ClearBridge Midstream Funds Announce Merger Timing Update

Rhea-AI Summary

ClearBridge Energy Midstream Opportunity Fund Inc. (NYSE: EMO), ClearBridge MLP and Midstream Fund Inc. (NYSE: CEM), and ClearBridge MLP and Midstream Total Return Fund Inc. (NYSE: CTR) have announced an updated timeline for their merger. The mergers are now expected to be effective before markets open on or about Monday, September 9, 2024, subject to regulatory requirements and closing conditions.

This new date was chosen for operational efficiency. The mergers, previously approved by each Fund's Board of Directors on January 26, 2024, received stockholder approval on May 20, 2024. All three funds are non-diversified, closed-end management investment companies managed by Franklin Templeton Fund Adviser, and subadvised by ClearBridge Investments, , both indirect subsidiaries of Franklin Resources, Inc.

Positive

• Merger consolidation may lead to operational efficiencies
• Stockholder approval already obtained for the mergers

Negative

• Potential integration challenges during the merger process
• Possible short-term market uncertainty due to the merger

NEW YORK--(BUSINESS WIRE)-- ClearBridge Energy Midstream Opportunity Fund Inc. (NYSE: EMO), ClearBridge MLP and Midstream Fund Inc. (NYSE: CEM) and ClearBridge MLP and Midstream Total Return Fund Inc. (NYSE: CTR) (individually, a “Fund” and collectively, the “Funds”) today announced updated timing for the mergers of CEM and CTR with and into EMO (the “Mergers” or each, a “Merger”).

Currently, it is anticipated that the Mergers will be effective before markets open on or about Monday, September 9, 2024, subject to all regulatory requirements and customary closing conditions being satisfied.

As previously announced on January 26, 2024, each Fund’s Board of Directors approved the Mergers. On May 20, 2024, EMO, CEM and CTR announced stockholder approval of each Merger. More recently, the Funds determined that a closing date of September 9, 2024 would be more efficient from an operational perspective.

Each of EMO, CEM and CTR is a non-diversified, closed-end management investment company 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.

For more information, please call Investor Relations on 1-888-777-0102, or consult each Fund’s website at www.franklintempleton.com/investments/options/closed-end-funds. Hard copies of each Fund’s complete audited financial statements are available free of charge upon request.

THIS PRESS RELEASE IS NOT AN OFFER TO PURCHASE NOR A SOLICITATION OF AN OFFER TO SELL SHARES OF THE FUNDS. 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 EACH 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 IS CONTAINED IN EACH FUND’S FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION.

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 California-based company has over 75 years of investment experience and over $1.6 trillion in assets under management as of July 31, 2024. For more information, please visit franklintempleton.com and follow us on LinkedIn, Twitter and Facebook.

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/20240815060789/en/

Investor Contact: Fund Investor Services 1-888-777-0102



Media Contact: Lisa Tibbitts

+1 (904) 942-4451

Lisa.Tibbitts@franklintempleton.com

Source: Franklin Resources, Inc. and Legg Mason Closed End Funds

FAQ

When is the expected effective date for the ClearBridge funds merger involving EMO?

The mergers are expected to be effective before markets open on or about Monday, September 9, 2024, subject to regulatory requirements and closing conditions.

Which ClearBridge funds are involved in the merger with EMO?

ClearBridge MLP and Midstream Fund Inc. (NYSE: CEM) and ClearBridge MLP and Midstream Total Return Fund Inc. (NYSE: CTR) will merge with and into ClearBridge Energy Midstream Opportunity Fund Inc. (NYSE: EMO).

Have shareholders approved the ClearBridge funds merger involving EMO?

Yes, stockholders approved the mergers on May 20, 2024.

Who manages the ClearBridge funds involved in the merger with EMO?

The funds are managed by Franklin Templeton Fund Adviser, and subadvised by ClearBridge Investments, , both indirect subsidiaries of Franklin Resources, Inc.