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HarbourVest makes full and final cash offer for SVG Capital

HarbourVest Bidco has received an irrevocable undertaking from a SVG Capital shareholder in respect of 31,221,994 SVG Capital shares and letters of intent from SVG Capital shareholders to accept its offer in respect of a total of 35,419,782 SVG Capital shares.

These represent, in aggregate, approximately 20.0 per cent and 22.7 per cent, respectively, and together 42.7 per cent, of the issued share capital of SVG Capital as at 9 September 2016 (the last business day prior to the commencement of the offer period).
 
The irrevocable undertaking remains binding in the event of a higher, or any other, bid or offer for SVG Capital.
 
The offer is conditional upon HarbourVest Bidco receiving valid acceptances in respect of, or otherwise acquiring or agreeing to acquire, shares which carry, in aggregate, more than 50 per cent of the voting rights then normally exercisable at general meetings of SVG Capital.
 
If the offer becomes unconditional, HarbourVest expects that SVG Capital’s investment trust status may be lost in respect of the then current and future accounting periods. HarbourVest expects that such loss of tax-exempt status as an investment trust would negatively impact SVG Capital’s returns to its shareholders by rendering its capital gains subject to corporation tax.
 
The offer is being made by HarbourVest Bidco, an exempted limited partnership established for the purposes of the offer.
 
The Dover Street IX Fund is the sole limited partner of HarbourVest Bidco and the HarbourVest Bidco GP is the general partner of HarbourVest Bidco. Both HarbourVest Bidco GP and the Dover Street IX Fund are directly or indirectly managed by HarbourVest.
 
HarbourVest is an independent, global private markets investment specialist, with more than 30 years of experience and USD42 billion in assets under management. HarbourVest’s global platform offers clients investment opportunities through primary fund investments, secondary investments, and direct co-investments in commingled funds or separately managed accounts.
 
SVG Capital is a publicly listed investment company incorporated in the UK and has been listed on the London Stock Exchange since 1996. With net assets under management of over GBP1 billion, SVG Capital’s stated strategy is to invest across the private equity asset class, through the cycle, providing its investors with a balanced portfolio of private equity assets.
 
SVG Capital has been approved by HM Revenue & Customs as meeting the qualifying criteria for investment trust status.
 
SVG Capital shareholders interested in selling their shares at the final offer price of 650 pence per SVG Capital share should contact Jefferies International Limited, who have authority from HarbourVest to make a limited number of purchases of SVG Capital shares other than pursuant to the offer, such as in the open market or through privately negotiated purchases.
 
David Atterbury, managing director of HarbourVest, says: “We believe that our final cash offer provides full, compelling and immediate cash value to the shareholders of SVG Capital at a fair and significantly lower discount to both SVG Capital’s last published NAV (as at 30 April 2016) and the average discount to NAV of its peers (as at 9 September 2016, based on information sourced from Morningstar).
 
“While our offer does not currently have the recommendation of the board of SVG Capital, we look forward to a constructive dialogue with them in order to crystallise the certainty of value, today and in cash, to its shareholders. Importantly, we believe that the substantial level of irrevocable undertaking and letters of intent (being approximately 20.0 per cent and 22.7 per cent, respectively, and together 42.7 per cent, of the share capital of SVG Capital in issue on 9 September 2016) received from some of the largest shareholders of SVG Capital demonstrates the attractive nature of the offer.”

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