Statement re HARBOURVEST GLOBAL PRIVATE EQUITY ...
5 May 2011
INFORMATION REGARDING HARBOURVEST GLOBAL PRIVATE EQUITY SHARE BUY-BACK PROGRAMME
HarbourVest Global Private Equity Limited ("HVPE" or the "Company"), a closed-
end investment company, has taken steps to implement its previously announced
share buy-back programme (the "Buyback Programme") with the objective of
decreasing the discount to NAV at which HVPE's shares are currently trading. The
Buyback Programme will commence with effect from 5 May 2011 and, subject to
extension, end on 4 May 2012.
HVPE has appointed JPMorgan Cazenove and Oriel Securities Limited (the "Joint
Brokers") to effect on-market repurchases of class A ordinary shares ("Shares")
on behalf of the Company on the Specialist Fund Market of the London Stock
Exchange plc (the "SFM").
Pursuant to and during the term of the Buyback Programme, the Joint Brokers may
on instruction from HVPE, or in any close period during such time HVPE would
otherwise be prohibited from purchasing its own Shares, independently of, at
their absolute discretion and without influence by HVPE, Â purchase Shares from
time to time provided that:
i. the maximum aggregate number of Shares authorised to be purchased (including
the 6,851,486 Shares underlying the Company's Put Rights) shall be
12,441,700 (representing 14.99 per cent. of the Shares in issue on the date
of this announcement); and
ii. with respect to the Shares purchased in the market under the Buyback
Programme, the minimum price payable by the Company for each Share shall be
$0.01 and the maximum price payable by the Company for each Share shall be
not more than 105 per cent. of the average of the middle market quotations
for the Shares for the five business days immediately preceding the day on
which that Share is purchased. For clarification, the above limits shall
not be applicable to any Shares repurchased by the Company as a result of
the exercise of the Put Rights.
The reference to Put Rights above relates to the Put Rights issued by the
Company pursuant to the Secondary Placing and Market Put Right Offer announced
by the Company on 18 May 2010, pursuant to which the holders of Put Rights are
entitled sell the number of Shares to which their Put Rights relate back to the
Company on 15 November 2011 at the lower of (i) US$5.75 and (ii) the estimated
Economic NAV per Share as at 31 October 2011.
No Shares have been bought back by the Company to the date of this announcement.
Share buy-backs under the Buyback Programme will be made pursuant to the
shareholder authority granted to the Company on 3 May 2011.
Due to the limited liquidity in the Shares, a buy-back of Shares pursuant to the
Buyback Programme on any trading day is likely to represent a significant
proportion of the daily trading volume in the Shares on the SFM (and is likely
to materially exceed the 25 per cent. and 50 per cent. limits of the average
daily trading volume during April 2011 as referred to in the Commission
Regulation (EC) No. 2273/2003 on buy-back programmes).
HVPE will make a public announcement of any market repurchase of Shares no later
than 7:30a.m. (London time)/8:30a.m. (Amsterdam time) on the business day
following the calendar day on which the repurchase occurred. Shares bought back
under the Buyback Programme will be cancelled.
Enquiries:
HVPE
Steve Belgrad      Tel: +1 (617) 348 3653
HarbourVest
Laura Thaxter      Tel: +1 (617) 348 3695
Fishburn Hedges
Michelle James/Jason Nisse    Tel: +44 (0) 20 7839 4321
HVPE@fishburn-hedges.co.uk
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. HVPE is registered as an investment institution
with the Netherlands Authority for the Financial Markets. 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. It invests in and alongside HarbourVest-managed funds
which focus on primary partnership commitments, secondary investments, and
direct investments in operating companies. HVPE is advised by HarbourVest
Advisers L.P., an affiliate of HarbourVest Partners, LLC.
About HarbourVest Partners, LLC:
HarbourVest is an independent global private equity investment firm and an SEC
registered investment advisor, providing vehicles for institutional investors to
invest in the venture capital and buyout markets in the U.S., Europe, and
elsewhere through primary partnerships, secondary purchases, and direct
investments. It was formed in 1982 and has committed more than U.S.$30 billion
to investments over its 29-year history. It currently has 236 employees in its
Boston office and London, Hong Kong, and Tokyo subsidiaries.
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 subscribe for or
acquire any Shares. 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 ("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 Shares have not been and will not be registered under the US Securities Act
of 1933, as amended (the "Securities Act") or with any securities regulatory
authority of any state or other jurisdiction of the United States and,
accordingly, may not be offered, sold, resold, transferred, delivered or
distributed, directly or indirectly, within the United States or to US Persons.
In addition, the Company is not registered under the US Investment Company Act
of 1940, as amended (the "Investment Company Act") and shareholders of the
Company will not have the protections of that act. There will be no public offer
of the Shares in the United States or to US 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 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 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. The information contained in this announcement is given at the
date of its publication and is subject to updating, revision and amendment. The
contents of this announcement have not been approved by any competent regulatory
or supervisory authority.
This announcement includes statements that are, or may be deemed to be, "forward
looking statements". These forward looking statements can be identified by the
use of forward looking terminology, including the terms "believes", "projects",
"estimates", "anticipates", "expects", "intends", "plans", "goal", "target",
"aim", "may", "will", "would", "could", "should" or "continue" or, in each case,
their negative or other variations or comparable terminology. These forward
looking statements include all matters that are not historical facts and include
statements regarding the intentions, beliefs or current expectations of the
Company. By their nature, forward looking statements involve risks and
uncertainties because they relate to events and depend on circumstances that may
or may not occur in the future and may be beyond the Company's ability to
control or predict. Forward looking statements are not guarantees of future
performance. More detailed information on the potential factors which could
affect the financial results of the Company is contained in the Company's public
filings and reports.
J.P. Morgan Securities Ltd. (which conducts its UK investment banking and
corporate broking business as JP Morgan Cazenove) and Oriel Securities Limited
are acting for the Company in connection with the matters described in this
Announcement and (unless otherwise expressly agreed) 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#1512791]