Possible Launch of New Share Class

RNS Number : 8405U

NB Distressed Debt Invest. Fd. Ltd

06 December 2013

 



THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND NOT A PROSPECTUS. NOT FOR RELEASE, PUBLICATION, OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, TO US PERSONS OR INTO OR WITHIN THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.

6 December 2013

NB Distressed Debt Investment Fund Limited ("NBDDIF")

Possible launch of a new share class

The Investment Manager of NBDDIF continues to see an increasing number of investment opportunities across the US and Europe. Following consultation with shareholders, the Board of NBDDIF (the "Board") is considering the launch of a new share class with an investment period to March 2017.

The Board is of the view that a new share class, with a wider geographic remit, is the best way to provide investors access to the continuing opportunities in the distressed debt sector.  

The creation of a new share class is not expected to impact the structure or strategy of the existing NBDD and NBDX share classes.

Further information in relation to this proposal will be announced in due course.

For further information, please contact:

Neuberger Berman Europe Limited                      44 (0)20 3214 9000

Damian Holland                                                

Anji Stewart      

Oriel Securities Limited                                      44 (0)20 7710 7600

Neil Winward                                                    

Gaudi Le Roux

Winterflood Investment Trusts                             44 (0)20 3100 0000

Joe Winkley

Darren Willis

Neil Langford

Important Information

This announcement is being issued for information purposes only in relation to a possible initial public offering of a new class of securities of NBDDIF.

This announcement is not for release, publication or distribution (directly or indirectly) in or into the United States, Canada, Australia or Japan or to any "US person" as defined in Regulation S under the United States Securities Act of 1933, as amended (the "Securities Act") or into any other jurisdiction where applicable laws prohibit its release, distribution or publication. It does not constitute an offer of securities for sale anywhere in the world, including in or into the United States, Canada, Australia or Japan. No recipient may distribute, or make available, this announcement (directly or indirectly) to any other person. Recipients of this announcement in jurisdictions outside the UK should inform themselves about and observe any applicable legal requirements in their jurisdictions. In particular, the distribution of this announcement may in certain jurisdictions be restricted by law.

This announcement has been prepared by Neuberger Berman Europe Limited ("NBEL") and is the sole responsibility of NBEL. No liability whatsoever (whether in negligence or otherwise) arising directly or indirectly from the use of this document is accepted and no representation, warranty or undertaking, express or implied, is or will be made by NBEL or Oriel Securities Limited ("Oriel Securities") or Winterflood Investment Trusts ("Winterflood") or any of their respective directors, officers, employees, advisers, representatives or other agents ("Agents") for any information or any of the opinions contained herein or for any errors, omissions or misstatements. None of Neuberger Berman LLC, Neuberger Berman Fixed Income LLC ("NBFI"), Oriel Securities, Winterflood nor any of their respective Agents makes or has been authorised to make any representation or warranties (express or implied) in relation to NBDDIF or as to the truth, accuracy or completeness of this announcement, or any other written or oral statement provided. Nothing in this announcement is or should be relied on as a promise or representation as to the future. The name "Neuberger Berman" is used interchangeably throughout these materials for a number of entities associated with the Neuberger Berman Group and NBDDIF and when used in this notice includes all such entities.

This announcement is an advertisement and does not constitute a prospectus or offering memorandum or an offer in respect of any securities and is not intended to provide the basis for any decision in respect of NBDDIF or other evaluation of any securities of NBDDIF or any other entity and should not be considered as a recommendation that any investor should subscribe for or purchase any such securities. Neither the issue of this announcement nor any part of their contents constitutes an offer to sell or invitation to purchase any securities of NBDDIF or any other entity or any persons holding securities of NBDDIF and no information set out in this announcement or referred to in other written or oral information is intended to form the basis of any contract of sale, investment decision or any decision to purchase any securities in it.

No final decision has been made to proceed with the offering.  Such a decision will be taken only after assessing market feedback and prevailing market conditions.  No orders are being taken at this time.  Orders may only be placed and will only be accepted during a formal offering period and only after a prospectus has been made available.  If a decision is made to proceed with the offering, the offer to acquire securities pursuant to the proposed offering will be made, and any investor should make his investment, solely on the basis of information that will be contained in a prospectus published in connection with such offering. When made available, copies of the prospectus may be obtained, subject to applicable law, at no cost from the registered office of NBDDIF and will be made available for viewing on the National Storage Mechanism.

This announcement is preliminary and made available for information purposes only. This announcement, which is not a prospectus or listing particulars or an admission document, do not contain any representations, do not constitute or form part of any offer or invitation to sell or transfer, or to underwrite, subscribe for or acquire, any shares or other securities, and do not constitute or form any part of any solicitation of any such offer or invitation, nor shall they or any part of them or the fact of their distribution form the basis of or be relied upon in connection with any contract therefore, and do not constitute a recommendation regarding the securities of NBDDIF.

The promotion of NBDDIF and the distribution of this announcement in the United Kingdom is restricted by law. Accordingly, this announcement is only addressed to, and directed at (a) persons outside the European Economic Area to whom it is lawful to communicate, and (b) persons in member states of the European Economic Area who are "qualified investors" within the meaning of Article 2(1)(e) of the Prospectus Directive ("Qualified Investors"). For the purposes of this provision, the expression "Prospectus Directive" means Directive 2003/71/EC and includes any relevant implementing measure in each member state of the European Economic Area which has implemented the Prospectus Directive. In addition, in the United Kingdom, this announcement is directed only at Qualified Investors (i) who have professional experience in matters relating to investments who fall within the definition of "investment professional" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), or (ii) who are high-net-worth companies, unincorporated associations and partnerships and trustees of high value trusts as described in Article 49(2) of the Order, and (iii) other persons to whom it may otherwise lawfully be communicated (all such persons together being referred to as "relevant persons"). Any investment or investment activity to which this announcement relates is available only to and will only be engaged in with such persons. This announcement must not be acted on or relied on (i) in the United Kingdom, by persons who are not relevant persons, and (ii) in any member state of the European Economic Area other than the United Kingdom, by persons who are not Qualified Investors.

NBDDIF is not and will not registered under the U.S. Investment Company Act of 1940, as amended (the "Investment Company Act") and investors are not and will not be entitled to the benefits of that Act. The securities described in this document, if and when issued, will not be registered under the Securities Act, or the laws of any state of the United States. Consequently, such securities may not be offered, sold or otherwise transferred within the United States or to or for the account or benefit of U.S. persons (as such term is defined in Regulation S under the Securities Act) except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, applicable state laws and under circumstances which will not require NBDDIF to register under the Investment Company Act. No public offering of the securities is being made in the United States.

Prospective investors should take note that any securities may not be acquired by (i) investors using assets of (A) an "employee benefit plan" as defined in Section 3(3) of U.S. Employee Retirement Income Security Act of 1974, as amended ("ERISA") that is subject to Title I of ERISA; (B) a "plan" as defined in Section 4975 of the U.S. Internal Revenue Code of 1986, as amended (the "U.S. Tax Code"), including an individual retirement account or other arrangement that is subject to Section 4975 of the U.S. Tax Code; or (C) an entity which is deemed to hold the assets of any of the foregoing types of plans, accounts or arrangements that is subject to Title I of ERISA or Section 4975 of the U.S. Tax Code or (ii) a governmental, church, non-U.S. or other employee benefit plan that is subject to any federal, state, local or non-U.S. law that is substantially similar to the provisions of Title I of ERISA or Section 4975 of the U.S. Tax Code.

The merits or suitability of any securities must be independently determined by the recipient on the basis of its own investigation and evaluation of Neuberger Berman. Any such determination should involve, among other things, an assessment of the legal, tax, accounting, regulatory, financial, credit and other related aspects of the securities. All investments are subject to risk, including the loss of the principal amount invested. Past performance is no guarantee of future returns. All investments to be held by the Company involve substantial degree of risk, including the risk of total loss. Recipients of this announcement are recommended to seek their own independent legal, tax, financial and other advice and should rely solely on their own judgment, review and analysis in evaluating Neuberger Berman, its business and its affairs. Potential investors and their representatives are invited to ask questions of, and receive answers from, NBEL and NBFI concerning the contemplated investment to the extent the same can be acquired without unreasonable effort or expense, in order to verify the accuracy of the information herein.

Oriel Securities and Winterflood, each of which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, are acting for NBDDIF and no-one else in connection with the potential offering of securities by NBDDIF and will not be responsible to anyone other than NBDDIF for providing the protections afforded to customers of Oriel Securities and Winterflood or for providing advice in relation to the offer of securities by NBDDIF.

This document is issued by NBEL, which is authorised and regulated by the United Kingdom Financial Conduct Authority and whose registered address is at Lansdowne House, 57 Berkeley Square, London, W1J 6ER. NBFI is a US registered Investment Adviser.

Neuberger Berman is a registered trademark. All rights reserved. © 2013 Neuberger Berman.

 

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