ClearBridge Energy Midstream Opportunity Fund, Inc. · NYSE:EMO
ClearBridge Energy Midstream Opportunity Fund — Proxy Contest (March 2023)
20 slides from ClearBridge Energy Midstream Opportunity Fund's proxy contest presentation, Mar 29, 2023
Slide 1: Presentation to Institutional Shareholder Services
Clearbridge Energy Midstream Opportunity Fund Inc. (EMO) Presentation to Institutional Shareholder Services March 29, 2023 Not FDIC Insured | May Lose Value | No Bank Guarantee
Slide 2: The Fund's Board Nominees are highly qualified and focused on long-term performance
The Fund's Board Nominees are highly qualified and focused on creating sustainable, long-term performance for all EMO stockholders Saba’s Board Nominee should not The Fund's Board Nominees be elected to the Board should be re-elected to the Board • The Fund’s Board Nominees, each of whom • Saba’s no
Slide 3: The Board Nominees are Highly Accomplished and Experienced Individuals
The Board Nominees are Highly Accomplished and Experienced Individuals The Board Nominees each have significant financial markets and board service and years of senior management experience within the oil and gas industry 2023 EMO NOMINEES Robert D. Agdern Eileen A. Kamerick* Director Since 2015 Dir
Slide 4: The Fund's Board Nominees are the Most Qualified Candidates
The Fund’s Board Nominees are the Most Qualified Candidates The Fund’s Board Nominees have significant expertise with financial markets, the energy industry, with 1940 Act closed-end fund oversight and specifically energy MLP and midstream strategies Total Shareholder Return The Fund’s Board EMO out
Slide 5: Lipper is the Appropriate Performance Comparison
Lipper is the Appropriate Performance Comparison Midstream Employs MLPs and C- MLPs C-Corps Leverage Corps ClearBridge Energy Midstream Opportunity Fund Inc. (EMO) Lipper Energy MLP Peers Alerian MLP Index (AMZ) MSCI ACWI Energy 5
Slide 6: Performance Exceeds the Peer Group on Multiple Metrics
PERFORMANCE Exceeds the Peer Group on Multiple Metrics EMO outperformed the Lipper Energy MLP Funds peer group average over the 1-, 3-, 5- and 10-year time periods based on market price and the 1-, 3- and 5-year periods on NAV returns NAV: Total Return Market: Total Shareholder Return 40.0 34.81 50
Slide 7: Total Shareholder Return (Unaffected)
Total Shareholder Return (Unaffected) EMO’s performance has been strong compared to the Lipper Energy MLP Fund peers prior to Saba’s 13D filing EMO has outperformed the peer group average for the 1-, 3-, 5- and 10- year time periods NAV Market Price One-Year Three-Year Five-Year Ten-Year One-Year Th
Slide 8: Solid Performance Driven by ClearBridge's Disciplined Investment Approach
Solid Performance Driven by ClearBridge’s Disciplined Investment Approach Companies with free cash flow as they have a tendency to outperform Investing in 1 the market and are well positioned to deliver accelerating distribution companies that meet growth and share repurchases; three key criteria: C
Slide 9: The Board Actively Works with Management to Reduce the Discount
DISCOUNT The Board Actively Works with Management to Reduce the Discount Distribution increases, share repurchases, fee waivers and superior performance helped improve EMO’s discount relative to peers prior to Saba’s 13D filing on September 26, 2022 Market Price Discount to NAV 0 EMO Lipper Peers Sa
Slide 10: EMO's expenses are below the peer average
EXPENSES EMO’s expenses are below the peer average EMO Board implemented a 5 bps management fee waiver, lowering the Fund’s management fees to 10 bps below the Lipper Energy Funds peer group average Expense Ratio Comparison to Lipper Energy MLP Funds Peers Expense % based on net assets EMO Peer Aver
Slide 11: Steadily Growing Distributions to Enhance Stockholder Value
DISTRIBUTIONS Steadily Growing Distributions to Enhance Stockholder Value Increasing distributions provides investors with more income and supports continued appreciation of EMO’s market price. • Over the last 8 quarters, EMO’s distribution rate has increased 38%. Distribution History $0.550 $0.500
Slide 12: EMO Delivers a Consistent Competitive Distribution Rate
EMO Delivers a Consistent Competitive Distribution Rate EMO’s six distribution increases maintained a competitive distribution rate while the Fund’s market price materially outperformed its peers Market Price Distribution Rate vs Lipper Energy MLP Peer Median 9 EMO Median 8 7 6 5 Mar-21 May-21 Jul-2
Slide 13: Share Repurchase Program Narrows Discount to NAV and Enhances Stockholder Value
Share Repurchase Program Narrows Discount to NAV and Enhances Stockholder Value In 2015 the board approved a 10% repurchase plan. In 2022 the Board renewed the plan allowing for the repurchase of an additional 10% of the shares outstanding • EMO repurchased 12% of its outstanding shares EMO Share Re
Slide 14: Directors Bring Independence, Diversity, Financial Expertise and Other Relevant Skills
Directors Bring Independence, Diversity, Financial Expertise and Other Relevant Skills Executive / Managerial Public Company or Fund Qualified to be SEC / Consulting and Global Legal and Leadership Board Position NYSE Audit Committee Business Expertise Risk Oversight Financial Expert Robert Agdern E
Slide 15: Saba is Following its Playbook to Achieve its Short-term Goals
Saba is Following its Playbook to Achieve its Short- term Goals Saba Capital has a long history of attacking closed-end funds to generate a quick profit to the detriment of long-term stockholders • Nominates directors in order to pressure boards to meet its demands intended to generate a short-term
Slide 16: Saba's Nominee is Beholden to Saba
Saba’s Nominee is Beholden to Saba Conflicted: Is inherently conflicted as he serves as Do not side Partner and Portfolio Manager of closed-end fund with Saba as investment strategies at Saba Capital and has been their director nominated by Saba to serve as a director for other nominee is: closed-en
Slide 17: The Board Has Taken Significant Action to Position the Fund for Long-Term Success
The Board Has Taken Significant Action to Position the Fund for Long-Term Success The Board has actively implemented measures to enhance value for all investors and to focus on improving the Fund’s discount to net asset value: EMO increased its distribution each of the past 5 quarters and 1 6 of the
Slide 18: Conclusion
Conclusion The Fund’s Board Nominees have been extremely proactive on behalf of stockholders, change is not warranted ISS should support the Fund’s Board nominees based on the actions they have taken. ISS should recommend that stockholders vote on the Fund’s white proxy card.
Slide 19: Appendix
Appendix ClearBndge
Slide 20: ClearBridge Energy Midstream Opportunity Fund Snapshot
ClearBridge Energy Midstream Opportunity Fund Snapshot EMO Provide an efficient, single portfolio for accessing energy-related MLPs and midstream entities for total return Objective with an emphasis on cash distributions. C-Corp Structure which allows for greater exposure to MLPs than a Regulated In
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