HarbourVest Global Private Equity Limited (HVPE), a closed-end investment company, has taken steps to implement its previously announced share buy-back 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 (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 (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, 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.
