Bernstein Litowitz Berger & Grossmann LLP and Morris Kandinov LLP Announce Notice of Pendency and Proposed Settlement of Stockholder Class Action Involving Holders of Common Shares of Fiduciary/Claymore Energy Infrastructure Fund ("FMO") Common Stock as of the Closing of the Merger of FMO with Kayne Anderson Energy Infrastructure Fund on March 7, 2022

SEATTLE, May 24, 2024 /PRNewswire/ --

IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

SUMMARY NOTICE OF PENDENCY AND PROPOSED SETTLEMENT OF
STOCKHOLDER CLASS ACTION, SETTLEMENT HEARING,
AND RIGHT TO APPEAR

TO: All holders of common shares of Fiduciary/Claymore Energy Infrastructure Fund ("FMO") common stock as of the closing of the merger of FMO with Kayne Anderson Energy Infrastructure Fund ("KYN") on March 7, 2022 (the "Merger") (the "Settlement Class").

Certain persons and entities are excluded from the Settlement Class by definition, as set forth in the full Notice of Pendency and Proposed Settlement of Stockholder Class Action, Settlement Hearing, and Right to Appear (the "Notice"), available at www.FMOStockholdersLitigation.com. Any capitalized terms used in this Summary Notice that are not otherwise defined in this Summary Notice shall have the meanings given to them in the Stipulation and Agreement of Settlement, Compromise, and Release dated March 29, 2024 (the "Stipulation"), which is also available at www.FMOStockholdersLitigation.com.

PLEASE READ THIS SUMMARY NOTICE CAREFULLY. YOUR RIGHTS WILL BE AFFECTED BY A CLASS ACTION LAWSUIT PENDING IN THIS COURT.
YOU ARE HEREBY NOTIFIED, pursuant to an Order of the Court of Chancery of the State of Delaware (the "Court"), that the above-captioned stockholder class action (the "Action") has been preliminarily certified as a class action on behalf of the Settlement Class defined above. 

YOU ARE ALSO NOTIFIED that (i) Plaintiff JB and Margaret Blaugrund Foundation ("Plaintiff"), on behalf of itself and the other members of the Settlement Class; and (ii) Defendants Guggenheim Funds Investment Advisors, LLC, Randall C. Barnes, Angela Brock-Kyle, Thomas F. Lydon, Jr., Ronald A. Nyberg, Sandra G. Sponem, Ronald E. Toupin, Jr., and Amy J. Lee (collectively, "Defendants"; Plaintiff and Defendants together, the "Parties") have reached a proposed settlement of the Action for $18,800,000 in cash (the "Settlement"). The terms of the Settlement are stated in the Stipulation. If approved by the Court, the Settlement will resolve all claims in the Action.

A hearing (the "Settlement Hearing") will be held on July 9, 2024, at 1:30 p.m., before The Honorable Nathan A. Cook, Vice Chancellor, either in person at the Court of Chancery of the State of Delaware, New Castle County, Leonard L. Williams Justice Center, 500 North King Street, Wilmington, DE 19801, or remotely by telephone or videoconference (in the discretion of the Court), to, among other things: (i) determine whether to finally certify the Settlement Class for settlement purposes only, pursuant to Court of Chancery Rules 23(a), 23(b)(1), and 23(b)(2); (ii) determine whether Plaintiff and Plaintiff's Counsel—Bernstein Litowitz Berger & Grossmann LLP and Morris Kandinov LLP—have adequately represented the Settlement Class, and whether Plaintiff should be finally appointed as Class Representative for the Settlement Class and Plaintiff's Counsel should be finally appointed as Class Counsel for the Settlement Class; (iii) determine whether the proposed Settlement should be approved as fair, reasonable, and adequate to Plaintiff and the other members of the Settlement Class and in their best interests; (iv) determine whether the proposed Order and Final Judgment approving the Settlement, dismissing the Action with prejudice, and granting the Releases provided under the Stipulation should be entered; (v) determine whether the proposed Plan of Allocation of the Net Settlement Fund is fair and reasonable, and should therefore be approved; (vi) determine whether and in what amount any award of attorneys' fees and expenses to Plaintiff's Counsel (the "Fee and Expense Award") should be paid out of the Settlement Fund, including any incentive award for Plaintiff (the "Incentive Award"); (vii) hear and rule on any objections to the Settlement, the proposed Plan of Allocation, and/or Plaintiff's Counsel's Fee and Expense Application, including Plaintiff's application for an Incentive Award; and (viii) consider any other matters that may properly be brought before the Court in connection with the Settlement.

Any updates regarding the Settlement Hearing, including any changes to the date, time, or format of the hearing or updates regarding remote or in-person appearances at the hearing, will be posted to the Settlement website, www.FMOStockholdersLitigation.com.

If you are a member of the Settlement Class, your rights will be affected by the pending Action and the Settlement, and you may be entitled to share in the Net Settlement Fund. If you have not yet received the Notice, you may obtain a copy of the Notice by contacting the Settlement Administrator by mail at FMO Stockholders Litigation, c/o JND Legal Administration, P.O. Box 91400, Seattle, WA 98111; by telephone at 855-208-4128; or by email at [email protected]. A copy of the Notice can also be downloaded from the Settlement website, www.FMOStockholdersLitigation.com.

If the Settlement is approved by the Court and the Effective Date occurs, the Net Settlement Fund will be distributed on a pro rata basis to Eligible Class Members in accordance with the proposed Plan of Allocation stated in the Notice or such other plan of allocation as is approved by the Court. Pursuant to the proposed Plan of Allocation, each Eligible Class Member will be eligible to receive a pro rata payment from the Net Settlement Fund equal to the product of (i) the number of Eligible Shares held by the Eligible Class Member and (ii) the "Per-Share Recovery" for the Settlement, which will be determined by dividing the total amount of the Net Settlement Fund by the total number of Eligible Shares held by all Eligible Class Members. As explained in further detail in the Notice, pursuant to the Plan of Allocation, payments from the Net Settlement Fund to Eligible Class Members will be made in the same manner in which Eligible Class Members received the Merger consideration. Eligible Class Members do not have to submit a claim form to receive a payment from the Settlement.

Any objections to the proposed Settlement, the proposed Plan of Allocation, or Plaintiff's Counsel's Fee and Expense Application, including Plaintiff's application for an Incentive Award, must be filed with the Register in Chancery in the Court of Chancery of the State of Delaware and delivered to Plaintiff's Counsel and Defendants' Counsel such that they are received no later than June 24, 2024, in accordance with the instructions set forth in the Notice.

Please do not contact the Court or the Office of the Register in Chancery regarding this Summary Notice. All questions about this Summary Notice, the proposed Settlement, or your eligibility to participate in the Settlement should be directed to the Settlement Administrator or Plaintiff's Counsel.

Requests for the Notice should be made to the Settlement Administrator:

FMO Stockholders Litigation
c/o JND Legal Administration
P.O. Box 91400
Seattle, WA 98111

855-208-4128
[email protected]
www.FMOStockholdersLitigation.com

Inquiries, other than requests for the Notice, should be made to Plaintiff's Counsel:

Jeroen van Kwawegen
Bernstein Litowitz Berger
& Grossmann LLP
1251 Avenue of the Americas, 44th Floor
New York, NY 10020

800‑380‑8496
[email protected]

Aaron T. Morris
Morris Kandinov LLP
305 Broadway, 7th Floor
New York, NY 10007

212-431-7473
[email protected]

BY ORDER OF THE COURT OF CHANCERY OF THE STATE OF DELAWARE

SOURCE JND Legal Administration

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