Placing and Offer for Subscription of ZDP Shares and Publication of a
Prospectus
(Thomson Reuters ONE) - 16 November 2009 NB Private Equity Partners LimitedPlacing and Offer for Subscription of ZDP Shares and Publication of a ProspectusSummaryFurther to the announcement by NB Private Equity Partners Limited("NBPE" or the "Company") on 7 October 2009, the Board is pleased toannounce the proposed issue of up to 50 million zero dividendpreference shares ("ZDP Shares") pursuant to the ZDP Placing andOffer for Subscription at an issue price of 100 pence per ZDP Share(the "ZDP Issue"). The ZDP Shares will be admitted to trading on theSFM and the CISX. Application has been made to the LSE and the CISXfor the ZDP Shares to be admitted to trading on the SFM and the CISX,respectively.A prospectus (the "Prospectus") including an application form for theOffer for Subscription relating to the ZDP Issue has been publishedtoday and will be made available on the Company's websitewww.nbprivateequitypartners.com.The Prospectus has been approved by and filed with the NetherlandsAuthority for the Financial Markets (Autoriteit Financiële Markten)and will be passported into the United Kingdom for the purpose ofadmission of the ZDP Shares to trading on the SFM. To view theProspectus in full, please paste the following URL into the addressbar of your browser.http://www.rns-pdf.londonstockexchange.com/rns/6005C_1-2009-11-16.pdfRationale for ZDP Placing and Offer for Subscription and Use ofProceedsThe Directors believe that the issue of the new class of ZDP Shareswill be beneficial for the Company for a number of reasons. * The Company's capital position is currently strong with excess capital resources over unfunded commitments of US$46.3 million at 30 September 2009. * An issue of ZDP Shares would further enhance the Company's capital position and would provide additional resources to enable the Investment Manager to take advantage of current market opportunities without affecting the Company's conservative capital structure and commitment coverage. * The Directors believe that a number of potentially attractive investment opportunities, including secondary and distressed investments, are accessible in the current market environment and that opportunities for attractive investments will continue to be available over the next two years. * The Directors believe that the Company's existing private equity Investment Portfolio is well-positioned to generate attractive returns over the long term and that the ZDP Issue is expected to be accretive to Class A Shareholders over the long term.Key Indicative TermsThe Company is proposing the following key indicative terms inrelation to the ZDP Shares: * Gross Redemption Yield of 7.30 per cent. * ZDP Share Life of 7.5 years (to 31 May 2017) * Initial Asset Cover of 3.75 times* * Final Cover of 3.20 times**on the basis of the Assumptions (as detailed in the Prospectus andincluding a maximum issue of 50 million ZDP Shares available to beissued under the ZDP Placing and Offer for Subscription).Expected TimetableEach of the times and dates set out below may be adjusted by theCompany, in which event details of the new times and dates will benotified by publication of a notice through a RIS. References to atime of day are to London time.Latest time for receipt of Application Forms 1500 hours onunder the Offer for 24 November 2009SubscriptionLatest time for receipt of placing commitments 1300 hours onunder the 25 November 2009ZDP PlacingAnnouncement of ZDP Placing and Offer for 0800 hours onSubscription Results 26 November 2009Admission and unconditional dealings in the 1 December 2009ZDP Shares to commence on the SFM and CISXCREST Accounts credited against payment in 1 December 2009respect of theZDP Placing and Offer for SubscriptionCertificates despatched for the ZDP Shares From 4 December 2009Defined terms used in this announcement shall have the same meaningas ascribed to them in the Prospectus dated 16 November 2009.For further information, please contact:NBPE Investor Relations +1 214 647 9593Oriel Securities Limited +44 20 7710 7600Joe WinkleySapna ShahFinancial Dynamics +44 20 7269 7114Robert BailhacheNick HendersonAbout NB Private Equity Partners LimitedNBPE is a closed-end private equity fund of funds investment companyadmitted to trading on Euronext Amsterdam and the Specialist FundMarket of the London Stock Exchange. NBPE holds a diversifiedportfolio of private equity fund investments and directco-investments selected by the NB Alternatives group of NeubergerBerman, diversified across private equity asset class, geography,industry, vintage year and sponsor.www.nbprivateequitypartners.comThis press release appears as a matter of record only and does notconstitute an offer to sell or a solicitation of an offer to purchaseany security.NBPE is established as a closed-end investment company domiciled inGuernsey. NBPE has received the necessary consent of the GuernseyFinancial Services Commission and the States of Guernsey PolicyCouncil. NBPE is registered with the Netherlands Authority for theFinancial Markets (Autoriteit Financiële Markten) as a collectiveinvestment scheme which may offer participations in The Netherlandspursuant to article 2:66 of the Financial Markets Supervision Act(Wet op het financial toezicht).The distribution of this Announcement and the ZDP Placing and Offerfor Subscription in certain jurisdictions may be restricted by law.No action has been taken by the Company or Oriel Securities Limited("Oriel") that would permit an offering of the ZDP Shares orpossession or distribution of this Announcement or any other offeringor publicity material relating to such shares in any jurisdictionwhere action for that purpose is required. Persons into whosepossession this Announcement comes are required by the Company andOriel to inform themselves about, and to observe, such restrictions.The information presented herein is not an offer for sale within theUnited States of any equity shares or other securities of theCompany. The Company has not been and will not be registered underthe US Investment Company Act of 1940, as amended (the "InvestmentCompany Act"). In addition, the ZDP Shares have not been and will notbe registered under the US Securities Act of 1933, as amended (the"Securities Act") or any other applicable law of the United States.Consequently, the ZDP Shares may not be offered or sold or otherwisetransferred within the United States, or to, or for the account orbenefit of, US Persons (as defined in Regulation S under theSecurities Act), except pursuant to an exemption from theregistration requirements of the Securities Act and undercircumstances which will not require the Company to register underthe Investment Company Act. No public offering of the ZDP Shares isbeing made in the United States. The ZDP Shares may only be resold ortransferred in accordance with the restrictions set forth in theProspectus and related subscription documents. This communicationshould not be distributed, forwarded, transferred, reproduced, orotherwise transmitted, directly or indirectly, to any persons withinthe United States or to any US Persons unless it is lawful to do so.This communication is directed only at (i) persons outside the UnitedKingdom to whom it is lawful to communicate it, or (ii) personshaving professional experience in matters relating to investments whofall within the definition of "investment professionals" in Article19(5) of the Financial Services and Markets Act 2000 (FinancialPromotion) Order 2005 (as amended), or (iii) high net worthcompanies, unincorporated associations and partnerships and trusteesof high value trusts as described in Article 49(2) of the FinancialServices and Markets Act 2000 (Financial Promotion) Order 2005 (asamended), each a "Relevant Person", and persons who receive thiscommunication who do not fall within (i), (ii) or (iii) above shouldnot rely on or act upon this communication.This Announcement is for information purposes only and does notconstitute an invitation to subscribe for or otherwise acquire ordispose of securities in the Company in any jurisdiction. Theinformation contained in this Announcement is for background purposesonly and does not purport to be full or complete. No reliance may beplaced for any purpose on the information contained in thisAnnouncement or its accuracy or completeness, This announcement doesnot constitute or form part of any offer to issue or sell, or anysolicitation of any offer to subscribe or purchase, any investmentsnor shall it (or the fact of its distribution) form the basis of, orbe relied on in connection with, any contract therefor.This announcement may include certain "forward-looking statements".These statements are based on the current expectations of the Companyand are naturally subject to uncertainty and changes in certaincircumstances. Forward-looking statements typically includestatements containing words such as "intends", "expects","anticipates", "targets", "plans", "estimates" and words of similarimport. By their nature, forward-looking statements involve risk anduncertainty because they relate to events and depend on circumstancesthat will occur in the future. There are various factors that couldcause actual results and developments to differ materially from thoseexpressed or implied by such forward-looking statements. Thesefactors include, but are not limited to, changes in economicconditions, changes in the regulatory environment, fluctuations invalue of real estate, interest and exchange rates, the outcome oflitigation and government actions. Other unknown or unpredictablefactors could cause actual results to differ materially from those inthe forward-looking statements. The Company does not undertake anyobligation to update publicly or revise forward-looking statements,whether as a result of new information, future events or otherwise,except to the extent legally required.All investments are subject to risk. Past performance is no guaranteeof future returns. The value of investments may fluctuate. Resultsachieved in the past are no guarantee of future results. Thisdocument is not intended to constitute legal, tax or accountingadvice or investment recommendations. Prospective investors areadvised to seek expert legal, financial, tax and other professionaladvice before making any investment decision. Statements contained inthis document that are not historical facts are based on currentexpectations, estimates, projections, opinions and beliefs of NBPE'sinvestment manager. Such statements involve known and unknown risks,uncertainties and other factors, and undue reliance should not beplaced thereon. Additionally, this document contains "forward-lookingstatements". Actual events or results or the actual performance ofNBPE may differ materially from those reflected or contemplated insuch targets or forward-looking statements.Oriel Securities Limited is acting for NBPE and no-one else inconnection with the ZDP Issue and will not be responsible to anyoneother than NBPE for providing the protections afforded tocustomers of Oriel or for providing advice in relation to the ZDPPlacing.---END OF MESSAGE---http://hugin.info/137843/R/1355428/328978.pdfThis announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement.
Datum: 16.11.2009 - 20:19 Uhr
Sprache: Deutsch
News-ID 8462
Anzahl Zeichen: 0
contact information:
Town:
London
Kategorie:
Business News
Diese Pressemitteilung wurde bisher 233 mal aufgerufen.
Die Pressemitteilung mit dem Titel:
"Placing and Offer for Subscription of ZDP Shares and Publication of a
Prospectus"
steht unter der journalistisch-redaktionellen Verantwortung von
NB Private Equity Partners Limited (Nachricht senden)
Beachten Sie bitte die weiteren Informationen zum Haftungsauschluß (gemäß TMG - TeleMedianGesetz) und dem Datenschutz (gemäß der DSGVO).
