N-CSRS 1 d932001dncsrs.htm CLEARBRIDGE ENERGY MLP & INFRASTRUCTURE FUND ClearBridge Energy MLP & Infrastructure Fund

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM N-CSR

 

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-06444

 

 

Legg Mason Partners Equity Trust

(Exact name of registrant as specified in charter)

 

 

620 Eighth Avenue, 49th Floor, New York, NY 10018

(Address of principal executive offices) (Zip code)

 

 

Robert I. Frenkel, Esq.

Legg Mason & Co., LLC

100 First Stamford Place

Stamford, CT 06902

(Name and address of agent for service)

 

 

Registrant’s telephone number, including area code: 1-877-721-1926

Date of fiscal year end: October 31

Date of reporting period: April 30, 2015

 

 

 


ITEM 1. REPORT TO STOCKHOLDERS.

The Semi-Annual Report to Stockholders is filed herewith.


LOGO

 

Semi-Annual Report   April 30, 2015

CLEARBRIDGE

ENERGY MLP & INFRASTRUCTURE FUND

 

 

 

 

LOGO

 

INVESTMENT PRODUCTS: NOT FDIC INSURED • NO BANK GUARANTEE • MAY LOSE VALUE


What’s inside      
Letter from the president     II   
Investment commentary     III   
Fund at a glance     1   
Fund expenses     2   
Schedule of investments     4   
Statement of assets and liabilities     6   
Statement of operations     7   
Statements of changes in net assets     8   
Financial highlights     9   
Notes to financial statements     13   
Board approval of management and subadvisory agreements     22   

Fund objective

The Fund seeks to provide capital appreciation and income.

 

Letter from the president

 

LOGO

 

Dear Shareholder,

We are pleased to provide the semi-annual report of ClearBridge Energy MLP & Infrastructure Fund for the six-month reporting period ended April 30, 2015. Please read on for Fund performance information and a detailed look at prevailing economic and market conditions during the Fund’s reporting period.

I am pleased to introduce myself as the new President and Chief Executive Officer of the Fund, succeeding Kenneth D. Fuller. I am honored to have been appointed to my new role. During my 27 year career with Legg Mason, I have seen the investment management industry evolve and expand. Throughout these changes, maintaining an unwavering focus on our shareholders and their needs has remained paramount.

As always, we remain committed to providing you with excellent service and a full spectrum of investment choices. We also remain committed to supplementing the support you receive from your financial advisor. One way we accomplish this is through our website, www.leggmason.com/individualinvestors. Here you can gain immediate access to market and investment information, including:

 

Ÿ  

Fund prices and performance,

 

Ÿ  

Market insights and commentaries from our portfolio managers, and

 

Ÿ  

A host of educational resources.

We look forward to helping you meet your financial goals.

Sincerely,

 

LOGO

Jane Trust, CFA

President and Chief Executive Officer

June 1, 2015

 

II    ClearBridge Energy MLP & Infrastructure Fund


Investment commentary

 

Economic review

After initially expanding, the U.S. economy contracted during the six months ended April 30, 2015 (the “reporting period”). The U.S. Department of Commerce reported that third quarter 2014 U.S. gross domestic product (“GDP”)i growth was 5.0%, its strongest reading since the third quarter of 2003. However, fourth quarter 2014 GDP growth slowed to a modest 2.2%. The deceleration in growth primarily reflected an upturn in imports, a downturn in federal government spending and moderating nonresidential fixed investment. After the reporting period ended, the U.S. Department of Commerce reported that its second estimate for first quarter 2015 GDP was -0.7%. This downturn was attributed to a number of factors, including negative contributions from exports, nonresidential fixed investment, and state and local government spending.

Activity in the U.S. manufacturing sector also moderated during the reporting period. Based on the Institute for Supply Management’s Purchasing Managers’ Index (“PMI”)ii, U.S. manufacturing expanded during all six months of the reporting period (a reading below 50 indicates a contraction, whereas a reading above 50 indicates an expansion). After a reading of 57.6 in November 2014, the PMI generally decelerated over much of the reporting period and the PMI was 51.5 in April 2015.

The labor market was largely a tailwind for the economy during the reporting period. When the period began, unemployment was 5.8%, as reported by the U.S. Department of Labor. Unemployment generally declined during the reporting period and was 5.4% in April 2015, its lowest level since May 2008.

 

ClearBridge Energy MLP & Infrastructure Fund   III


Investment commentary (cont’d)

 

Market review

Q. How did the Federal Reserve Board (“Fed”)iii respond to the economic environment?

A. The Fed took a number of actions as it sought to meet its dual mandate of fostering maximum employment and price stability. As it has since December 2008, the Fed kept the federal funds rateiv at a historically low range between zero and 0.25%. The Fed ended its asset purchase program that was announced in December 2012. In December 2014, the Fed said that “it can be patient in beginning to normalize the stance of monetary policy.” Finally, at its meeting that ended on April 29, 2015, the Fed said, “…economic growth slowed during the winter months, in part reflecting transitory factors…The Committee currently anticipates that, even after employment and inflation are near mandate-consistent levels, economic conditions may, for some time, warrant keeping the target federal funds rate below levels the Committee views as normal in the longer run.”

Q. What factors impacted the U.S. stock market during the reporting period?

A. The U.S. stock market generated positive results over the six months ended April 30, 2015. Stocks got off to a solid start as they rallied in November 2014, given signs that the economy was gaining momentum and corporate profits often exceeded expectations. After treading water in December, the market declined in January 2015. This setback was triggered by concerns over global growth and geopolitical issues. The market then moved sharply higher in February given strong investor risk appetite. After another bout of weakness in March, the market posted a positive return in April. All told, for the six months ended April 30, 2015, the S&P 500 Indexv gained 4.40%.

Looking at the U.S. stock market more closely, mid-cap stocks generated the best returns, with the Russell Midcap Indexvi returning 5.87% during the reporting period. Large-cap stocks, as measured by the Russell 1000 Indexvii, returned 4.75% and small-cap stocks, as measured by the Russell 2000 Indexviii rose 4.65%. From an investment style perspective, growth and value stocks, as measured by the Russell 3000 Growthix and Russell 3000 Valuex Indices, returned 6.59% and 2.82%, respectively, during the six months ended April 30, 2015.

Looking at the energy master limited partnership (“MLP”) market, over the six-month period ending April 30 2015, the Alerian MLP Indexxi declined 7.48% compared to the 4.40% return of the S&P 500 Index. After outperforming the broader market for the first half of 2014, the Alerian MLP Index sold off as oil prices collapsed from above $100 per barrel to the March lows at nearly $40 per barrel. This correction surprised many investors given the fee-based nature of MLPs. While the speed and magnitude of the decline were noteworthy, it is worth remembering that MLP stocks entered the oil correction at all-time highs and these demanding valuations left MLPs vulnerable. Given a precipitous decline in oil prices, we have witnessed a reduction in capital expenditures, starting in the Exploration and Production (“E&P”) segment of the market. This, in turn, has caused many management teams of midstream MLPs to lower their own growth forecasts. In the short term, MLP stocks may continue to fluctuate, but, over the long term, MLP share prices are expected to be driven by the companies’ fundamentals and their ability to grow distributions to investors. Despite the collapse in oil prices, we expect MLPs will continue

 

IV    ClearBridge Energy MLP & Infrastructure Fund


to grow their distributions in 2015 and beyond. Our view that the MLP landscape continues to evolve and expand over the long-term remains unchanged.

Performance review

For the six months ended April 30, 2015, Class IS shares of ClearBridge Energy MLP & Infrastructure Fund returned 0.53%. The Fund’s unmanaged benchmark, the S&P 500 Index, returned 4.40% for the same period. The Lipper Energy MLP Funds Category Average1 returned -4.84% over the same time frame.

 

Performance Snapshot as of April 30, 2015

(unaudited)

 
(excluding sales charges)   6 months  
ClearBridge Energy MLP & Infrastructure Fund:  

Class A

    0.44

Class C

    0.08

Class I

    0.49

Class IS

    0.53
S&P 500 Index     4.40
Lipper Energy MLP Funds
Category Average1
    -4.84

The performance shown represents past performance. Past performance is no guarantee of future results and current performance may be higher or lower than the performance shown above. Principal value and investment returns will fluctuate and investors’ shares, when redeemed, may be worth more or less than their original cost. To obtain performance data current to the most recent month-end, please visit our website at www.leggmason.com/individualinvestors.

All share class returns assume the reinvestment of all distributions, including returns of capital, if any, at net asset value and the deduction of all Fund expenses. Returns have not been adjusted to include sales charges that may apply or the deduction of taxes that a shareholder would pay on Fund distributions. If sales charges were reflected, the performance quoted would be lower. Performance figures for periods shorter than one year represent cumulative figures and are not annualized.

Fund performance figures reflect fee waivers and/or expense reimbursements, without which the performance would have been lower.

 

Total Annual Operating Expenses (unaudited)

As of the Fund’s current prospectus dated March 1, 2015, the gross total annual operating expense ratio for Class A, Class C, Class I and Class IS shares were 2.97%, 3.91%, 4.04% and 4.70%, respectively.

Actual expenses may be higher. For example, expenses may be higher than those shown if average net assets decrease. Net assets are more likely to decrease and Fund expense ratios are more likely to increase when markets are volatile.

As a result of expense limitation arrangements, the ratio of expenses, other than interest, brokerage, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets is not expected to exceed 1.60% for Class A shares, 2.35% for Class C shares, 1.25% for Class I shares and 1.15% for Class IS shares. In addition, total annual fund operating expenses for Class IS shares will not exceed total annual fund operating expenses for Class I shares. These expense limitation arrangements cannot be terminated prior to December 31, 2016 without the Board of Trustees’ consent.

 

 

1 

Lipper, Inc., a wholly-owned subsidiary of Reuters, provides independent insight on global collective investments. Returns are based on the six-month period ended April 30, 2015, including the reinvestment of all distributions, including returns of capital, if any, calculated among the 103 funds in the Fund’s Lipper category, and excluding sales charges.

 

ClearBridge Energy MLP & Infrastructure Fund   V


Investment commentary (cont’d)

 

The manager is permitted to recapture amounts waived and/or reimbursed to a class during the same fiscal year if the class’ total annual operating expenses have fallen to a level below the expense limitation (“expense cap”) in effect at the time the fees were earned or the expenses incurred. In no case will the manager recapture any amount that would result, on any particular business day of the Fund, in the class’ total annual operating expenses exceeding the expense cap or any other lower limit then in effect.

As always, thank you for your confidence in our stewardship of your assets.

Sincerely,

 

LOGO

Jane Trust, CFA

President and Chief Executive Officer

June 1, 2015

RISKS: Equity and equity related securities are subject to price fluctuation and possible loss of principal. Investments in MLP securities are subject to unique risks, including the risks of MLPs and the energy sector, including the risks of declines in energy and commodity prices, decreases in energy demand, adverse weather conditions, natural or other disasters, changes in government regulation, and changes in tax laws. Small- and mid-cap stocks involve greater risks and volatility than large-cap stocks. International investments are subject to special risks including currency fluctuations, social, economic and political uncertainties, which could increase volatility. Derivatives, such as options and futures, can be illiquid, may disproportionately increase losses and have a potentially large impact on Fund performance. To the extent the Fund invests in fixed income, these securities are subject to various risks, including but not limited to, credit, inflation, income, prepayment and interest rates risks. As interest rates rise, the value of fixed income securities falls. Because this Fund expects to hold a concentrated portfolio of securities, and invests in certain regions or industries, it has increased vulnerability to market volatility. As a non-diversified fund, it can invest a higher percentage of its assets in any one issuer than a diversified fund, which may magnify the Fund’s losses from events affecting a particular issuer. Please see the Fund’s prospectus for a more complete discussion of these and other risks, and the Fund’s investment strategies.

All investment are subject to risk including the possible loss of principal. Past performance is no guarantee of future results. All index performance reflects no deduction for fees, expenses or taxes. Please note that an investor cannot invest directly in an index.

The information provided is not intended to be a forecast of future events, a guarantee of future results or investment advice. Views expressed may differ from those of the firm as a whole.

 

VI    ClearBridge Energy MLP & Infrastructure Fund


 

 

i 

Gross domestic product (“GDP”) is the market value of all final goods and services produced within a country in a given period of time.

 

ii 

The Institute for Supply Management’s PMI is based on a survey of purchasing executives who buy the raw materials for manufacturing at more than 350 companies. It offers an early reading on the health of the U.S. manufacturing sector.

 

iii 

The Federal Reserve Board (“Fed”) is responsible for the formulation of policies designed to promote economic growth, full employment, stable prices and a sustainable pattern of international trade and payments.

 

iv 

The federal funds rate is the rate charged by one depository institution on an overnight sale of immediately available funds (balances at the Federal Reserve) to another depository institution; the rate may vary from depository institution to depository institution and from day to day.

 

v 

The S&P 500 Index is an unmanaged index of 500 stocks and is generally representative of the performance of larger companies in the U.S.

 

vi 

The Russell Midcap Index measures the performance of the mid-cap segment of the U.S. equity universe. The Russell Midcap is a subset of the Russell 1000 Index. It includes approximately 800 of the smallest securities based on a combination of their market cap and current index membership. The Russell Midcap represents approximately 31% of the total market capitalization of the Russell 1000 companies.

 

vii 

The Russell 1000 Index measures the performance of the large-cap segment of the U.S. equity universe. It is a subset of the Russell 3000 Index and includes approximately 1,000 of the largest securities based on a combination of their market cap and current index membership. The Russell 1000 represents approximately 92% of the U.S. market. The Russell 3000 Index measures the performance of the 3,000 largest U.S. companies based on total market capitalization, which represents approximately 98% of the U.S. equity market.

 

viii 

The Russell 2000 Index measures the performance of the small-cap segment of the U.S. equity universe. The Russell 2000 is a subset of the Russell 3000 Index representing approximately 10% of the total market capitalization of that index. It includes approximately 2,000 of the smallest securities based on a combination of their market cap and current index membership.

 

ix 

The Russell 3000 Growth Index measures the performance of the broad growth segment of the U.S. equity universe. It includes those Russell 3000 Index companies with higher price-to-book ratios and higher forecasted growth values. (A price-to-book ratio is the price of a stock compared to the difference between a company’s assets and liabilities.)

 

x 

The Russell 3000 Value Index measures the performance of the broad value segment of the U.S. equity universe. It includes those Russell 3000 Index companies with lower price-to-book ratios and lower forecasted growth values.

 

xi 

The Alerian MLP Index is a composite of the fifty most prominent energy master limited partnerships (“MLPs”) and is calculated using a float-adjusted, capitalization-weighted methodology.

 

ClearBridge Energy MLP & Infrastructure Fund   VII


Fund at a glance (unaudited)

 

Investment breakdown (%) as a percent of total investments

LOGO

 

The bar graph above represents the composition of the Fund’s investments as of April 30, 2015 and October 31, 2014. The Fund is actively managed. As a result, the composition of the Fund’s investments is subject to change at any time.

 

ClearBridge Energy MLP & Infrastructure Fund 2015 Semi-Annual Report   1


Fund expenses (unaudited)

 

Example

As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs including front-end and back-end sales charges (loads) on purchase payments; and (2) ongoing costs, including management fees; service and/or distribution (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

This example is based on an investment of $1,000 invested on November 1, 2014 and held for the six months ended April 30, 2015.

Actual expenses

The table below titled “Based on Actual Total Return” provides information about actual account values and actual expenses. You may use the information provided in this table, together with the amount you invested, to estimate the expenses that you paid over the period. To estimate the expenses you paid on your account, divide your ending account value by $1,000 (for example, an $8,600 ending account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled “Expenses Paid During the Period”.

Hypothetical example for comparison purposes

The table below titled “Based on Hypothetical Total Return” provides information about hypothetical account values and hypothetical expenses based on the actual expense ratio and an assumed rate of return of 5.00% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use the information provided in this table to compare the ongoing costs of investing in the Fund and other funds. To do so, compare the 5.00% hypothetical example relating to the Fund with the 5.00% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as front-end or back-end sales charges (loads). Therefore, the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

 

Based on actual total return1         Based on hypothetical total return1  
     Actual
Total Return
Without
Sales
Charge2
    Beginning
Account
Value
    Ending
Account
Value
    Annualized
Expense
Ratio
    Expenses
Paid
During
the
Period3
             Hypothetical
Annualized
Total Return
    Beginning
Account
Value
    Ending
Account
Value
    Annualized
Expense
Ratio
    Expenses
Paid
During
the
Period3
 
Class A     0.44   $ 1,000.00      $ 1,004.40        1.49   $ 7.41        Class A     5.00   $ 1,000.00      $ 1,017.41        1.49   $ 7.45   
Class C     0.08        1,000.00        1,000.80        2.21        10.96        Class C     5.00        1,000.00        1,013.84        2.21        11.03   
Class I     0.49        1,000.00        1,004.90        1.20        5.97        Class I     5.00        1,000.00        1,018.84        1.20        6.01   
Class IS     0.53        1,000.00        1,005.30        1.15        5.72        Class IS     5.00        1,000.00        1,019.09        1.15        5.76   

 

2    ClearBridge Energy MLP & Infrastructure Fund 2015 Semi-Annual Report


1 

For the six months ended April 30, 2015.

 

2 

Assumes the reinvestment of all distributions, including returns of capital, if any, at net asset value and does not reflect the deduction of the applicable sales charge with respect to Class A shares or the applicable contingent deferred sales charge (“CDSC”) with respect to Class C shares. Total return is not annualized, as it may not be representative of the total return for the year. Performance figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results.

 

3 

Expenses (net of compensating balance arrangements, fee waivers and/or expense reimbursements) are equal to each class’ respective annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (181), then divided by 365.

 

ClearBridge Energy MLP & Infrastructure Fund 2015 Semi-Annual Report   3


Schedule of investments (unaudited)

April 30, 2015

 

ClearBridge Energy MLP & Infrastructure Fund

 

Security             Shares     Value  
Common Stocks — 64.4%                        
Energy — 56.3%                        

Energy Equipment & Services — 1.7%

                       

Cameron International Corp.

            4,153      $ 227,667  * 

Oil, Gas & Consumable Fuels — 54.6%

                       

Cheniere Energy Inc.

            4,150        317,433  

Chevron Corp.

            1,239        137,603   

Enbridge Inc.

            6,892        360,658   

EnLink Midstream LLC

            18,408        647,041   

EQT Corp.

            4,020        361,559   

Kinder Morgan Inc.

            18,568        797,496   

Koninklijke Vopak NV

            3,591        188,119   (a) 

Occidental Petroleum Corp.

            3,520        281,952   

ONEOK Inc.

            15,479        744,540   

SemGroup Corp., Class A Shares

            8,500        715,615   

Spectra Energy Corp.

            21,043        783,852   

Targa Resources Corp.

            5,300        556,341   

Teekay Corp.

            5,645        280,613   

Total SA, ADR

            3,846        208,069   

TransCanada Corp.

            6,339        294,256   

Williams Cos. Inc.

            16,740        856,921   

Total Oil, Gas & Consumable Fuels

                    7,532,068   

Total Energy

                    7,759,735   
Industrials — 4.7%                        

Transportation Infrastructure — 4.7%

                       

Macquarie Infrastructure Co., LLC

            7,860        650,494   
Utilities — 3.4%                        

Electric Utilities — 1.8%

                       

Exelon Corp.

            7,340        249,707   

Multi-Utilities — 1.6%

                       

CenterPoint Energy Inc.

            10,147        212,782   

Total Utilities

                    462,489   

Total Common Stocks (Cost — $8,454,752)

                    8,872,718   
               Shares/Units         
Master Limited Partnerships — 35.0%                        

Diversified Energy Infrastructure — 17.3%

                       

Energy Transfer Equity LP

            6,539        435,890   

Enterprise Products Partners LP

            16,750        573,687   

Genesis Energy LP

            10,270        510,522   

 

See Notes to Financial Statements.

 

4    ClearBridge Energy MLP & Infrastructure Fund 2015 Semi-Annual Report


 

ClearBridge Energy MLP & Infrastructure Fund

 

Security               Shares/Units     Value  

Diversified Energy Infrastructure — continued

                           

Plains GP Holdings LP, Class A Shares

                29,257      $ 860,156   

Total Diversified Energy Infrastructure

                        2,380,255   

Gathering/Processing — 6.2%

                           

Antero Midstream Partners LP

                11,260        281,500   

MarkWest Energy Partners LP

                8,502        573,545   

Total Gathering/Processing

                        855,045   

Global Infrastructure — 3.7%

                           

Brookfield Infrastructure Partners LP

                11,503        505,327   

Liquids Transportation & Storage — 3.8%

                           

Buckeye Partners LP

                3,099        252,816   

Magellan Midstream Partners LP

                3,253        271,626   

Total Liquids Transportation & Storage

                        524,442   

Natural Gas Transportation & Storage — 2.1%

                           

Columbia Pipeline Partners LP

                11,000        297,550  * 

Oil/Refined Products — 1.9%

                           

VTTI Energy Partners LP

                11,040        267,168   

Total Master Limited Partnerships (Cost — $4,317,542)

                    4,829,787   

Total Investments before Short-Term Investments (Cost — $12,772,294)

  

            13,702,505   
          Rate     Shares         
Short-Term Investments — 0.5%                            

State Street Institutional Liquid Reserves Fund,
Premier Class (Cost — $69,186)

        0.104%        69,186        69,186   

Total Investments — 99.9% (Cost — $12,841,480#)

                        13,771,691   

Other Assets in Excess of Liabilities — 0.1%

                        12,769   

Total Net Assets — 100.0%

                      $ 13,784,460   

 

* Non-income producing security.

 

(a) 

Security is valued in good faith in accordance with procedures approved by the Board of Trustees (See Note 1).

 

# Aggregate cost for federal income tax purposes is substantially the same.

 

Abbreviation used in this schedule:

ADR   — American Depositary Receipts

 

See Notes to Financial Statements.

 

ClearBridge Energy MLP & Infrastructure Fund 2015 Semi-Annual Report   5


Statement of assets and liabilities (unaudited)

April 30, 2015

 

Assets:         

Investments, at value (Cost — $12,841,480)

   $ 13,771,691   

Cash

     4,098   

Dividends and interest receivable

     49,330   

Receivable from investment manager

     11,298   

Receivable for Fund shares sold

     2,107   

Prepaid expenses

     34,429   

Total Assets

     13,872,953   
Liabilities:         

Service and/or distribution fees payable

     3,089   

Payable for Fund shares repurchased

     125   

Trustees’ fees payable

     8   

Accrued expenses

     85,271   

Total Liabilities

     88,493   
Total Net Assets    $ 13,784,460   
Net Assets:         

Par value (Note 7)

   $ 11   

Paid-in capital in excess of par value

     12,738,256   

Undistributed net investment income

     6,055   

Accumulated net realized gain on investments and foreign currency transactions

     109,927   

Net unrealized appreciation on investments

     930,211   
Total Net Assets    $ 13,784,460   
Shares Outstanding:         

Class A

     287,144   

Class C

     221,156   

Class I

     587,137   

Class IS

     1,033   
Net Asset Value:         

Class A (and redemption price)

     $12.61   

Class C*

     $12.65   

Class I (and redemption price)

     $12.52   

Class IS (and redemption price)

     $12.51   
Maximum Public Offering Price Per Share:         

Class A (based on maximum initial sales charge of 5.75%)

     $13.38   

 

* Redemption price per share is NAV of Class C shares reduced by a 1.00% CDSC, if shares are redeemed within one year from purchase payment (See Note 2).

 

See Notes to Financial Statements.

 

6    ClearBridge Energy MLP & Infrastructure Fund 2015 Semi-Annual Report


Statement of operations (unaudited)

For the Six Months Ended April 30, 2015

 

Investment Income:         

Dividends and distributions

   $ 238,214   

Return of capital (Note 1(g))

     (76,929)   

Net Dividends and Distributions

     161,285   

Interest

     180   

Less: Foreign taxes withheld

     (3,037)   

Total Investment Income

     158,428   
Expenses:         

Investment management fee (Note 2)

     64,815   

Registration fees

     33,389   

Audit and tax fees

     21,488   

Service and/or distribution fees (Notes 2 and 5)

     17,483   

Legal fees

     12,629   

Shareholder reports

     9,106   

Fund accounting fees

     9,102   

Franchise taxes

     4,900   

Transfer agent fees (Note 5)

     4,298   

Custody fees

     1,194   

Trustees’ fees

     428   

Insurance

     250   

Miscellaneous expenses

     2,355   

Total Expenses

     181,437   

Less: Fee waivers and/or expense reimbursements (Notes 2 and 5)

     (85,286)   

Net Expenses

     96,151   
Net Investment Income      62,277   

Realized and Unrealized Gain (Loss) on Investments and Foreign Currency

Transactions (Notes 1 and 3):

  

  

Net Realized Gain (Loss) From:

        

Investment transactions

     132,361   

Foreign currency transactions

     (28)   

Net Realized Gain

     132,333   

Change in Net Unrealized Appreciation (Depreciation) from Investments

     (167,469)   
Net Loss on Investments and Foreign Currency Transactions      (35,136)   
Increase in Net Assets from Operations    $ 27,141   

 

See Notes to Financial Statements.

 

ClearBridge Energy MLP & Infrastructure Fund 2015 Semi-Annual Report   7


Statements of changes in net assets

 

 

For the Six Months Ended April 30, 2015 (unaudited)
and the Year Ended October 31, 2014
   2015      2014  
Operations:                  

Net investment income

   $ 62,277       $ 79,391   

Net realized gain

     132,333         117,665   

Change in net unrealized appreciation (depreciation)

     (167,469)         933,804   

Increase in Net Assets from Operations

     27,141         1,130,860   
Distributions to Shareholders From (Notes 1 and 6):                  

Net investment income

     (73,002)         (56,604)   

Net realized gains

     (175,284)         (1,420)   

Decrease in Net Assets from Distributions to Shareholders

     (248,286)         (58,024)   
Fund Share Transactions (Note 7):                  

Net proceeds from sale of shares

     3,392,503         10,023,892   

Reinvestment of distributions

     241,434         56,897   

Cost of shares repurchased

     (3,080,322)         (884,043)   

Increase in Net Assets from Fund Share Transactions

     553,615         9,196,746   

Increase in Net Assets

     332,470         10,269,582   
Net Assets:                  

Beginning of period

     13,451,990         3,182,408   

End of period*

   $ 13,784,460       $ 13,451,990   

*Includesundistributed net investment income of:

     $6,055         $16,780   

 

See Notes to Financial Statements.

 

8    ClearBridge Energy MLP & Infrastructure Fund 2015 Semi-Annual Report


Financial highlights

 

For a share of each class of beneficial interest outstanding throughout each year ended October 31,
unless otherwise noted:
 
Class A Shares1    20152      2014  
Net asset value, beginning of period    $ 12.81       $ 10.57   
Income (loss) from operations:      

Net investment income

     0.05         0.16   

Net realized and unrealized gain (loss)

     (0.02)         2.18   

Total income from operations

     0.03         2.34   
Less distributions from:      

Net investment income

     (0.07)         (0.10)   

Net realized gains

     (0.16)         (0.00) 3 

Total distributions

     (0.23)         (0.10)   
Net asset value, end of period    $ 12.61       $ 12.81   

Total return4

     0.44      22.29
Net assets, end of period (000s)    $ 3,621       $ 3,819   
Ratios to average net assets:      

Gross expenses

     2.80 %5       3.62

Net expenses6,7,8

     1.49 5       0.56   

Net investment income

     0.90 5       1.29   
Portfolio turnover rate      24      24

 

1

Per share amounts have been calculated using the average shares method.

 

2

For the six months ended April 30, 2015 (unaudited).

 

3

Amount represents less than $0.01 per share.

 

4

Performance figures, exclusive of sales charges, may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.

 

5

Annualized.

 

6

As a result of an expense limitation arrangement, the ratio of expenses, other than interest, brokerage, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class A shares did not exceed 1.60%. This expense limitation arrangement cannot be terminated prior to December 31, 2016 without the Board of Trustees’ consent.

 

7

Reflects fee waivers and/or expense reimbursements.

 

8

The impact of compensating balance arrangements, if any, was less than 0.01%.

 

See Notes to Financial Statements.

 

ClearBridge Energy MLP & Infrastructure Fund 2015 Semi-Annual Report   9


Financial highlights (cont’d)

 

For a share of each class of beneficial interest outstanding throughout each year ended October 31,
unless otherwise noted:
 
Class C Shares1    20152      2014  
Net asset value, beginning of period    $ 12.85       $ 10.57   
Income (loss) from operations:      

Net investment income

     0.02         0.20   

Net realized and unrealized gain (loss)

     (0.03)         2.14   

Total income (loss) from operations

     (0.01)         2.34   
Less distributions from:      

Net investment income

     (0.03)         (0.06)   

Net realized gains

     (0.16)         (0.00) 3 

Total distributions

     (0.19)         (0.06)   
Net asset value, end of period    $ 12.65       $ 12.85   

Total return4

     0.08      22.25
Net assets, end of period (000s)    $ 2,797       $ 2,413   
Ratios to average net assets:      

Gross expenses

     3.53 %5       4.99

Net expenses6,7,8

     2.21 5       0.44   

Net investment income

     0.26 5       1.56   
Portfolio turnover rate      24      24

 

1

Per share amounts have been calculated using the average shares method.

 

2

For the six months ended April 30, 2015 (unaudited).

 

3

Amount represents less than $0.01 per share.

 

4

Performance figures, exclusive of CDSC, may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.

 

5

Annualized.

 

6

As a result of an expense limitation arrangement, the ratio of expenses, other than interest, brokerage, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class C shares did not exceed 2.35%. This expense limitation arrangement cannot be terminated prior to December 31, 2016 without the Board of Trustees’ consent.

 

7

Reflects fee waivers and/or expense reimbursements.

 

8

The impact of compensating balance arrangements, if any, was less than 0.01%.

 

See Notes to Financial Statements.

 

10    ClearBridge Energy MLP & Infrastructure Fund 2015 Semi-Annual Report


For a share of each class of beneficial interest outstanding throughout each year ended October 31,
unless otherwise noted:
 
Class I Shares1    20152      2014      20133  
Net asset value, beginning of period      $12.73         $10.57         $10.00   
Income (loss) from operations:         

Net investment income

     0.08         0.12         0.02   

Net realized and unrealized gain (loss)

     (0.05)         2.15         0.55   

Total income from operations

     0.03         2.27         0.57   
Less distributions from:         

Net investment income

     (0.08)         (0.11)           

Net realized gains

     (0.16)         (0.00) 4         

Total distributions

     (0.24)         (0.11)           
Net asset value, end of period      $12.52         $12.73         $10.57   

Total return5

     0.49      21.61      5.70
Net assets, end of period (000s)      $7,353         $7,207         $3,152   
Ratios to average net assets:         

Gross expenses

     2.52 %6       5.79      19.25 %6 

Net expenses7,8,9

     1.20 6       1.16         1.25 6 

Net investment income

     1.27 6       1.01         1.43 6 
Portfolio turnover rate      24      24      10

 

1

Per share amounts have been calculated using the average shares method.

 

2

For the six months ended April 30, 2015 (unaudited).

 

3

For the period August 30, 2013 (inception date) to October 31, 2013.

 

4

Amount represents less than $0.01 per share.

 

5

Performance figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.

 

6

Annualized.

 

7

As a result of an expense limitation arrangement, the ratio of expenses, other than interest, brokerage, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class I shares did not exceed 1.25%. This expense limitation arrangement cannot be terminated prior to December 31, 2016 without the Board of Trustees’ consent.

 

8

Reflects fee waivers and/or expense reimbursements.

 

9

The impact of compensating balance arrangements, if any, was less than 0.01%.

 

See Notes to Financial Statements.

 

ClearBridge Energy MLP & Infrastructure Fund 2015 Semi-Annual Report   11


Financial highlights (cont’d)

 

For a share of each class of beneficial interest outstanding throughout each year ended October 31,
unless otherwise noted:
 
Class IS Shares1    20152      2014      20133  
Net asset value, beginning of period      $12.72         $10.58         $10.00   
Income (loss) from operations:         

Net investment income

     0.08         0.13         0.03   

Net realized and unrealized gain (loss)

     (0.04)         2.13         0.55   

Total income from operations

     0.04         2.26         0.58   
Less distributions from:         

Net investment income

     (0.09)         (0.12)           

Net realized gains

     (0.16)         (0.00) 4         

Total distributions

     (0.25)         (0.12)           
Net asset value, end of period      $12.51         $12.72         $10.58   

Total return5

     0.53      21.52      5.80
Net assets, end of period (000s)      $13         $13         $11   
Ratios to average net assets:         

Gross expenses

     2.47 %6       6.62      21.23 %6 

Net expenses7,8,9

     1.15 6       1.15         1.15 6 

Net investment income

     1.30 6       1.08         1.55 6 
Portfolio turnover rate      24      24      10

 

1

Per share amounts have been calculated using the average shares method.

 

2

For the six months ended April 30, 2015 (unaudited).

 

3

For the period August 30, 2013 (inception date) to October 31, 2013.

 

4

Amount represents less than $0.01 per share.

 

5

Performance figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.

 

6

Annualized.

 

7

As a result of an expense limitation arrangement, the ratio of expenses, other than interest, brokerage, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class IS shares did not exceed 1.15%. In addition, total annual fund operating expenses for Class IS shares did not exceed total annual fund operating expenses for Class I shares. These expense limitation arrangements cannot be terminated prior to December 31, 2016 without the Board of Trustees’ consent.

 

8

Reflects fee waivers and/or expense reimbursements.

 

9

The impact of compensating balance arrangements, if any, was less than 0.01%.

 

See Notes to Financial Statements.

 

12    ClearBridge Energy MLP & Infrastructure Fund 2015 Semi-Annual Report


Notes to financial statements (unaudited)

 

1. Organization and significant accounting policies

ClearBridge Energy MLP & Infrastructure Fund (the “Fund”) is a separate non-diversified investment series of Legg Mason Partners Equity Trust (the “Trust”). The Trust, a Maryland statutory trust, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company.

The following are significant accounting policies consistently followed by the Fund and are in conformity with U.S. generally accepted accounting principles (“GAAP”). Estimates and assumptions are required to be made regarding assets, liabilities and changes in net assets resulting from operations when financial statements are prepared. Changes in the economic environment, financial markets and any other parameters used in determining these estimates could cause actual results to differ. Subsequent events have been evaluated through the date the financial statements were issued.

(a) Investment valuation. Equity securities for which market quotations are available are valued at the last reported sales price or official closing price on the primary market or exchange on which they trade. The valuations for fixed income securities (which may include, but are not limited to, corporate, government, municipal, mortgage-backed, collateralized mortgage obligations and asset-backed securities) and certain derivative instruments are typically the prices supplied by independent third party pricing services, which may use market prices or broker/dealer quotations or a variety of valuation techniques and methodologies. The independent third party pricing services use inputs that are observable such as issuer details, interest rates, yield curves, prepayment speeds, credit risks/spreads, default rates and quoted prices for similar securities. Short-term fixed income securities that will mature in 60 days or less are valued at amortized cost, unless it is determined that using this method would not reflect an investment’s fair value. Investments in open-end funds are valued at the closing net asset value per share of each fund on the day of valuation. When the Fund holds securities or other assets that are denominated in a foreign currency, the Fund will normally use the currency exchange rates as of 4:00 p.m. (Eastern Time). If independent third party pricing services are unable to supply prices for a portfolio investment, or if the prices supplied are deemed by the manager to be unreliable, the market price may be determined by the manager using quotations from one or more broker/dealers or at the transaction price if the security has recently been purchased and no value has yet been obtained from a pricing service or pricing broker. When reliable prices are not readily available, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded, but before the Fund calculates its net asset value, the Fund values these securities as determined in accordance with procedures approved by the Fund’s Board of Trustees.

The Board of Trustees is responsible for the valuation process and has delegated the supervision of the daily valuation process to the Legg Mason North Atlantic Fund Valuation Committee (formerly, Legg Mason North American Fund Valuation Committee) (the “Valuation Committee”). The Valuation Committee, pursuant to the policies adopted by the Board of Trustees, is responsible for making fair value determinations, evaluating the

 

ClearBridge Energy MLP & Infrastructure Fund 2015 Semi-Annual Report   13


Notes to financial statements (unaudited) (cont’d)

 

effectiveness of the Fund’s pricing policies, and reporting to the Board of Trustees. When determining the reliability of third party pricing information for investments owned by the Fund, the Valuation Committee, among other things, conducts due diligence reviews of pricing vendors, monitors the daily change in prices and reviews transactions among market participants.

The Valuation Committee will consider pricing methodologies it deems relevant and appropriate when making fair value determinations. Examples of possible methodologies include, but are not limited to, multiple of earnings; discount from market of a similar freely traded security; discounted cash-flow analysis; book value or a multiple thereof; risk premium/yield analysis; yield to maturity; and/or fundamental investment analysis. The Valuation Committee will also consider factors it deems relevant and appropriate in light of the facts and circumstances. Examples of possible factors include, but are not limited to, the type of security; the issuer’s financial statements; the purchase price of the security; the discount from market value of unrestricted securities of the same class at the time of purchase; analysts’ research and observations from financial institutions; information regarding any transactions or offers with respect to the security; the existence of merger proposals or tender offers affecting the security; the price and extent of public trading in similar securities of the issuer or comparable companies; and the existence of a shelf registration for restricted securities.

For each portfolio security that has been fair valued pursuant to the policies adopted by the Board of Trustees, the fair value price is compared against the last available and next available market quotations. The Valuation Committee reviews the results of such back testing monthly and fair valuation occurrences are reported to the Board of Trustees quarterly.

The Fund uses valuation techniques to measure fair value that are consistent with the market approach and/or income approach, depending on the type of security and the particular circumstance. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable securities. The income approach uses valuation techniques to discount estimated future cash flows to present value.

GAAP establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are summarized in the three broad levels listed below:

 

Ÿ  

Level 1 — quoted prices in active markets for identical investments

 

Ÿ  

Level 2 — other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

 

Ÿ  

Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

 

14    ClearBridge Energy MLP & Infrastructure Fund 2015 Semi-Annual Report


The following is a summary of the inputs used in valuing the Fund’s assets carried at fair value:

 

ASSETS  
Description   Quoted Prices
(Level 1)
    Other Significant
Observable Inputs
(Level 2)
    Significant
Unobservable
Inputs
(Level 3)
    Total  
Long-term investments†:                                

Common stocks:

                               

Energy

  $ 7,571,616      $ 188,119             $ 7,759,735   

Other common stocks

    1,112,983                      1,112,983   

Master limited partnerships

    4,829,787                      4,829,787   
Total long-term investments   $ 13,514,386      $ 188,119             $ 13,702,505   
Short-term investments†     69,186                      69,186   
Total investments   $ 13,583,572      $ 188,119             $ 13,771,691   

 

See Schedule of Investments for additional detailed categorizations.

For the six months ended April 30, 2015, as a result of the fair value pricing procedures for international equities utilized by the Fund, certain securities have transferred in and out of Level 1 and Level 2 measurements during the period. The Fund’s policy is to recognize transfers between levels as of the end of the reporting period. At April 30, 2015, securities valued at $188,119 were classified as Level 2 within the fair value hierarchy because fair value procedures were applied when the change in value of a domestic equity security index suggested that the closing prices on foreign exchanges may no longer have represented the value of those securities at the time of closing of the NYSE.

(b) Repurchase agreements. The Fund may enter into repurchase agreements with institutions that its investment adviser has determined are creditworthy. Each repurchase agreement is recorded at cost. Under the terms of a typical repurchase agreement, the Fund acquires a debt security subject to an obligation of the seller to repurchase, and of the Fund to resell, the security at an agreed-upon price and time, thereby determining the yield during the Fund’s holding period. When entering into repurchase agreements, it is the Fund’s policy that its custodian or a third party custodian, acting on the Fund’s behalf, take possession of the underlying collateral securities, the market value of which, at all times, at least equals the principal amount of the repurchase transaction, including accrued interest. To the extent that any repurchase transaction maturity exceeds one business day, the value of the collateral is marked-to-market and measured against the value of the agreement in an effort to ensure the adequacy of the collateral. If the counterparty defaults, the Fund generally has the right to use the collateral to satisfy the terms of the repurchase transaction. However, if the market value of the collateral declines during the period in which the Fund seeks to assert its rights or if bankruptcy proceedings are commenced with respect to the seller of the security, realization of the collateral by the Fund may be delayed or limited.

(c) Foreign currency translation. Investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts based upon prevailing exchange rates on the date of valuation. Purchases and sales of investment securities and

 

ClearBridge Energy MLP & Infrastructure Fund 2015 Semi-Annual Report   15


Notes to financial statements (unaudited) (cont’d)

 

income and expense items denominated in foreign currencies are translated into U.S. dollar amounts based upon prevailing exchange rates on the respective dates of such transactions.

The Fund does not isolate that portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from sales of foreign currencies, including gains and losses on forward foreign currency contracts, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the values of assets and liabilities, other than investments in securities, on the date of valuation, resulting from changes in exchange rates.

Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of U.S. dollar denominated transactions as a result of, among other factors, the possibility of lower levels of governmental supervision and regulation of foreign securities markets and the possibility of political or economic instability.

(d) Master limited partnerships. The Fund may invest up to 25% of the value of its total assets in the securities of Master Limited Partnerships (“MLPs”) that are treated for U.S. federal income tax purposes as qualified publicly traded partnerships. This 25% limitation applies generally to MLPs that focus on commodity and energy-related industries. Entities commonly referred to as “MLPs” are generally organized under state law as limited partnerships or limited liability companies. To be treated as a partnership for U.S. federal income tax purposes, an MLP whose units are traded on a securities exchange must receive at least 90% of its income from qualifying sources such as interest, dividends, real estate rents, gain from the sale or disposition of real property, income and gain from mineral or natural resources activities, income and gain from the transportation or storage of certain fuels, and, in certain circumstances, income and gain from commodities or futures, forwards and options with respect to commodities. Mineral or natural resources activities include exploration, development, production, processing, mining, refining, marketing and transportation (including pipelines) of oil and gas, minerals, geothermal energy, fertilizer, timber or industrial source carbon dioxide. An MLP consists of a general partner and limited partners (or in the case of MLPs organized as limited liability companies, a managing member and members). The general partner or managing member typically controls the operations and management of the MLP and has an ownership stake in the partnership. The limited partners or members, through their ownership of limited partner or member interests, provide capital to the entity, are intended to have no role in the operation and management of the entity and receive cash distributions. The MLPs themselves generally do not pay U.S. federal income taxes. Thus, unlike investors in corporate securities, direct MLP investors

 

16    ClearBridge Energy MLP & Infrastructure Fund 2015 Semi-Annual Report


are generally not subject to double taxation (i.e., corporate level tax and tax on corporate dividends). Currently, most MLPs operate in the energy and/or natural resources sector.

(e) Foreign investment risks. The Fund’s investments in foreign securities may involve risks not present in domestic investments. Since securities may be denominated in foreign currencies, may require settlement in foreign currencies or pay interest or dividends in foreign currencies, changes in the relationship of these foreign currencies to the U.S. dollar can significantly affect the value of the investments and earnings of the Fund. Foreign investments may also subject the Fund to foreign government exchange restrictions, expropriation, taxation or other political, social or economic developments, all of which affect the market and/or credit risk of the investments.

(f) Partnership accounting policy. The Fund records its pro rata share of the income (loss) and capital gains (losses), to the extent of distributions it has received, allocated from the underlying partnerships and accordingly adjusts the cost basis of the underlying partnerships for return of capital. These amounts are included in the Fund’s Statement of Operations.

(g) Return of capital estimates. Distributions received from the Fund’s investments in MLPs generally are comprised of income and return of capital. The Fund records investment income and return of capital based on estimates made at the time such distributions are received. Such estimates are based on historical information available from each MLP and other industry sources. These estimates may subsequently be revised based on information received from the MLPs after their tax reporting periods are concluded.

(h) Security transactions and investment income. Security transactions are accounted for on a trade date basis. Interest income, adjusted for amortization of premium and accretion of discount, is recorded on the accrual basis. Dividend income is recorded on the ex-dividend date. Foreign dividend income is recorded on the ex-dividend date or as soon as practicable after the Fund determines the existence of a dividend declaration after exercising reasonable due diligence. The cost of investments sold is determined by use of the specific identification method. To the extent any issuer defaults or a credit event occurs that impacts the issuer, the Fund may halt any additional interest income accruals and consider the realizability of interest accrued up to the date of default or credit event.

(i) Distributions to shareholders. Distributions are declared and paid on a quarterly basis to shareholders of the Fund and are recorded on ex-dividend date. The Fund intends to distribute all of its net investment income earned each quarter. The Fund may distribute additional amounts if required under the income tax regulations. Distributions of net realized gains, if any, are declared at least annually. The character of distributions made to shareholders during the period may differ from their ultimate characterization for federal income tax purposes.

(j) Share class accounting. Investment income, common expenses and realized/unrealized gains (losses) on investments are allocated to the various classes of the Fund on the basis of daily net assets of each class. Fees relating to a specific class are charged directly to that share class.

 

ClearBridge Energy MLP & Infrastructure Fund 2015 Semi-Annual Report   17


Notes to financial statements (unaudited) (cont’d)

 

(k) Compensating balance arrangements. The Fund has an arrangement with its custodian bank whereby a portion of the custodian’s fees is paid indirectly by credits earned on the Fund’s cash on deposit with the bank.

(l) Federal and other taxes. It is the Fund’s policy to comply with the federal income and excise tax requirements of the Internal Revenue Code of 1986 (the “Code”), as amended, applicable to regulated investment companies. Accordingly, the Fund intends to distribute its taxable income and net realized gains, if any, to shareholders in accordance with timing requirements imposed by the Code. Therefore, no federal or state income tax provision is required in the Fund’s financial statements.

The Fund may invest in MLPs, which generally are treated as partnerships for federal income tax purposes. As a limited partner in the MLPs, the Fund reports its allocable share of the MLP’s taxable income in computing its own taxable income. The distributions paid by the MLPs generally do not constitute income for tax purposes. Each MLP may allocate losses to the Fund which are generally not deductible in computing the Fund’s taxable income until such time as that particular MLP either generates income to offset those losses or the Fund disposes of units in that MLP. This may result in the Fund’s taxable income being substantially different than its book income in any given year. As a result, the Fund may have insufficient taxable income to support its distributions paid resulting in a return of capital to shareholders. A return of capital distribution is generally not treated as taxable income to shareholders and instead reduces a shareholder’s basis in their shares of the Fund.

Management has analyzed the Fund’s tax positions taken on income tax returns for all open tax years and has concluded that as of April 30, 2015, no provision for income tax is required in the Fund’s financial statements. The Fund’s federal and state income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state departments of revenue.

Under the applicable foreign tax laws, a withholding tax may be imposed on interest, dividends and capital gains at various rates.

(m) Reclassification. GAAP requires that certain components of net assets be reclassified to reflect permanent differences between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share.

2. Investment management agreement and other transactions with affiliates

Legg Mason Partners Fund Advisor, LLC (“LMPFA”) is the Fund’s investment manager and ClearBridge Investments, LLC (“ClearBridge”) is the Fund’s subadviser. Western Asset Management Company (“Western Asset”) manages the portion of the Fund’s cash and short-term instruments allocated to it. LMPFA, ClearBridge and Western Asset are wholly-owned subsidiaries of Legg Mason, Inc. (“Legg Mason”).

 

18    ClearBridge Energy MLP & Infrastructure Fund 2015 Semi-Annual Report


Under the investment management agreement, the Fund pays an investment management fee, calculated daily and paid monthly, at an annual rate of 1.00% of the Fund’s average daily net assets.

LMPFA provides administrative and certain oversight services to the Fund. LMPFA delegates to the subadviser the day-to-day portfolio management of the Fund, except for the management of the portion of the Fund’s cash and short-term instruments, allocated to Western Asset. For their services, LMPFA pays ClearBridge and Western Asset an aggregate fee equal to 70% of the net management fee it receives from the Fund.

As a result of expense limitation arrangements between the Fund and LMPFA, the ratio of expenses, other than interest, brokerage, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class A, Class C, Class I and Class IS shares did not exceed 1.60%, 2.35%, 1.25% and 1.15%, respectively. In addition, total annual fund operating expenses for Class IS shares did not exceed total annual fund operating expenses for Class I shares. These expense limitation arrangements cannot be terminated prior to December 31, 2016 without the Board of Trustees’ consent.

The investment manager is permitted to recapture amounts waived and/or reimbursed to a class during the same fiscal year if the class’ total annual operating expenses have fallen to a level below the expense limitation (“expense cap”) in effect at the time the fees were earned or the expenses incurred. In no case will the investment manager recapture any amount that would result, on any particular business day of the Fund, in the class’ total annual operating expenses exceeding the expense cap or any other lower limit then in effect.

During the six months ended April 30, 2015, fees waived and/or expenses reimbursed amounted to $85,286.

Legg Mason Investor Services, LLC (“LMIS”), a wholly-owned broker-dealer subsidiary of Legg Mason, serves as the Fund’s sole and exclusive distributor.

There is a maximum initial sales charge of 5.75% for Class A shares. There is a contingent deferred sales charge (“CDSC”) of 1.00% on Class C shares, which applies if redemption occurs within 12 months from purchase payment. In certain cases, Class A shares have a 1.00% CDSC, which applies if redemption occurs within 18 months from purchase payment. This CDSC only applies to those purchases of Class A shares, which, when combined with current holdings of other shares of funds sold by LMIS, equal or exceed $1,000,000 in the aggregate. These purchases do not incur an initial sales charge.

For the six months ended April 30, 2015, LMIS and its affiliates retained sales charges of $1,223 on sales of the Fund’s Class A shares. In addition, for the six months ended April 30, 2015, CDSCs paid to LMIS and its affiliates were:

 

        Class C  
CDSCs      $ 1,110   

As of April 30, 2015, Legg Mason and its affiliates owned 28% of the Fund.

 

ClearBridge Energy MLP & Infrastructure Fund 2015 Semi-Annual Report   19


Notes to financial statements (unaudited) (cont’d)

 

All officers and one Trustee of the Trust are employees of Legg Mason or its affiliates and do not receive compensation from the Trust.

3. Investments

During the six months ended April 30, 2015, the aggregate cost of purchases and proceeds from sales of investments (excluding short-term investments) were as follows:

 

Purchases      $ 4,716,037   
Sales        3,070,217   

At April 30, 2015, the aggregate gross unrealized appreciation and depreciation of investments for federal income tax purposes were substantially as follows:

 

Gross unrealized appreciation      $ 1,169,929   
Gross unrealized depreciation        (239,718)   
Net unrealized appreciation      $ 930,211   

4. Derivative instruments and hedging activities

During the six months ended April 30, 2015, the Fund did not invest in any derivative instruments.

5. Class specific expenses, waivers and/or expense reimbursements

The Fund has adopted a Rule 12b-1 shareholder services and distribution plan and under that plan the Fund pays service and/or distribution fees with respect to its Class A and Class C shares calculated at the annual rate of 0.25% and 1.00% of the average daily net assets of each class, respectively. Service and distribution fees are accrued daily and paid monthly.

For the six months ended April 30, 2015, class specific expenses were as follows:

 

        Service and/or
Distribution
Fees
       Transfer Agent
Fees
 
Class A      $ 4,954         $ 1,930   
Class C        12,529           795   
Class I                  1,573   
Class IS                    
Total      $ 17,483         $ 4,298   

For the six months ended April 30, 2015, waivers and/or expense reimbursements by class were as follows:

 

        Waivers/Expense
Reimbursements
 
Class A      $ 26,065   
Class C        16,483   
Class I        42,658   
Class IS        80   
Total      $ 85,286   

 

20    ClearBridge Energy MLP & Infrastructure Fund 2015 Semi-Annual Report


6. Distributions to shareholders by class

 

        Six Months Ended
April 30, 2015
       Year Ended
October 31, 2014
 
Net Investment Income:                      
Class A      $ 22,157         $ 8,206   
Class C        5,105           1,270   
Class I        45,650           47,007   
Class IS        90           121   
Total      $ 73,002         $ 56,604   
Net Realized Gains:                      
Class A      $ 50,487         $ 4   
Class C        31,860           4   
Class I        92,771           1,408   
Class IS        166           4   
Total      $ 175,284         $ 1,420   

7. Shares of beneficial interest

At April 30, 2015, the Trust had an unlimited number of shares of beneficial interest authorized with a par value of $0.00001 per share. The Fund has the ability to issue multiple classes of shares. Each class of shares represents an identical interest and has the same rights, except that each class bears certain direct expenses, including those specifically related to the distribution of its shares.

Transactions in shares of each class were as follows:

 

     Six Months Ended
April 30, 2015
     Year Ended
October 31, 2014
 
      Shares      Amount      Shares      Amount  
Class A                                    
Shares sold      137,992       $ 1,664,736         319,570       $ 4,065,368   
Shares issued on reinvestment      6,144         70,510         607         7,910   
Shares repurchased      (155,025)         (1,889,864)         (23,090)         (283,168)   
Net increase (decrease)      (10,889)       $ (154,618)         297,087       $ 3,790,110   
Class C                                    
Shares sold      54,286       $ 642,596         191,427       $ 2,331,088   
Shares issued on reinvestment      3,249         36,965         99         1,274   
Shares repurchased      (24,188)         (284,060)         (4,663)         (59,678)   
Net increase      33,347       $ 395,501         186,863       $ 2,272,684   
Class I                                    
Shares sold      88,679       $ 1,085,171         311,434       $ 3,627,436   
Shares issued on reinvestment      11,724         133,703         4,014         47,588   
Shares repurchased      (79,613)         (906,398)         (47,181)         (541,197)   
Net increase      20,790       $ 312,476         268,267       $ 3,133,827   
Class IS                                    
Shares issued on reinvestment      22       $ 256         11       $ 125   
Net increase      22       $ 256         11       $ 125   

 

ClearBridge Energy MLP & Infrastructure Fund 2015 Semi-Annual Report   21


Board approval of management and

subadvisory agreements (unaudited)

 

At a meeting of the Trust’s Board of Trustees, the Board considered the re-approval for an annual period of the management agreement pursuant to which Legg Mason Partners Fund Advisor, LLC (the “Manager”) provides the Fund with investment advisory and administrative services, the sub-advisory agreement pursuant to which ClearBridge Investments, LLC (“ClearBridge”) provides day-to-day management of the Fund’s portfolio, and the sub-advisory agreement pursuant to which Western Asset Management Company (“Western Asset” and, together with ClearBridge, the “Sub-Advisers”) provides day-to-day management of the Fund’s cash and short-term instruments allocated to it by the Manager. (The management agreement and sub-advisory agreements are collectively referred to as the “Agreements.”) The Manager and the Sub-Advisers are wholly-owned subsidiaries of Legg Mason, Inc. The Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended (the “Independent Trustees”)) of the Fund were assisted in their review by Fund counsel and independent legal counsel and met with independent legal counsel in executive sessions separate from representatives of the Manager and the Sub-Advisers. The Independent Trustees requested and received information from the Manager and the Sub-Advisers they deemed reasonably necessary for their review of the Agreements and the performance of the Manager and the Sub-Advisers. Included was information about the Manager, the Sub-Advisers and the Fund’s distributor, as well as the management, sub-advisory and distribution arrangements for the Fund and other funds overseen by the Board. This information was initially reviewed by a special committee of the Independent Trustees and then by the full Board.

In voting to approve the Agreements, the Independent Trustees considered whether the approval of the Agreements would be in the best interests of the Fund and its shareholders, an evaluation based on several factors including those discussed below.

Nature, extent and quality of the services provided to the Fund under the management agreement and sub-advisory agreements

The Board received and considered information regarding the nature, extent and quality of services provided to the Fund by the Manager and the Sub-Advisers under the Management Agreement and Sub-Advisory Agreements, respectively, since the Fund commenced operations. The Trustees also considered the Manager’s supervisory activities over the Sub-Advisers. In addition, the Independent Trustees received and considered other information regarding the administrative and other services rendered to the Fund and its shareholders by the Manager. The Board noted information received at regular meetings throughout the year related to the services rendered by the Manager in its management of the Fund’s affairs and the Manager’s role in coordinating the activities of the Sub-Advisers and the Fund’s other service providers. The Board’s evaluation of the services provided by the Manager and the Sub-Advisers took into account the Board’s knowledge and familiarity gained as Trustees of funds in the Legg Mason fund complex, including the scope and quality of the investment management and other capabilities of the Manager and the Sub-Advisers and the quality of the Manager’s administrative and other services. The Board

 

22    ClearBridge Energy MLP & Infrastructure Fund


 

observed that the scope of services provided by the Manager had expanded over time as a result of regulatory and other developments, including maintaining and monitoring its own and the Fund’s compliance programs. The Board reviewed information received from the Manager and the Fund’s Chief Compliance Officer regarding the Fund’s compliance policies and procedures established pursuant to Rule 38a-1 under the Investment Company Act of 1940, as amended.

The Board reviewed the qualifications, backgrounds and responsibilities of the Fund’s senior personnel and the portfolio management team primarily responsible for the day-to-day portfolio management of the Fund. The Board considered the degree to which the Manager implemented organizational changes to improve investment results and the services provided to the Legg Mason fund complex and the Manager’s commitment to continue to provide effective and efficient investment management and shareholder services. The Board also considered, based on its knowledge of the Manager and the Manager’s affiliates, the financial resources available to the Manager’s parent organization, Legg Mason, Inc.

The Board also considered the division of responsibilities among the Manager and the Sub-Advisers and the oversight provided by the Manager. The Board also considered the Manager’s and ClearBridge’s brokerage policies and practices, the standards applied in seeking best execution, their policies and practices regarding soft dollars, and the existence of quality controls applicable to brokerage allocation procedures. In addition, management also reported to the Board on, among other things, its business plans, recent organizational changes, portfolio manager compensation plan and policy regarding portfolio managers’ ownership of fund shares.

The Board concluded that, overall, it was satisfied with the nature, extent and quality of services provided (and expected to be provided) under the respective Agreement by the Manager and the Sub-Advisers.

Fund performance

Because the Fund commenced operations in August 2013, it had less than one year of performance data available during the review period, and, consequently, Lipper, Inc. (“Lipper”), an independent provider of investment company data, did not provide the Board with performance information for the Fund and similar mutual funds. The Board, however, reviewed performance information provided by the Manager for periods ended June 30, 2014, which showed that the Fund’s performance was better than the Lipper category average and benchmark performance indices for the year-to-date period. The Board also reviewed performance information provided by the Manager for periods ended September 30, 2014, which showed that the Fund’s performance was better than the Lipper category average and benchmark performance indices for the year-to-date and one-year periods. The Trustees then discussed with representatives of management the portfolio management strategy of the Fund’s portfolio managers. The Trustees noted that the Manager and ClearBridge were committed to providing the resources necessary to assist the Fund’s portfolio managers. Based on its review and noting the limited period of performance data available, the

 

ClearBridge Energy MLP & Infrastructure Fund   23


Board approval of management and

subadvisory agreements (unaudited) (cont’d)

 

Board generally was satisfied with the Fund’s performance. The Board determined to continue to evaluate the Fund’s performance and directed the Independent Trustees’ performance committee to continue to periodically review Fund performance with the Manager and report to the full Board during periods between Board meetings.

Management fees and expense ratios

The Board reviewed and considered the contractual management fee (the “Contractual Management Fee”) payable by the Fund to the Manager in light of the nature, extent and quality of the management and sub-advisory services provided by the Manager and the Sub-Advisers, respectively. The Board noted that the Manager, and not the Fund, pays the sub-advisory fees to the Sub-Advisers and, accordingly, that the retention of the Sub-Advisers does not increase the fees and expenses incurred by the Fund. In addition, because of the Manager’s fee waiver and/or expense reimbursement arrangement that was in effect for the Fund, which reduced the management fee paid to the Manager, the Board also reviewed and considered the actual management fee rate (after taking into account waivers and reimbursements) (the “Actual Management Fee”).

The Board also reviewed information regarding the fees the Manager and ClearBridge charged any of their U.S. clients investing primarily in an asset class similar to that of the Fund including, where applicable, institutional separate and commingled accounts and retail managed accounts. The Manager reviewed with the Board the significant differences in the scope of services provided to the Fund and to such other clients, noting that the Fund is provided with regulatory compliance and administrative services, office facilities and Fund officers (including the Fund’s chief financial, chief legal and chief compliance officers), and that the Manager coordinates and oversees the provision of services to the Fund by other fund service providers, including the Sub-Advisers. The Board considered the fee comparisons in light of the scope of services required to manage these different types of accounts.

The Board received an analysis of complex-wide management fees provided by the Manager, which, among other things, set out a framework of fees based on asset classes. Management also discussed with the Board the Fund’s distribution arrangements, including how amounts received by the Fund’s distributor are expended, and the fees received and expenses incurred in connection with such arrangements by affiliates of the Manager.

Additionally, the Board received and considered information comparing the Fund’s Contractual Management Fee and Actual Management Fee and the Fund’s overall expense ratio with those of a group of institutional funds consisting of four energy MLP funds and one global natural resources fund classified as regulated investment companies (“RICs”) selected by Lipper as comparable to the Fund (the “Expense Group”), and a broader group of funds selected by Lipper consisting of all institutional energy MLP funds and global natural resources funds classified as RICs (the “Expense Universe”). This information showed that the Fund’s Contractual Management Fee was at the median of management fees paid by the funds in the Expense Group and that the Fund’s Actual Management Fee was lower than the median of management fees paid by the funds in the Expense Group and lower

 

24    ClearBridge Energy MLP & Infrastructure Fund


 

than the average management fee paid by the funds in the Expense Universe. This information also showed that the Fund’s total expense ratio was lower than the median of the total expense ratios of the funds in the Expense Group and was lower than the average total expense ratio of the funds in the Expense Universe. The Trustees also noted the Manager’s fee waiver and/or expense reimbursement arrangement.

Manager profitability

The Board received and considered a profitability analysis of the Manager and its affiliates in providing services to the Fund. The Board also received profitability information with respect to the Legg Mason fund complex as a whole. In addition, the Board received information with respect to the Manager’s allocation methodologies used in preparing this profitability data as well as a report from an outside consultant that had reviewed the Manager’s methodology. The Board noted the profitability percentage ranges determined by appropriate court cases to be reasonable given the services rendered to investment companies. The Board determined that the Manager’s profitability was not excessive in light of the nature, extent and quality of the services provided to the Fund.

Economies of scale

The Board received and considered information regarding whether there have been economies of scale with respect to the management of the Fund as the Fund’s assets grow, whether the Fund has appropriately benefited from any economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered whether economies of scale in the provision of services to the Fund were being passed along to the shareholders.

The Board noted that to the extent the Fund’s assets increase over time, the Fund and its shareholders should realize economies of scale as certain expenses, such as fixed fund fees, become a smaller percentage of overall assets. The Board noted that it appeared that the benefits of any economies of scale also would be appropriately shared with shareholders through increased investment in fund management and administration resources.

Taking all of the above into consideration, the Board determined that the management fee was reasonable in light of the comparative performance and expense information and the nature, extent and quality of the services provided to the Fund under the Agreements.

Other benefits to the manager

The Board considered other benefits received by the Manager and its affiliates, including the Sub-Advisers, as a result of the Manager’s relationship with the Fund, including the opportunity to offer additional products and services to Fund shareholders.

In light of the costs of providing investment management and other services to the Fund and the Manager’s ongoing commitment to the Fund, the profits and other ancillary benefits that the Manager and its affiliates received were considered reasonable.

 

ClearBridge Energy MLP & Infrastructure Fund   25


Board approval of management and

subadvisory agreements (unaudited) (cont’d)

 

Based on their discussions and considerations, including those described above, the Trustees approved the Management Agreement and the Sub-Advisory Agreements to continue for another year.

No single factor reviewed by the Board was identified by the Board as the principal factor in determining whether to approve the Management Agreement and the Sub-Advisory Agreements.

 

26    ClearBridge Energy MLP & Infrastructure Fund


ClearBridge

Energy MLP & Infrastructure Fund

 

Trustees

Paul R. Ades

Andrew L. Breech

Dwight B. Crane

Althea L. Duersten

Frank G. Hubbard

Howard J. Johnson Chairman

Jerome H. Miller

Ken Miller

John J. Murphy

Thomas F. Schlafly

Jane Trust* President

 

* Effective June 1, 2015, Ms. Trust became a Trustee, President and Chief Executive Officer.

Investment manager

Legg Mason Partners Fund Advisor, LLC

Subadviser

ClearBridge Investments, LLC

Distributor

Legg Mason Investor Services, LLC

Custodian

State Street Bank and Trust Company

Transfer agent

BNY Mellon Investment Servicing (US) Inc.

4400 Computer Drive

Westborough, MA 01581

Independent registered public accounting firm

KPMG LLP

345 Park Avenue

New York, NY 10154

ClearBridge Energy MLP & Infrastructure Fund

The Fund is a separate investment series of Legg Mason Partners Equity Trust, a Maryland statutory trust.

ClearBridge Energy MLP & Infrastructure Fund

Legg Mason Funds

620 Eighth Avenue, 49th Floor

New York, NY 10018

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington D.C., and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. To obtain information on Form N-Q, shareholders can call the Fund at 1-877-721-1926.

Information on how the Fund voted proxies relating to portfolio securities during the prior 12-month period ended June 30th of each year and a description of the policies and procedures that the Fund uses to determine how to vote proxies related to portfolio transactions are available (1) without charge, upon request, by calling the Fund at 1-877-721-1926, (2) on the Fund’s website at www.leggmason.com/individualinvestors and (3) on the SEC’s website at www.sec.gov.

 

This report is submitted for the general information of the shareholders of ClearBridge Energy MLP & Infrastructure Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by a current prospectus.

Investors should consider the Fund’s investment objectives, risks, charges and expenses carefully before investing. The prospectus contains this and other important information about the Fund. Please read the prospectus carefully before investing.

www.leggmason.com/individualinvestors

© 2015 Legg Mason Investor Services, LLC

Member FINRA, SIPC


Legg Mason Funds Privacy and Security Notice

 

Your Privacy and the Security of Your Personal Information is Very Important to the Legg Mason Funds

This Privacy and Security Notice (the “Privacy Notice”) addresses the Legg Mason Funds’ privacy and data protection practices with respect to nonpublic personal information the Funds receive. The Legg Mason Funds include any funds sold by the Funds’ distributor, Legg Mason Investor Services, LLC, as well as Legg Mason-sponsored closed-end funds and certain closed-end funds managed or sub-advised by Legg Mason or its affiliates. The provisions of this Privacy Notice apply to your information both while you are a shareholder and after you are no longer invested with the Funds.

The Type of Nonpublic Personal Information the Funds Collect About You

The Funds collect and maintain nonpublic personal information about you in connection with your shareholder account. Such information may include, but is not limited to:

 

Ÿ  

Personal information included on applications or other forms;

 

Ÿ  

Account balances, transactions, and mutual fund holdings and positions;

 

Ÿ  

Online account access user IDs, passwords, security challenge question responses; and

 

Ÿ  

Information received from consumer reporting agencies regarding credit history and creditworthiness (such as the amount of an individual’s total debt, payment history, etc.).

How the Funds Use Nonpublic Personal Information About You

The Funds do not sell or share your nonpublic personal information with third parties or with affiliates for their marketing purposes, or with other financial institutions or affiliates for joint marketing purposes, unless you have authorized the Funds to do so. The Funds do not disclose any nonpublic personal information about you except as may be required to perform transactions or services you have authorized or as permitted or required by law. The Funds may disclose information about you to:

 

Ÿ  

Employees, agents, and affiliates on a “need to know” basis to enable the Funds to conduct ordinary business or comply with obligations to government regulators;

 

Ÿ  

Service providers, including the Funds’ affiliates, who assist the Funds as part of the ordinary course of business (such as printing, mailing services, or processing or servicing your account with us) or otherwise perform services on the Funds’ behalf, including companies that may perform marketing services solely for the Funds;

 

Ÿ  

The Funds’ representatives such as legal counsel, accountants and auditors; and

 

Ÿ  

Fiduciaries or representatives acting on your behalf, such as an IRA custodian or trustee of a grantor trust.

 

NOT PART OF THE SEMI-ANNUAL REPORT


Legg Mason Funds Privacy and Security Notice (cont’d)

 

Except as otherwise permitted by applicable law, companies acting on the Funds’ behalf are contractually obligated to keep nonpublic personal information the Funds provide to them confidential and to use the information the Funds share only to provide the services the Funds ask them to perform.

The Funds may disclose nonpublic personal information about you when necessary to enforce their rights or protect against fraud, or as permitted or required by applicable law, such as in connection with a law enforcement or regulatory request, subpoena, or similar legal process. In the event of a corporate action or in the event a Fund service provider changes, the Funds may be required to disclose your nonpublic personal information to third parties. While it is the Funds’ practice to obtain protections for disclosed information in these types of transactions, the Funds cannot guarantee their privacy policy will remain unchanged.

Keeping You Informed of the Funds’ Privacy and Security Practices

The Funds will notify you annually of their privacy policy as required by federal law. While the Funds reserve the right to modify this policy at any time they will notify you promptly if this privacy policy changes.

The Funds’ Security Practices

The Funds maintain appropriate physical, electronic and procedural safeguards designed to guard your nonpublic personal information. The Funds’ internal data security policies restrict access to your nonpublic personal information to authorized employees, who may use your nonpublic personal information for Fund business purposes only.

Although the Funds strive to protect your nonpublic personal information, they cannot ensure or warrant the security of any information you provide or transmit to them, and you do so at your own risk. In the event of a breach of the confidentiality or security of your nonpublic personal information, the Funds will attempt to notify you as necessary so you can take appropriate protective steps. If you have consented to the Funds using electronic communications or electronic delivery of statements, they may notify you under such circumstances using the most current email address you have on record with them.

In order for the Funds to provide effective service to you, keeping your account information accurate is very important. If you believe that your account information is incomplete, not accurate or not current, or if you have questions about the Funds’ privacy practices, write the Funds using the contact information on your account statements, email the Funds by clicking on the Contact Us section of the Funds’ website at www.leggmason.com, or contact the Fund at 1-877-721-1926.

 

NOT PART OF THE SEMI-ANNUAL REPORT


www.leggmason.com/individualinvestors

© 2015 Legg Mason Investor Services, LLC Member FINRA, SIPC

CBAX016456 6/15 SR15-2513


ITEM 2. CODE OF ETHICS.

Not applicable.

 

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

Not applicable.

 

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Not applicable.

 

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable.

 

ITEM 6. SCHEDULE OF INVESTMENTS.

Included herein under Item 1.

 

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

 

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

 

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable.

 

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

Not applicable.

 

ITEM 11. CONTROLS AND PROCEDURES.

 

  (a) The registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a- 3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing date of this report that includes the disclosure required by this paragraph, based on their evaluation of the disclosure controls and procedures required by Rule 30a-3(b) under the 1940 Act and 15d-15(b) under the Securities Exchange Act of 1934.

 

  (b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are likely to materially affect the registrant’s internal control over financial reporting.


ITEM 12. EXHIBITS.

(a) (1) Not applicable.

Exhibit 99.CODE ETH

(a) (2) Certifications pursuant to section 302 of the Sarbanes-Oxley Act of 2002 attached hereto.

Exhibit 99.CERT

(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 attached hereto.

Exhibit 99.906CERT


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this Report to be signed on its behalf by the undersigned, there unto duly authorized.

Legg Mason Partners Equity Trust

 

By:

/s/ Jane Trust

Jane Trust

Chief Executive Officer

Date: June 19, 2015

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

By:

/s/ Jane Trust

Jane Trust

Chief Executive Officer

Date: June 19, 2015

By:

/s/ Richard F. Sennett

Richard F. Sennett

Principal Financial Officer

Date: June 19, 2015