Elliott Sends Letter To Salomon Brothers Fund Stockholders Urging Them Not To Return Management's White Proxy Card
September 07 2005 - 2:00PM
PR Newswire (US)
'Clear Message' Needed to Make SBF Eliminate Substantial Discount
to Net Asset Value NEW YORK, Sept. 7 /PRNewswire/ -- Elliott
Associates, L.P. and Elliott International, L.P. (collectively
"Elliott"), who together are reportedly the largest stockholder of
The Salomon Brothers Fund Inc. (NYSE:SBF), today sent a letter to
fellow SBF stockholders urging them NOT to return any WHITE proxy
cards sent to them by the management of SBF until they have had the
opportunity to review Elliott's proxy materials concerning the
upcoming Special Meeting vote to approve the proposed New
Management Agreement scheduled for October 21, 2005. The requested
vote is a step in the pending transaction between Citigroup, Inc.
(NYSE:C) and Legg Mason, Inc. (NYSE:LM), which contemplates a
transfer of the SBF management agreement from Citigroup to Legg
Mason. Elliott is opposed to the approval of the New Management
Agreement until SBF takes immediate steps to eliminate or nearly
eliminate the Fund's discount to Net Asset Value. Elliott, which is
the beneficial owner of 5.88 million shares of SBF, representing in
the aggregate approximately 6% of the Fund's total shares
outstanding, and has owned SBF shares since 2002, said in its
letter to stockholders: -- ELLIOTT ASSOCIATES AND ELLIOTT
INTERNATIONAL, SBF'S LARGEST STOCKHOLDER ON A COMBINED BASIS,
OPPOSE APPROVAL OF THE NEW MANAGEMENT AGREEMENT UNTIL SBF'S BOARD
TAKES IMMEDIATE STEPS TO ELIMINATE OR NEARLY ELIMINATE OUR FUND'S
DISCOUNT TO NET ASSET VALUE -- DO NOT RETURN MANAGEMENT'S WHITE
PROXY CARD FOR ANY REASON -- DO NOT VOTE YOUR SHARES UNTIL YOU HAVE
RECEIVED OUR PROXY STATEMENT AND BLUE PROXY CARD Dear Fellow
Stockholders: You may shortly be receiving proxy materials from The
Salomon Brothers Fund Inc. ("SBF" or the "Fund") for the Special
Meeting of Stockholders scheduled October 21, 2005. At the Special
Meeting, SBF stockholders will be asked to approve a new management
agreement for our Fund in connection with the pending transaction
contemplated between Citigroup, Inc. and Legg Mason, Inc. We
strongly urge you not to return any White proxy card you may
receive from The Salomon Brothers Fund Inc. until you have had a
chance to review our detailed proxy materials concerning our
reasons for opposing the new management agreement ("New Management
Agreement"). We expect to mail that information to you shortly.
Elliott Associates and its sister fund, Elliott International, (the
"Concerned Stockholders") private investment partnerships under
common control, have more than $5.2 billion of capital under
management as of July 2005. Collectively we are the Fund's largest
stockholder owning approximately 6% of the Fund's outstanding
Common Stock. We have owned shares of SBF since 2002, and have been
long-term investors in the Fund. For many years the Fund's shares
have traded at a significant percentage discount to the net asset
value of the portfolio of securities held by the Fund ("NAV").
Steps taken to date by the Fund and its management to reduce or
eliminate the discount, in our opinion, have been inadequate and
have failed to enhance stockholder value in any meaningful way. The
Concerned Stockholders believe it is inappropriate to approve a New
Management Agreement unless and until the Fund agrees to take
specific action to eliminate (or nearly eliminate) this discount.
OUR PATIENCE HAS RUN OUT. HASN'T YOURS? We believe stockholders
need to send SBF's Board of Directors one clear message --
eliminate or nearly eliminate the discount to NAV now. In our
opinion, voting "AGAINST" the approval of that New Management
Agreement is the best way to deliver that message. In the absence
of such action by the Board, we believe that this discount will
continue to persist indefinitely. Assuming the New Management
Agreement is approved by Fund stockholders, we believe the discount
to NAV that has been adversely affecting the value of your
investment will continue. The upcoming vote on the New Management
Agreement provides stockholders of the Fund a unique opportunity to
send a strong message to management and the Board that immediate
steps must be taken to eliminate or nearly eliminate the discount
to NAV. We will soon be sending you proxy materials containing our
reasons for opposing approval of the New Management Agreement.
Again, we strongly urge you NOT to return any WHITE proxy cards you
may receive. Please wait until you have received our proxy
materials before deciding how to vote your shares. If you have any
questions, or need further information, please contact our proxy
solicitor, Innisfree M&A Incorporated, toll-free, at
1-888-750-5834. Sincerely yours, Mark Levine Portfolio Manager
About Elliott Associates, L.P. Elliott Associates, L.P. and its
sister fund, Elliott International, L.P. have more than $5.2
billion of capital under management as of July 2005. Founded in
1977, Elliott Associates is one of the oldest funds of its kind
under continuous management. PLEASE READ THE PROXY STATEMENT OF
ELLIOTT ASSOCIATES, L.P. AND ELLIOTT INTERNATIONAL, L.P. WHEN IT
BECOMES AVAILABLE, BECAUSE IT CONTAINS IMPORTANT INFORMATION
INCLUDING INFORMATION ABOUT INDIVIDUALS DEEMED TO BE PARTICIPANTS
IN THE SOLICITATION OF PROXIES OF THE SALOMON BROTHERS FUND INC.
STOCKHOLDERS. YOU MAY OBTAIN THIS PROXY STATEMENT, OR ANY OTHER
RELEVANT DOCUMENTS, FOR FREE AT WWW.SEC.GOV. YOU MAY ALSO OBTAIN
THIS PROXY STATEMENT, OR ANY OTHER INFORMATION RELEVANT TO THE
SOLICITATION OF PROXIES BY ELLIOTT ASSOCIATES AND ELLIOTT
INTERNATIONAL, BY CONTACTING INNISFREE M&A INCORPORATED, 501
MADISON AVENUE, NEW YORK, NEW YORK 10022 TOLL FREE AT (888)
750-5834. PRESENTLY, A PRELIMINARY FORM OF THIS PROXY STATEMENT IS
PUBLICLY AVAILABLE. For More Information Contact: Scott Tagliarino
(212) 506-2999 (917) 922-2364 (cell) DATASOURCE: Elliott
Associates, L.P. CONTACT: Scott Tagliarino, for Elliott Associates,
L.P., +1-212-506-2999, or cell, +1-917-922-2364
Copyright
Morgan Stanley Spx Abslt Rtrn Barriernt (NYSE:SBF)
Historical Stock Chart
From Jun 2024 to Jul 2024
Morgan Stanley Spx Abslt Rtrn Barriernt (NYSE:SBF)
Historical Stock Chart
From Jul 2023 to Jul 2024