ClearBridge MLP And Midstream Fund Inc. Announces Final Results of Issuer Tender Offer for Common Stock and Anticipated Date of Merger
ClearBridge MLP and Midstream Fund (NYSE: CEM) announced the final results of its tender offer for up to 50% of its outstanding shares. The offer, which expired on June 20, 2024, saw the acceptance of 5,807,371 shares, representing approximately 44% of the Fund's outstanding shares, at a price of $49.60 per share. Payment will be made on or about June 25, 2024. Shares not tendered will remain outstanding.
Additionally, the Fund’s Board has approved a merger with ClearBridge Energy Midstream Opportunity Fund (NYSE: EMO) and ClearBridge MLP and Midstream Total Return Fund (NYSE: CTR), subject to stockholder and regulatory approvals. The merger is expected to become effective on August 19, 2024, pending the satisfaction of all conditions.
- Accepted 5,807,371 shares in tender offer, representing 44% of outstanding shares.
- Shares repurchased at $49.60 per share, matching the net asset value.
- Merger approved by stockholders, enhancing fund consolidation.
- None.
Insights
The completion of the issuer tender offer by ClearBridge MLP and Midstream Fund Inc. represents a significant corporate event. The repurchase of approximately
From a financial perspective, this tender offer could be seen as a positive indicator. It suggests that the Fund has sufficient liquidity to buy back a substantial portion of its shares. Moreover, the fact that the shares were tendered at NAV indicates that the Fund is trading at a fair value rather than a discount, which is often seen in closed-end funds. This could be favorable for remaining shareholders, as the reduction in outstanding shares typically increases the NAV per share. However, it's important to watch subsequent market reactions to gauge further impacts.
Looking forward, the anticipated merger with ClearBridge Energy Midstream Opportunity Fund Inc. and ClearBridge MLP and Midstream Total Return Fund Inc. will likely lead to operational efficiencies and potentially enhanced returns due to a larger asset base. Mergers of this nature can streamline operations and cut expenses, but they also pose integration risks and potential short-term disruptions.
Retail investors should monitor the post-merger integration process and subsequent financial reports to ensure that the promised efficiencies and value enhancements materialize without significant hiccups.
From a market perspective, the tender offer and subsequent merger play a critical role in determining the Fund’s strategic direction. The decision to repurchase
The merger's approval by stockholders across the involved entities reflects a consensus on the strategic benefits of consolidation. Combining the three funds into a single entity, ClearBridge Energy Midstream Opportunity Fund Inc., could enhance market competitiveness through a larger and more diversified asset base.
Additionally, this consolidation is indicative of a broader trend within the midstream energy sector, where entities are seeking scale to better navigate market challenges. However, investors should be mindful of potential integration risks and whether the merged entity can effectively leverage its expanded resources to deliver higher returns.
In the short term, there might be market fluctuations as investors react to the tender offer completion and merger news. Long-term investors should focus on the entity's growth prospects, operational efficiencies and market positioning post-merger.
The Fund accepted 5,807,371 duly tendered and not withdrawn Shares, representing approximately
Payment for such Shares will be made on or about June 25, 2024. Shares that were not tendered will remain outstanding.
Any questions about the tender offer can be directed to Georgeson LLC, the information agent for the tender offer, toll free at (866) 920-4920.
As previously announced on January 26, 2024, the Fund’s Board of Directors approved a proposal to merge (i) the Fund with and into ClearBridge Energy Midstream Opportunity Fund Inc. (NYSE: EMO), and (ii) ClearBridge MLP and Midstream Total Return Fund Inc. (NYSE: CTR) with and into EMO (each, a “Merger”), subject to approval by stockholders of each of CEM, CTR and EMO. On May 20, 2024, EMO, CEM and CTR announced stockholder approval of each Merger. It is currently anticipated that each Merger will be effective before markets open on Monday, August 19, 2024, subject to all regulatory requirements and customary closing conditions being satisfied.
About the Fund
The Fund is a non-diversified, closed-end management investment company that is managed by Franklin Templeton Fund Adviser, LLC (formerly known as Legg Mason Partners Fund Advisor, LLC) (“FTFA”), and subadvised by ClearBridge Investments, LLC (“ClearBridge”). FTFA and ClearBridge are both indirect wholly-owned subsidiaries of Franklin Resources, Inc., a global investment management organization operating as Franklin Templeton.
THIS PRESS RELEASE IS NOT A PROSPECTUS, CIRCULAR OR REPRESENTATION INTENDED FOR USE IN THE PURCHASE OR SALE OF FUND SHARES. THIS PRESS RELEASE MAY CONTAIN STATEMENTS REGARDING PLANS AND EXPECTATIONS FOR THE FUTURE THAT CONSTITUTE FORWARD-LOOKING STATEMENTS WITHIN THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. ALL STATEMENTS OTHER THAN STATEMENTS OF HISTORICAL FACT ARE FORWARD-LOOKING AND CAN BE IDENTIFIED BY THE USE OF WORDS SUCH AS “MAY,” “WILL,” “EXPECT,” “ANTICIPATE,” “ESTIMATE,” “BELIEVE,” “CONTINUE” OR OTHER SIMILAR WORDS. SUCH FORWARD-LOOKING STATEMENTS ARE BASED ON THE FUND’S CURRENT PLANS AND EXPECTATIONS, AND ARE SUBJECT TO RISKS AND UNCERTAINTIES THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE DESCRIBED IN THE FORWARD-LOOKING STATEMENTS. ADDITIONAL INFORMATION CONCERNING SUCH RISKS AND UNCERTAINTIES ARE CONTAINED IN THE FUND’S FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION.
For more information about the Fund, please call Fund Investor Services: 1-888-777-0102, or consult the Fund’s web site at www.franklintempleton.com/investments/options/closed-end-funds. The information contained on the Fund’s web site is not part of this press release. Hard copies of the Fund’s complete audited financial statements are available free of charge upon request.
About Franklin Templeton
Franklin Resources, Inc. is a global investment management organization with subsidiaries operating as Franklin Templeton and serving clients in over 150 countries. Franklin Templeton’s mission is to help clients achieve better outcomes through investment management expertise, wealth management and technology solutions. Through its specialist investment managers, the company offers specialization on a global scale, bringing extensive capabilities in fixed income, equity, alternatives and multi-asset solutions. With more than 1,500 investment professionals, and offices in major financial markets around the world, the
Category: Fund Announcement
Source: Franklin Resources, Inc.
Source: Legg Mason Closed End Funds
View source version on businesswire.com: https://www.businesswire.com/news/home/20240621125046/en/
Investor: Fund Investor Services 1-888-777-0102
Media: Lisa Tibbitts
+1 (904) 942-4451
Lisa.Tibbitts@franklintempleton.com
Source: Franklin Resources, Inc. and Legg Mason Closed End Funds
FAQ
What are the final results of ClearBridge MLP Fund's tender offer for common stock?
When did ClearBridge MLP Fund's tender offer expire?
When will payment for the tendered shares be made?
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