Depositary at (877) 248-6417 or (718) 921-8317. The shareholder will then be instructed by the Depositary as to the steps that must be taken to replace the certificate. This Letter of Transmittal and related documents cannot be processed until the procedures for replacing lost or destroyed certificates have been followed.

 

7. Stock Transfer Taxes. Except as set forth in this Instruction 7, no stock transfer tax stamps or funds to cover such stamps need accompany this Letter of Transmittal, and the Fund will pay all stock transfer taxes, if any, with respect to the transfer and sale of Shares to it pursuant to the Offer. If, however, payment of the Purchase Price (as defined in the Offer to Purchase) is to be made to, or (in the circumstances permitted by the Fund’s Offer to Purchase) if Shares not tendered or not purchased are to be registered in the name of any person other than the registered holder, or if tendered certificates are registered in the name of any person other than the person(s) signing this Letter of Transmittal, the amount of any stock transfer taxes (whether imposed on the registered holder or such other person) payable on account of the transfer to such person will be deducted from the Purchase Price unless satisfactory evidence of the payment of such taxes, or exemption therefrom, is submitted.

 

 

Form W-9: Under U.S. Federal Income Tax law, a stockholder is required to provide the Depositary with such shareholder’s correct Taxpayer Identification Number. If your Taxpayer Identification Number is not certified on our records, we have enclosed a Form W-9 for you to complete and return. Failure to provide the information on the form may subject you to backup withholding on any reportable payment. If you are a foreign shareholder seeking to qualify as exempt from backup withholding, you must complete and submit the appropriate Form W-8 (usually, W-8BEN or W-8BEN-E) to Computershare.

 

Form W-9: Under U.S. Federal Income Tax law, a stockholder is required to provide Computershare with such shareholder’s correct Taxpayer Identification Number. If your Taxpayer Identification Number is not certified on our records, we have enclosed a Form W-9 for you to complete and return. Failure to provide the information on the form may subject you to backup withholding on any reportable payment. If you are a foreign shareholder seeking to qualify as exempt from backup withholding, you must complete and submit the appropriate Form W-8 (usually, W-8BEN or W-8BEN-E) to Computershare.

 

The Information Agent for the Offer is:

The Depositary for the Offer is:

AST Fund Solutions, LLC

American Stock Transfer & Trust Company, LLC

   

All Holders Call Toll Free: (888) 628-1041

By First Class Mail:

 

American Stock Transfer & Trust Company

 

Operations Center

 

Attention: Reorganization Department

 

6201 15th Avenue

 

Brooklyn, New York 11219

   
 

By Hand, Express Mail, Courier or Other Service:

 

American Stock Transfer & Trust Company

 

Operations Center

 

Attention: Reorganization Department

 

6201 15th Avenue

 

Brooklyn, New York 11219

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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