Statement re Exercise of Put Rights And Amendme...
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE
OR IN PART TO US PERSONS OR, IN, INTO OR WITHIN THE UNITED STATES (INCLUDING ITS
TERRITORIES AND POSSESSIONS), CANADA, AUSTRALIA OR JAPAN
HARBOURVEST GLOBAL PRIVATE EQUITY LIMITED
NOTICE TO THE HOLDERS OF PUT RIGHTS
EXERCISE OF PUT RIGHTS AND AMENDMENT TO TERMS AND
CONDITIONS OF PUT RIGHTS
Except where otherwise defined, the defined terms in this announcement (the
"Announcement") shall be given the same meaning as set out in the announcements
made by the Company on 13 April 2010, 13 May 2010 and 18 May 2010.
21 October 2011
HarbourVest Global Private Equity Limited ("HVPE" or the "Company") today
reminds the holders of Put Rights issued by the Company pursuant to its Put
Offer and Market Put Right Offer, as announced on 13 May 2010 and 18 May 2010,
respectively, that the Exercise Date in respect of the Put Rights is 15 November
2011.
The holders of Put Rights are entitled to sell their class A ordinary shares
("Shares") back to the Company on 15 November 2011 at the lower of $5.75 or the
estimated Economic NAV per share on 31 October 2011 (the "Exercise Price").
The latest Economic NAV per Share as at 30 September 2011 was US$11.02. The
holders of Put Rights should note that the Company will publish neither a new
Economic NAV nor the estimated NAV per share on 31 October 2011 prior to the
Exercise Date.
The holders of Put Rights should note the revised time and date (see below) by
which they must submit their Put Right Exercise Notice to the Company's
Registrar in order to exercise their Put Rights.
Put Right Exercise Notice
In accordance with terms and conditions of the Put Rights, the Board hereby
notifies the holders who wish to exercise their Put Rights that their Put Right
Exercise Notice must be received by the Company's Registrar by not later than
17H00 (GMT) on 7 November 2011. The holders of Put Rights should note that, once
lodged, a Put Right Exercise Notice shall be irrevocable (save with the consent
of the Company).
The holders of Put Rights are advised to contact the Company at HVPE@anson-
group.com should they wish to be sent a Put Right Exercise Notice to complete.
Except for the time and date by which the Put Right Exercise Notice must be
received by the Company's Registrar (as detailed above), the exercise of the Put
Rights will be in accordance with the terms and conditions of the Put Rights
announced by the Company on 13 May 2010 and 18 May 2010.
For further information, please contact:
J.P. Morgan Cazenove          Tel: +44 (0)20 7588 2828
William Simmonds
Oriel Securities Limited                                           Tel: +44
(0)20 7710 7600
Joe Winkley
Neil Langford
HarbourVest
Laura Thaxter Tel: +1 (617) 348 3695
 lthaxter@harbourvest.com
Fishburn Hedges
Alastair Fairbrother/Jason Nisse Tel: +44 (0) 20 7839 4321
HVPE@fishburn-hedges.co.uk
Important Notes:
Details in respect of the exercise of Put Rights
Shares in respect of which a valid Put Right Exercise Notice is submitted to the
Company's Registrar by not later than 17H00 (GMT) on 7 November 2011 will be
repurchased by the Company at the Exercise Price on the Exercise Date in
accordance with the terms and conditions of the Put Rights.
Further information on the exercise of the Put Rights will be set out in the Put
Right Exercise Notice which can be obtained by the holders of Put Rights from
the Company at HVPE@anson-group.com.
As previously disclosed, HVPE is now using Economic NAV as its primary reporting
metric for its Monthly Updates and management analysis. Economic NAV excludes
the fair value of the liability arising as a result of the issue of the Put
Rights as part of the Company's Liquidity Plan, and represents the most
conservative outcome upon the maturity of the Put Rights. The Company believes
that this is the most appropriate measure of economic value to holders of the
Shares.
About the Company
HVPE is a Guernsey-incorporated closed-end investment company designed to offer
shareholders long-term capital appreciation by investing in a private equity
portfolio diversified by geography, strategy, vintage year and industry. HVPE
invests in and alongside HarbourVest-managed funds which focus on primary
partnership commitments, secondary investments, and direct investments in
operating companies. HVPE is managed by HarbourVest Advisers L.P., an affiliate
of HarbourVest Partners, LLC, a leading private equity fund-of-funds manager
which has committed more than US$30 billion to private equity investments over
its 29- year history.
This Announcement (including its appendices) has been approved for issue in the
UK for the purposes of section 21 of the UK Financial Services and Markets Act
2000 ("FSMA") by HarbourVest Partners (UK) Limited ("HarbourVest UK") which is
authorised and regulated by the UK Financial Services Authority (the "FSA").
This Announcement is for information purposes only and does not constitute or
form part of any offer to issue or sell, or the solicitation of an offer to
acquire, purchase or subscribe for, any securities in any jurisdiction and
should not be relied upon in connection with any decision to exercise any Put
Rights. In particular, this Announcement does not constitute or form part of any
offer to issue or sell, or the solicitation of an offer to acquire, purchase or
subscribe for, any securities in the United States or to US Persons (as defined
in Regulation S under the US Securities Act of 1933, as amended (the "Securities
Act" and such persons, "US Persons")). Neither this Announcement nor any copy of
it may be taken, released, published or distributed, directly or indirectly to
US Persons or in or into the United States (including its territories and
possessions), Canada, Australia or Japan, or any jurisdiction where such action
would be unlawful. Accordingly, recipients represent that they are able to
receive this Announcement without contravention of any applicable legal or
regulatory restrictions in the jurisdiction in which they reside or conduct
business. No recipient may distribute, or make available, this Announcement
(directly or indirectly) to any other person. Recipients of this Announcement
should inform themselves about and observe any applicable legal requirements in
their jurisdictions.
The Put Rights may not be exercised, directly or indirectly, by use of the mails
of, or by any means or instrumentality (including, without limitation, facsimile
transmission, telex, telephone, e-mail and other forms of electronic
transmission) of interstate or foreign commerce of, or any facility of a
national securities exchange of, the United States or by persons located or
resident in the United States. Accordingly, copies of this Announcement and any
other documents or materials relating to the Put Right are not being, and must
not be, directly or indirectly, mailed or otherwise transmitted, distributed or
forwarded in or into the United States or to persons located or resident in the
United States. Any purported exercise of the Put Rights resulting directly or
indirectly from a violation of these restrictions will be invalid and exercise
made by a person located in the United States or any agent, fiduciary or other
intermediary acting on a non-discretionary basis for a principal giving
instructions from within the United States will not be accepted. For the
purposes of this paragraph, "United States" means the United States of America,
its territories and possessions, any state of the United States of America and
the District of Columbia.
This Announcement is for information purposes only and is addressed only to and
directed only at persons whose ordinary activities involve them in acquiring,
holding, managing and disposing of investments (as principal or agent) for the
purposes of their business, who have professional experience in matters relating
to investments and who are: (a) outside the UK to whom this Announcement may
lawfully be addressed; or (b) in a member state of the European Economic Area
("EEA") (other than in the UK) and who are "qualified investors" ("Qualified
Investors") within the meaning of article 2(1)(e) of the EU Prospectus Directive
(Directive 2003/71/EC) (the "Prospectus Directive") and to whom this
Announcement may otherwise lawfully be addressed; or (c) are in the UK and are
"qualified investors" within the meaning of section 86(7) of FSMA; all such
persons together referred to as "Relevant Persons".
This Announcement must not be acted on or relied on by persons who are not
Relevant Persons. Persons distributing this Announcement must satisfy themselves
that it is lawful to do so. Any investment or investment activity to which this
Announcement relates is available only to Relevant Persons and will be engaged
in only with Relevant Persons.
This Announcement has been prepared by the Company and its investment manager,
HarbourVest Advisers L.P. (the "Investment Manager"). No liability whatsoever
(whether in negligence or otherwise) arising directly or indirectly from the use
of this Announcement is accepted and no representation, warranty or undertaking,
express or implied, is or will be made by the Company, the Investment Manager,
HarbourVest UK, the Joint Brokers 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 the Investment Manager, HarbourVest UK, the
Joint Brokers nor any of their respective Agents makes or has been authorised to
make any representation or warranties (express or implied) in relation to the
Company or as to the truth, accuracy or completeness of this Announcement, or
any other written or oral statement provided. In particular, no representation
or warranty is given as to the achievement or reasonableness of, and no reliance
should be placed on any projections, targets, estimates or forecasts contained
in this Announcement and nothing in this Announcement is or should be relied on
as a promise or representation as to the future. Other than as required by
applicable laws, the Company gives no undertaking to update this Announcement or
any additional information, or to correct any inaccuracies in it which may
become apparent and the distribution of this Announcement shall not be deemed to
be any form of commitment on the part of the Company to proceed with any
transaction.
Any holder of a Put Right is responsible for making their own assessment of the
merits of exercising their Put Right and will be deemed to acknowledge and agree
that they have not been advised in respect of the exercise (or non-exercise, as
the case may be) of their Put Right by the Company, HarbourVest UK or the Joint
Brokers, or any of their respective affiliates.
J.P. Morgan Securities Ltd. (which conducts its UK investment banking and
corporate broking business as J.P. Morgan Cazenove) and Oriel Securities Limited
are acting for the Company in connection with the matters described in this
Announcement and (unless otherwise agreed expressly) no one else, and will not
be responsible to anyone other than the Company for providing the protections
afforded to clients of J.P. Morgan Securities Ltd. or Oriel Securities Limited
or for providing advice to any other person in connection therewith.
HarbourVest Global Private Equity Limited is registered with the Netherlands
Authority for the Financial Markets as a collective investment scheme which may
offer participations in The Netherlands pursuant to article 2:66 of the
Financial Markets Supervision Act (Wet op het financieel toezicht). All
investments are subject to risk. Past performance is no guarantee of future
returns. Prospective investors are advised to seek expert legal, financial, tax
and other professional advice before making any investment decision. The value
of investments may fluctuate. Results achieved in the past are no guarantee of
future results.
This Announcement is issued by the Company, which is registered with the
Netherlands Authority for the Financial Markets and whose registered address is
at Anson Place, Mill Court, La Charroterie, St Peter Port, Guernsey GY1 1EJ.
© 2011 HarbourVest Global Private Equity Limited. All rights reserved.
This announcement is distributed by Thomson Reuters on behalf of
Thomson Reuters clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: HarbourVest Global Private Equity Limited via Thomson Reuters ONE
[HUG#1556756]
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