TEA Reorganization into Templeton Developing Markets Trust Approved
|From:||Templeton Emerging Markets Appreciation Fund, Inc.|
|Contact:||Broward Financial Centre|
Ft. Lauderdale, Florida, March 19, 2002 -- The Board of Directors of Templeton Emerging Markets Appreciation Fund, Inc. ("TEA") (NYSE:TEA) today announced that it approved a proposal providing for the reorganization of TEA into Templeton Developing Markets Trust ("Developing Markets Trust"), a registered open-end management investment company. The proposed reorganization involves Developing Markets Trust's acquisition of substantially all of the assets of TEA in exchange for Advisor Class shares of Developing Markets Trust and the distribution of Advisor Class shares of Developing Markets Trust to shareholders of TEA as a part of the liquidation and dissolution of TEA. This transaction, which is expected to be tax-free, is subject to the approval of the shareholders of TEA, and, if approved, shares will be exchanged based on the respective net asset values of TEA and Advisor Class shares of Developing Markets Trust.
It is currently anticipated that during the six months after the reorganization, former TEA shareholders who redeem Advisor Class shares of Developing Markets Trust received in the reorganization, will pay a redemption fee of up to 2%. This redemption fee will be paid to Developing Markets Trust to help defray the transaction costs associated with such a redemption. To help preserve the tax-free status of the proposed reorganization with Developing Markets Trust, the previously announced discontinuation of TEA's open-market share repurchase program remains in effect.
The Boards of Directors of TEA and Templeton Emerging Markets Fund, Inc. ("EMF") (NYSE: EMF) also today announced that the previously announced reorganization of TEA into EMF, also a closed-end fund, will not proceed.
TEA's Board of Directors plans to submit the proposed reorganization of TEA into Developing Markets Trust to TEA's shareholders at TEA's upcoming Annual Meeting of Shareholders currently scheduled for August 26, 2002. Any solicitation of proxies by TEA in connection with its shareholder meeting will be made only pursuant to separate proxy materials filed under federal securities laws. It is anticipated that these materials will be available in Summer 2002. There can be no assurances that the shareholders of TEA will vote in favor of the proposed reorganization.
TEA is designed for investors seeking capital appreciation. Under normal market conditions, TEA invests substantially all of its assets in a portfolio of equity securities and debt obligations of issuers in emerging market countries. TEA currently has total assets of approximately $48 million. Developing Markets Trust is designed for investors seeking long-term capital appreciation. Under normal market conditions, Developing Markets Trust invests its assets mainly in a portfolio of equity securities of developing market companies. Developing Markets Trust currently has total assets of approximately $1.5 billion. EMF is designed for investors seeking long-term capital appreciation. EMF seeks to achieve its objective by investing primarily in emerging country equity securities. EMF currently has total assets of approximately $158 million.
Templeton Asset Management Ltd., the investment adviser for TEA, Developing Markets Trust and EMF, is an indirect wholly owned subsidiary of Franklin Resources, Inc. (NYSE: BEN), a global investment organization operating as Franklin® Templeton® Investments. Franklin® Templeton® Investments provides global and domestic investment management services through its Franklin, Templeton, Mutual Series and Fiduciary Trust subsidiaries. The San Mateo, CA-based company has over 50 years of investment experience and over $266 billion in assets under management as of February 28, 2002. For more information, please call 1-800-DIAL BEN®. Members of the media should contact Franklin Templeton Corporate Communications at 650-312-3395.
In connection with the proposed reorganization transaction, TEA and Developing Markets Trust intend to file relevant materials with the U.S. Securities and Exchange Commission ("SEC"), including a Form N-14 combined proxy statement for TEA and registration statement for Developing Markets Trust that contains a prospectus. Because those documents contain important information, TEA shareholders are urged to read them, if and when they become available. When filed with the SEC, they will be available at the SEC's website, www.sec.gov. TEA shareholders can also obtain copies of these documents and other transaction-related documents, when available, for free by calling TEA at 1-800-342-5236.
TEA, its directors and executive officers and certain other persons, may be deemed to be participants in TEA's solicitation of proxies from its shareholders in connection with the proposed transaction. Information about the directors is set forth in the proxy statement for TEA's 2001 Annual Meeting of Shareholders. Participants in TEA's solicitation may also be deemed to include the following executive officers or other persons whose interests in TEA may not be described in the proxy statement for TEA's 2001 annual meeting: Mark Mobius (President); Charles B. Johnson (Vice President); Rupert H. Johnson, Jr. (Vice President); Harmon E. Burns (Vice President); Charles E. Johnson (Vice President); Martin L. Flanagan (Vice President); Jeffrey A. Everett (Vice President); John R. Kay (Vice President); Murray L. Simpson (Vice President and Asst. Secretary); Barbara J. Green (Vice President and Secretary); David P. Goss (Vice President and Asst. Secretary); Bruce S. Rosenberg (Treasurer); and Holly Gibson Brady (Director of Corporate Communications - Franklin Resources, Inc.).
As of the date of this communication, none of the foregoing participants individually beneficially owns in excess of 1% of TEA's common stock. To the knowledge of TEA, none of its directors or executive officers has any interest, direct or indirect, by security holdings or otherwise in TEA, except as set forth in the proxy statement relating to TEA's 2001 Annual Meeting of Shareholders or as otherwise disclosed above.
TEA shareholders may obtain additional information regarding the interests of the participants by reading the proxy statement/prospectus relating to the reorganization if and when it becomes available.