HIGHBRIDGE MULTI-STRATEGY FUND LIMITED (the "Company")
Liquidation of the AllBlue Funds
The Company announces that it has received a communication from the Liquidators of AllBlue Limited and AllBlue Leveraged Feeder Limited (together, the "AllBlue Funds") regarding the liquidation of the AllBlue Funds, the relevant sections of which are extracted below.
Until February 2016, the Company's investment objective was to invest substantially all of its assets into the AllBlue Funds. To date, the Company has received a total of £711.2 million and $42.6 million from the AllBlue Funds, representing approximately 99.4% of the value of the Company's investment in the Sterling classes of the AllBlue Funds and approximately 99.4% of the value of its investment in the US$ classes of the AllBlue Funds and these proceeds have been paid to creditors and invested for the benefit of continuing shareholders on a pro rata basis*. The Company currently remains a creditor of the AllBlue Funds of £4.2 million in aggregate.
*In addition to any funds due to be received from the AllBlue Funds, a very small residual cash amount remains due to cash exit creditors and tender creditors due to previous distributions paid being rounded amounts.
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RE: AllBlue Limited - in Voluntary Liquidation
Dear Investor,
Introduction of the Joint Voluntary Liquidators
With reference to the recent communication dated June 14, 2018 from the directors of the Company, we are writing to introduce Stuart Sybersma and Michael Penner of Deloitte & Touche, Cayman Islands, as the joint voluntary liquidators (the "Liquidators") of the Company. The Voluntary Liquidation of the Company commenced on July 11, 2018 (the "Date of Winding Up"), being the date the voting shareholder of the Company passed Special Resolutions that it be voluntarily wound up as per section 116(c) of the Companies Law (2018 Revision), and that Messrs. Sybersma and Penner be appointed as Liquidators.
Pursuant to section 119(5) of the Companies Law (2018 Revision), all powers of the Directors have ceased on the Date of Winding Up, except so far as the Liquidators sanction their continuance. Further, the appointment of BlueCrest as investment manager to the Company terminated on the Date of Winding Up, although BlueCrest will continue to assist the Liquidators during the liquidation process as required.
Liquidators' Activities
The Liquidators, as part of their duties, are attending to the ongoing affairs of the Company, which broadly speaking include winding down and realizing its remaining asset positions, settling liabilities, addressing queries and requests of the investors, providing periodic updates to the investors, executing distributions to the investors, and attending to other statutory and best practice liquidation procedures.
Assets of the Company
The remaining assets of the Company include a small residual cash holding reserved for the expenses that arise during the liquidation period, and the Company's remaining investment in the relevant feeder funds (all in Voluntary Liquidation) (the "Feeder Funds") invested in the underlying master funds BlueCrest Capital International Master Fund Limited - in Voluntary Liquidation ("BCI"), BlueCrest Multi Strategy Credit Master Fund Limited - in Voluntary Liquidation ("MSC"), and BlueCrest Mercantile Master Fund Limited - in Voluntary Liquidation (referred to collectively herein with BCI and MSC as the "Master Funds"). The Feeder Funds and the Master Funds are Cayman Islands exempted companies, and Messrs. Sybersma and Penner have also been appointed as joint voluntary liquidators of the Feeder Funds and the Master Funds.
BCI holds a residual investment portfolio that includes success fee agreements, private debt and equity, and warrants held in various private companies. These positions are held at zero value, and while the Liquidators will monitor and attempt to maximize the value realized (if any) on the positions during the liquidation period, significant future recoveries are unlikely.
The last remaining investment of MSC is a fully funded bond position that was subject to a tender offer process as of the Date of Winding Up, which is continuing as of the date of this letter.
In addition, certain of the Master Funds and a Feeder Fund hold related legal claims that are being pursued jointly with other plaintiffs. The law firm representing the Master Funds and such Feeder Fund has been retained on a contingent fee basis at no upfront cost to the Master Funds and the Feeder Fund. The pursuit of the claims is expected to take an extended period of time and there is currently no reliable timeline as to when this will be concluded. Available estimates of the potential recoveries vary depending on the assumptions applied, and while there is potential for recoveries, it is possible that no recoveries will ultimately be achieved. Due to the sensitive and confidential nature of this matter, no further information can be disclosed at this time.
Liquidation Timeline and Future Distributions
The completion of the liquidation and future distributions to investors is dependent upon the successful realization of the assets held by the Feeder Funds and the Master Funds. No distributions are planned at this time, and the possibility of interim distributions resulting from the future sale of the investments held by BCI and MSC will be considered by the Liquidators as investments are realized by the Master Funds and any resulting distributions are paid to the Company. As noted above, the pursuit of the legal claims is expected to take an extended period of time and there is currently no reliable timeline as to when this will be concluded, or estimate of future recoveries and resulting distributions to the investors (if any).
Any future distributions to the investors will be calculated pari passu based on the investor's interest in the Company as of the Date of Winding Up. Note that the Liquidators will provide advance notice to the investors before executing any future distributions from the Company.
Final Audits
Note that the Company, the Feeder Funds and the Master Funds will have a final audit completed for the period January 1, 2018 to July 31, 2018. The final audited financial statements are expected to be issued by November 2018, and the investors will receive instructions on how to access the audited financial statements once available. No further audits will be completed for the Company, the Feeder Funds or the Master Funds during the liquidation period.
Future Reporting
The Liquidators understand the investors have historically received monthly account statements reflecting the indicative net value of their interest in the Company, and that the most recent statement provided was for the month ended June 30, 2018. Please be advised that monthly account statements will not be provided to the investors during the liquidation period, thus, the June 30, 2018 account statement represents the last monthly account statement that will be available to investors.
Going forward the Liquidators will provide investors with updates on the progress of the liquidation on, at minimum, a semi-annual basis, as well as in advance of executing a distribution on behalf of the Company. In addition, the Liquidators will be preparing annual reports and accounts with respect to their conduct of the liquidation and the state of the Company's affairs in accordance with Order 13, rule 7 of the Companies Winding Up Rules 2018 (as amended), and these annual reports and accounts will be made available to investors.
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For further information about this announcement contact:
JTC Fund Solutions (Guernsey) Limited Secretary |
Tel: +44 (0) 1481 702 400 |
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