SEC Form 4 · accession 0001209191-18-059087
CLEARBRIDGE AMERICAN ENERGY MLP FUND INC. · CBA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Period of report
Nov 16, 2018
Accepted (ET)
Nov 19, 2018 · 10:59 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001570318
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Series A Mandatory Redeemable Preferred StockF2 | Nov 16, 2018 | J | 30 | — | D | 0 | I | Held through subsidiaries |
| Series B Mandatory Redeemable Preferred StockF3 | Nov 16, 2018 | J | 70 | — | D | 0 | I | Held through subsidiaries |
| 4.51% Series C Senior Secured Notes due October 15, 2023F4,F1,F5 | Nov 16, 2018 | J | 16,887,468 | — | D | 0 | I | Held through subsidiaries |
| 4.66% Series D Senior Secured Notes due October 15, 2025F4,F1,F6 | Nov 16, 2018 | J | 22,643,478 | — | D | 0 | I | Held through subsidiaries |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Disposed of pursuant to merger agreement between the issuer and ClearBridge Energy Midstream Opportunity Fund Inc. ("EMO") in exchange for an equivalent security of EMO at the effective time of the merger as described below.
- F2Immediately prior to the effective time of the merger, Lexington Insurance Company ("Lexington") and The United States Life Insurance Company in The City of New York ("USLIC"), each an indirect wholly owned subsidiary of American International Group, Inc. ("AIG"), directly held 10 shares and 20 shares, respectively, of the Series A Mandatory Redeemable Preferred Stock (the "Series A MRPS"). AIG is an indirect beneficial owner of the Series A MRPS. In connection with the merger, such Series A MRPS were converted into 10 shares and 20 shares, respectively, of the Series D Mandatory Redeemable Preferred Stock of EMO having identical terms.
- F3Immediately prior to the effective time of the merger, American General Life Insurance Company ("AGLIC") and Lexington, each an indirect wholly owned subsidiary of AIG, directly held 47 shares and 23 shares, respectively, of the Series B Mandatory Redeemable Preferred Stock (the "Series B MRPS"). AIG is an indirect beneficial owner of the Series B MRPS. In connection with the merger, such Series B MRPS were converted into 47 shares and 23 shares, respectively, of the Series E Mandatory Redeemable Preferred Stock of EMO having identical terms.
- F4The amount shown reflects a cash dollar value.
- F5Immediately prior to the effective time of the merger, AGLIC and American Home Assurance Company ("AHAC"), each an indirect wholly owned subsidiary of AIG, directly held $11,525,696.92 principal amount and $5,361,771.00 principal amount, respectively, of the 4.51% Series C Senior Secured Notes due October 15, 2023 (the "Series C Notes"). AIG is an indirect beneficial owner of the Series C Notes. In connection with the merger, the obligations under such Series C Notes were assumed by EMO.
- F6Immediately prior to the effective time of the merger, AGLIC, AHAC, USLIC and The Variable Annuity Life Insurance Company ("VALIC"), each an indirect wholly owned subsidiary of AIG, directly held $3,000,260.87 principal amount, $7,189,304.00 principal amount, $2,264,347.83 principal amount and $10,189,565.22 principal amount, respectively, of the 4.66% Series D Senior Secured Notes due October 15, 2025 (the "Series D Notes"). AIG is an indirect beneficial owner of the Series D Notes. In connection with the merger, the obligations under such Series D Notes were assumed by EMO.
Remarks
Filed pursuant to Section 30(h) of the Investment Company Act of 1940.