Leading Independent Proxy Advisory Firms ISS & Glass Lewis Recommend Western Asset High Income Fund II Inc. Shareholders Vote...
May 26 2020 - 4:30PM
Business Wire
Western Asset High Income Fund II Inc. (NYSE: HIX) (the “Fund”)
today announced that Institutional Shareholder Services (“ISS”) and
Glass Lewis & Co. (“Glass Lewis”), two of the leading
independent proxy advisory firms, recommend that shareholders vote
to approve the new agreements between the Fund and its investment
manager and subadvisers.
With respect to the new management agreement, in their reports
dated May 20, 2020, and May 21, 2020, respectively, ISS and Glass
Lewis noted1:
- “In addition to the fund's TSR2 outperformance relative to
peers over shorter- and longer-term periods, ending on the
unaffected date, the fund's discount to NAV has been relatively in
line with peers' discount over the last five years and had already
begun to narrow prior to the dissident's public disclosures.” ISS
report dated May 20, 2020
- “Shareholders should note that the terms of the new management
and subadvisory agreements are substantially identical to the terms
of the current agreements, and that there will be no change to the
existing management fee structure of each of the Funds as a direct
result of these proposals.” Glass Lewis report dated May 21,
2020
With respect to the new subadvisory agreement, in their reports
dated May 20, 2020, and May 21, 2020, respectively, ISS and Glass
Lewis noted1:
- “As the dissident has not made a compelling case that change is
warranted at this time, a vote FOR the proposals is warranted.” ISS
report dated May 20, 2020
- “Glass Lewis believes that the new investment sub-advisory
agreement is in the best interests of shareholders, who should
directly benefit from the services and duties of the Adviser.”
Glass Lewis report dated May 21, 2020
“We are pleased that ISS and Glass Lewis recognize that approval
of the new agreements between the Fund and its investment manager
and subadvisers is in the best interest of all shareholders,” said
Jane Trust, Chairman, President and Chief Executive Officer of
Western Asset High Income Fund II Inc. “The Fund’s investment
manager and subadvisers have enabled the Fund to outperform3 its
peers4 and increase distributions to shareholders. We encourage
shareholders to follow the recommendation of the Fund’s Board of
Directors, ISS and Glass Lewis by voting “FOR” the new agreements
to ensure the Fund continues to operate and deliver the returns
they rely on.”
The Western Asset High Income Fund II Inc. management team has a
proven track record of achieving the Fund’s objectives,
including:
- Delivering a 1-year annualized distribution3 of 10.67%
as of April 30, 2020, an increase from 8.25% as of the same period
in 2019
- Outperforming3 Lipper Peer Group4 averages across key
timeframes, including 1.78% vs. 0.22% on a 5-year basis,
0.79% vs. -0.97% on a 7-year basis, and 4.08% vs
3.03% on a 10-year basis
The Fund’s Board of Directors unanimously recommends that
shareholders vote on the WHITE Proxy Card “FOR” the approval
of the new management agreement for the Fund’s manager and the new
subadvisory agreement for the Fund’s subadvisers. If
shareholders do not approve these agreements, the Fund may be
forced to liquidate. Liquidation could result in a meaningful loss
of value as well as negative tax consequences for shareholders,
particularly during this period of significant market
volatility.
Your Vote Is Important, No
Matter How Many or How Few Shares You Own
You can vote by Internet,
telephone or by signing and dating the WHITE proxy card and mailing it in the
envelope provided.
If you have any questions about
how to vote your shares, or need additional assistance, please
contact:
INNISFREE
Shareholders Call Toll-Free:
(877) 750-0637 Banks and Brokers Call: (212) 750-5833
REMEMBER: We urge you
NOT to vote using any other colored
proxy card as doing so will revoke your vote on the WHITE Proxy Card.
About Western Asset High Income Fund II Inc.
Western Asset High Income Fund II Inc., a diversified closed-end
management investment company, is managed by Legg Mason Partners
Fund Advisor, LLC, a wholly-owned subsidiary of Legg Mason, Inc.,
and is sub-advised by Western Asset Management Company, LLC, an
affiliate of the investment manager.
An investment in the Fund involves risk, including loss of
principal. Investment return and the value of shares will
fluctuate.
Data and commentary provided in this press release are for
informational purposes only. Legg Mason and its affiliates do not
engage in selling shares of the Fund.
The Fund files its semi-annual and annual reports with the
Securities and Exchange Commission (the “Commission”). These
reports are available on the Commission’s website at www.sec.gov.
For more information about the Fund, please call 1-888-777-0102 or
consult the Fund’s web site at http://www.lmcef.com/. Hard copies
of the Fund’s complete audited financial statements are available
free of charge upon request.
Forward Looking Statement
Past performance is no guarantee of future results. The
information provided is not intended to be a forecast of future
events, a guarantee of future results or investment advice.
All investments are subject to risk including the possible loss
of principal. All benchmark performance reflects no deduction for
fees, expenses or taxes. Please note that an investor cannot invest
directly in a benchmark.
1 Permission to use quotations neither sought nor obtained. 2
Total Shareholder Return 3 Based on market price for the period
ended April 30, 2020. 4 The Fund’s Lipper peer group refers to the
peer group of high-yield, levered closed-end funds as selected by
Lipper, an independent nationally recognized provider of investment
company information.
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version on businesswire.com: https://www.businesswire.com/news/home/20200526005808/en/
Media Contact
Western Asset High Income Fund II Inc. (877) 750-0637
Or
Joele Frank, Wilkinson Brimmer Katcher Andy Brimmer / Dan
Katcher / Mahmoud Siddig 212-355-4449
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