Statement re HARBOURVEST-MANAGED SECONDARY FUND...
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 OR ANY OTHER
JURISDICTION IN WHICH ITS RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE
UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF SECURITIES OR THE
SOLICITATION OF AN OFFER TO ACQUIRE SECURITIES IN THE UNITED STATES, CANADA,
AUSTRALIA OR JAPAN OR IN ANY OTHER SUCH JURISDICTION.
26 April 2011
HARBOURVEST-MANAGED SECONDARY FUNDS AND
HARBOURVEST GLOBAL PRIVATE EQUITY LIMITED
ANNOUNCE PUBLIC OFFER FOR ALL BEARER SHARES OF ABSOLUTE PRIVATE EQUITY, LTD.
* Tender offer FOR $17.25 PER ABSOLUTE SHARE worth up to
$752 million
* Absolute's Board of Directors will recommend THAT Absolute's shareholders
accept the offer
HarbourVest Partners, LLC ("HarbourVest"), a leading global private equity firm,
announced today that HarbourVest-managed secondary funds together with
HarbourVest Global Private Equity Limited ("HVPE"), a closed-end investment
company, will, through an acquisition vehicle, make a public offer for all
bearer shares of Absolute Private Equity, Ltd. ("Absolute") currently in
circulation. Absolute is an investment company incorporated in Switzerland and
listed on SIX Swiss Exchange.
The tender offer is for $17.25 cash per Absolute share and is subject to a
minimum acceptance level of 50.01% and other customary conditions. At a 100%
acceptance level, the transaction values Absolute at $752 million. The pre-
announcement of the public tender offer was issued today, and the offer
prospectus will be published at the latest in early June 2011. Â Absolute's Board
of Directors supports the offer and intends in its formal report to recommend
that its shareholders accept the offer.
Absolute primarily invests in private funds across various sectors of the
private equity market focusing on US, European and other international buyout
and venture capital funds. The NAV per share of Absolute is $24.16 as of  21
April 2011, and the 60 day volume weighted average share price on SIX Swiss
Exchange is $16.25 as of 21 April 2011.
"HarbourVest is a leading global private equity investment firm and an ideal
partner for Absolute Private Equity with its large experience in managing
private equity partnership portfolios," says Thomas Amstutz, Chairman of
Absolute Private Equity AG. "This transaction offers shareholders an opportunity
to exit their investment for cash at an attractive price, whilst it enables
others to remain invested alongside an experienced partner."
"HarbourVest's secondary team is focused on finding unique transactions where it
can provide solutions for private equity asset owners," said John Toomey,
managing director of HarbourVest Partners, LLC. Â "We are pleased to be working
on a cooperative basis with the board of Absolute. This is an attractive
opportunity for HarbourVest-managed secondary funds and HVPE to acquire a
significant stake in a portfolio of high-quality, global private equity assets."
HarbourVest's flagship secondary fund, Dover Street VII L.P., is a global fund
with $2.9 billion in commitments from investors. Â Dover Street VII, which was
oversubscribed, closed in April 2009 and makes secondary investments in venture
capital, leveraged buyout, and other private equity assets, as well as
portfolios of operating companies.
The transaction is expected to be completed in the third quarter of 2011.
 HarbourVest has been advised by Debevoise & Plimpton LLP and Pestalozzi
Attorneys at Law Ltd.
Additional Information Regarding HVPE's Participation
HVPE's direct commitment to the transaction is expected to be 10%, which would
be at least $38 million, depending on the results of the tender offer. Â HVPE
intends to fund its commitment through the use of its existing $500 million
credit facility. Â This transaction will not affect HVPE's previously announced
share buy-back programme or its ability to pay off its credit facility prior to
its expiration in December 2014.
Sir Michael Bunbury, chairman of HVPE, said: "This transaction allows
HarbourVest Global Private Equity to be opportunistic in its investment approach
and draw on its relationship with the investment manager to participate in the
purchase of an attractive portfolio of private equity assets. Â Given the
maturity of the portfolio, the Board believes this is a positive and appropriate
use of the company's credit facility."
Enquiries:
Fishburn Hedges
Michelle James/Alastair Fairbrother Tel: +44 (0) 20 7839 4321
HVPE@fishburn-hedges.co.uk
Farner Consulting AG
Urs Knapp/Maurus Staubli Tel.: +41 (0) 44 266 67 67
harbourvest@farner.ch
HarbourVest
Laura Thaxter Tel.: +1 (617) 348 3695
HVPE
Steve Belgrad Tel.: +1 (617) 348 3653
Notes to Editors:
About HarbourVest Partners, LLC:
HarbourVest Partners, LLC is an independent global private equity firm that
invests in venture capital, buyout, mezzanine debt, and distressed debt through
primary partnerships, secondary purchases, and direct investments. Since 1984,
HarbourVest has been a leading buyer of private equity assets, acquiring $8
billion of assets in over 350 deals of all stages, types, vintages, and
geographies and working with all types of sellers, including financial
institutions, corporations, pension plans, government entities, endowments, and
family offices. This flexibility enables HarbourVest to offer sellers of private
equity comprehensive liquidity solutions. Over the years, more than 300
institutional investors throughout the U.S., Canada, Europe, Latin America, and
Asia have committed over US$30Â billion to funds managed by HarbourVest. It
currently has 236 employees in its Boston office and London, Hong Kong, and
Tokyo subsidiaries.
About HarbourVest Global Private Equity Limited:
HarbourVest Global Private Equity Limited ("HVPE") is a Guernsey-incorporated
closed-end investment company which has a dual listing on both the London Stock
Exchange and Euronext Amsterdam. Â HVPE is registered as an investment
institution with the Netherlands Authority for the Financial Markets. Â HVPE is
designed to offer shareholders long-term capital appreciation by investing in a
private equity portfolio diversified by geography, by stage of investment, by
vintage year, and by industry. Â It invests in and alongside HarbourVest-managed
funds which focus on primary partnership commitments, secondary investments, and
direct investments in operating companies. Â HVPE is advised by HarbourVest
Advisers L.P., an affiliate of HarbourVest Partners, LLC.
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. Â 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 of America, its territories and
possessions, any state of the United States of America and the District of
Columbia (the "United States") or to US Persons (as defined in Regulation S
under the US Securities Act of 1933, as amended ("US Persons")). Â 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, Canada, Australia or Japan, or any jurisdiction where such action would
be unlawful.
General
The Offer will not be made, directly or indirectly, in any country or
jurisdiction (each, a "Restricted Territory") in which the Offer would be
illegal or would otherwise violate any applicable law or ordinance, or which
would require Offeror to change the terms or conditions of the Offer in any way,
to submit any additional filing to, or to perform any additional action in
relation to, any governmental, regulatory or legal authority. It is not intended
to extend the Offer to any Restricted Territory. Documents relating to the Offer
must not be distributed in or sent to any Restricted Territory. Any such
documents must not be used for the purpose of soliciting the sale or purchase of
securities by any person or entity resident or incorporated in any Restricted
Territory. Â The Offer has not yet commenced. Â Once the Offer commences, if at
all, Absolute will provide to its shareholders documents relating to the Offer
in accordance with applicable law, except to shareholders resident in any
Restricted Territory.
United States
The Offer will not be made directly or indirectly in, into or by use of the mail
of, or by any means or instrumentality of interstate or foreign commerce of, or
any facilities of a national securities exchange of, the United States and may
only be accepted outside the United States. This includes, but is not limited
to, facsimile transmission, telex or telephone or electronic transmission by way
of the internet or otherwise. This pre-announcement, the offer prospectus and
any other offering materials with respect to the Offer must not be distributed
in or sent to the United States and must not be used for the purpose of
soliciting the sale or purchase of any securities of Target from anyone in the
United States. Offeror is not soliciting the tender of securities of Target by
any holder of such securities in the United States. Target securities will not
be accepted from holders of such securities in the United States, including
agents, fiduciaries or other intermediaries acting on a non-discretionary basis
for holders giving instructions from within the United States. Any purported
acceptance of the Offer that Offeror or its agents believe has been made in or
from the United States will be invalidated. Offeror reserves the absolute right
to reject any and all acceptances determined by it not to be in the proper form
or the acceptance of which may be unlawful.
United Kingdom
This press release is not an invitation nor is it intended to be an inducement
to engage in investment activity for the purposes of the restrictions on
financial promotion set out in Section 21 of the Financial Services and Markets
Act 2000 of the United Kingdom (the "FSMA"). To the extent that this press
release does constitute an inducement to engage in any investment activity, it
is directed only at: (i) persons who are outside the United Kingdom, (ii)
persons who are investment professionals within the meaning of Article 19(5) of
the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as
amended) of the United Kingdom (the "Financial Promotion Order"); (iii) persons
who fall within Articles 49(2)(a) to (d) ("high net worth companies,
unincorporated associations etc.") and Article 43(2) of the Financial Promotion
Order; and (iv) any other persons to whom this press release can lawfully be
communicated without breaching the prohibition on financial promotion in Section
21 of FSMA or any other relevant legislation (all such persons together being
referred to as "relevant persons"). This press release must not be acted on or
relied upon by persons other than relevant persons. Any invitation or inducement
to engage in any investment activity included within this press release is
available only to relevant persons and will be engaged in only with relevant
persons. Anyone other than a relevant person must not rely on this press
release.
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 HarbourVest and 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 Partners, LLC and 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#1508833]
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