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Western Asset Middle Market Income Fund Inc. Announces Final Results of Tender Offer

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Western Asset Middle Market Income Fund (XWMFX) announced the results of its issuer tender offer, which sought to buy up to 4,424 Shares or 2.5% of outstanding common stock. The offer expired on July 1, 2021, with 17,522 Shares tendered, resulting in an oversubscription. Consequently, 7,962 Shares were accepted, including 3,538 Additional Shares, with about 44.0% of Shares accepted on a pro rata basis. The purchase price per Share was $642.02, equivalent to the net asset value at the close of trading on the expiration date. Payment is expected by July 6, 2021.

Positive
  • Oversubscribed tender offer indicates strong demand for Shares.
  • Approximately 44.0% of Shares tendered were accepted on a pro rata basis.
  • Purchase price of $642.02 per Share matches the net asset value, ensuring fair compensation for shareholders.
Negative
  • Only 44.0% of Shares tendered were accepted, leaving a significant portion unfulfilled.

Western Asset Middle Market Income Fund Inc. (XWMFX) announced today the final results of its issuer tender offer for up to 2.5% of the outstanding common stock (“Shares”) or 4,424 Shares of the Fund at a price equal to the Fund’s net asset value per Share on the day on which the tender offer expired. As described in the offer, the Fund reserved the right to purchase up to an additional 2% of the Fund’s outstanding Shares without amending or extending the offer (the “Additional Shares”). The Fund’s offer expired on July 1, 2021.

A total of 17,522 Shares were duly tendered and not withdrawn. Because the number of Shares tendered exceeds 4,424 Shares, the tender offer is oversubscribed. Therefore, in accordance with the terms and conditions specified in the tender offer, the Fund will purchase Shares from all tendering stockholders on a pro rata basis, excluding any odd lot transactions and disregarding fractions. A total of 7,962 Shares, including 3,538 Additional Shares, were accepted for payment. Accordingly, on a pro rata basis, including the impact of any Additional Shares purchased but excluding any odd lot transactions and disregarding fractions, approximately 44.0% of Shares for each stockholder who properly tendered Shares have been accepted for payment. The purchase price of properly tendered Shares is $642.02 per Share, equal to the per Share net asset value as of the close of the regular trading session of the New York Stock Exchange on July 1, 2021. The Fund expects to transmit payment to purchase the duly tendered and accepted Shares on or about July 6, 2021. Shares that were tendered but not accepted for payment and 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, at (866) 431-2110.

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.

Western Asset Middle Market Income Fund Inc. is a non-diversified closed-end management investment company. Legg Mason Partners Fund Advisor, LLC, the Fund’s manager, is an indirect, wholly-owned subsidiary of Franklin Resources Inc. (“Franklin Resources”) and the Fund’s subadvisers, Western Asset Management Company, LLC, Western Asset Management Company Limited, Western Asset Management Company Ltd. and Western Asset Management Company Pte. Ltd., also are indirect wholly-owned subsidiaries of Franklin Resources.

Data and commentary provided in this press release are for informational purposes only. Franklin Resources and its affiliates do not engage in selling shares of the Fund. Hard copies of the Fund’s complete audited financial statements are available free of charge upon request.

For more information, please call 1-888-777-0102 or consult the Fund’s web site at www.lmcef.com.

Legg Mason Investor Services, LLC is a subsidiary of Franklin Resources.

© 2021 Legg Mason Investor Services, LLC. Member FINRA, SIPC

Category: Fund Announcement

Source: Franklin Resources, Inc.

Source: Legg Mason Closed End Funds

FAQ

What was the outcome of the Western Asset Middle Market Income Fund's tender offer?

The tender offer resulted in an oversubscription, with only 44.0% of the tendered Shares accepted for payment.

What was the purchase price for the accepted Shares in the tender offer?

The purchase price for the accepted Shares was $642.02, which reflects the net asset value on July 1, 2021.

How many Shares were tendered in the Western Asset Middle Market Income Fund's offer?

A total of 17,522 Shares were tendered in the Fund's issuer tender offer.

When did the tender offer for the Western Asset Middle Market Income Fund expire?

The tender offer expired on July 1, 2021.

When will the payment for accepted Shares in the tender offer be transmitted?

Payment for the accepted Shares is expected to be transmitted on or about July 6, 2021.

Western Asset Middle Market Income Fund Inc.

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