Salomon Brothers Municipal Partners Fund II Inc. Settles with Karpus Management; Fund to Consider a Merger
13 Fevereiro 2006 - 7:15PM
Business Wire
Salomon Brothers Municipal Partners Fund II Inc. (NYSE: MPT) (the
"Fund"), a closed-end investment company, today announced that the
Fund has entered into an agreement with George W. Karpus and Karpus
Management, Inc. ("KIM") settling a derivative lawsuit against the
Fund and its directors in the Supreme Court of the State of New
York ("Litigation"). Under the terms of the settlement and subject
to certain conditions, the Board of Directors of the Fund, subject
to compliance with applicable laws, rules and regulations, has
preliminarily determined to recommend a merger (the "Merger")
between the Fund and Salomon Brothers Municipal Partners Fund Inc.
("MNP") to shareholders of the Fund at a meeting of shareholders to
be held in or before April 2007. The Merger would be on such terms
and conditions as the Board of Directors of the Fund deems
appropriate, including no material change in circumstances that
causes the Board of Directors of the Fund to believe that the
Merger is no longer in the best interest of shareholders. The
Merger, if approved by the Board of Directors and the shareholders
of the Fund and by the Board of Directors and shareholders of MNP,
would be completed on, or as soon as practicable after, July 7,
2007. George W. Karpus has agreed to settle the Litigation, subject
to notice to Fund shareholders as required by the court and final
court approval of the settlement. The summary of the settlement
reached by George W. Karpus, KIM and the Fund included in this
press release is qualified in its entirety by reference to the full
text of the settlement agreement reached by George W. Karpus, KIM
and the Fund, which will be filed by the Fund with the Securities
and Exchange Commission ("SEC") and will be available for free on
the SEC's website, http://www.sec.gov. George W. Karpus, KIM and
the Fund have agreed not to make any additional public statements
relating to the settlements. In connection with the Merger, the
Fund may file a definitive proxy statement with the SEC. INVESTORS
AND SHAREHOLDERS ARE ADVISED TO READ THE PROXY STATEMENT WHEN AND
IF IT BECOMES AVAILABLE, BECAUSE IT WILL CONTAIN IMPORTANT
INFORMATION. Investors and shareholders may obtain a free copy of
the proxy statement (when and if available) and other documents
filed by the Fund at the SEC's web site at http://www.sec.gov. The
Fund and its Directors, executive officers and other members of its
management and employees may be deemed to be participants in the
solicitation of proxies from its shareholders in connection with
the Merger. Information concerning the interests of the Fund's
participants in the solicitation is set forth in the Fund's
shareholder reports on Form N-CSR previously filed with the SEC and
will be set forth in the proxy statement relating to the Merger
when and if it becomes available. Note: On December 1, 2005,
Citigroup Inc. ("Citigroup") sold substantially all of its
worldwide asset management business, Citigroup Asset Management
("CAM"), to Legg Mason, Inc. ("Legg Mason"). As part of this
transaction, the investment adviser for the fund(s) referenced
herein became a wholly owned subsidiary of Legg Mason. Under a
licensing agreement between Citigroup and Legg Mason, the names of
the funds, the names of any classes of shares of funds, and the
names of investment advisers of the funds, as well as all logos,
trademarks, and service marks related to Citigroup or any of its
affiliates ("Citi Marks") are licensed for use by Legg Mason. Citi
Marks include, but are not limited to, "Smith Barney," "Salomon
Brothers," "Citi," "Citigroup Asset Management," and "Davis Skaggs
Investment Management." Legg Mason and its affiliates, as well as
the Fund's investment adviser, are not affiliated with Citigroup.
All Citi Marks are owned by Citigroup, and are licensed for use
until no later than one year after the date of the licensing
agreement.
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