JZ Capital Ptnrs Ltd Notice of Extraordinary General Meeting

 
TIDMJZCP TIDMJZCN TIDMJZCC 
 
JZ CAPITAL PARTNERS LIMITED (the "Company") 
 (a closed-ended investment company incorporated with limited liability under 
              the laws of Guernsey with registered number 48761) 
                           LEI 549300TZCK08Q16HHU44 
 
                        Recommended proposal to approve 
         The Company's proposed disposal of its ownership interests in 
                    certain US Microcap Portfolio Companies 
 
                                      and 
 
                    Notice of Extraordinary General Meeting 
 
29 October 2020 
 
Unless otherwise defined herein, capitalised terms used in this announcement 
have the meanings given to them in the Circular of the Company dated 29 October 
2020. 
 
Notice of Extraordinary General Meeting 
 
Further to the Company's announcement on 19 October 2020, the Company is today 
posting a Circular to Shareholders containing details of the Company's proposed 
disposal of its ownership interests in certain US Microcap Portfolio Companies 
(the "Secondary Sale") and convening an Extraordinary General Meeting of the 
Company in order for Shareholders to consider and, if thought fit, approve the 
Secondary Sale. 
 
Notice is hereby given that an Extraordinary General Meeting of the Company 
will be held at the offices of Northern Trust International Fund Administration 
Services (Guernsey) Limited, Trafalgar Court, Les Banques, St Peter Port, 
Guernsey GY1 3QL, Channel Islands at 1.00 p.m. on 18 November 2020. The Notice 
convening the Extraordinary General Meeting, which contains the Resolution to 
be proposed at that meeting concerning the Secondary Sale, is set out at the 
end of the Circular being posted to Shareholders. 
 
The Company refers to the announcement of 19 October 2020 which contains 
details of the Secondary Sale and which Shareholders are advised to read in 
conjunction with this announcement. 
 
Shareholders should be aware that the Secondary Sale would be considered a 
Related Party Transaction under Chapter 11 of the Listing Rules (with which the 
Company voluntarily complies and insofar as the Listing Rules are applicable to 
the Company by virtue of its voluntary compliance) and therefore Shareholder 
approval is required for the Secondary Sale which will be sought at the 
Extraordinary General Meeting. 
 
Additionally, because of its size, the Secondary Sale will also constitute a 
Class 1 Transaction for the purposes of the Listing Rules. Therefore, the 
approval of Shareholders is also required pursuant to Chapter 10 of the Listing 
Rules (with which the Company voluntarily complies and insofar as the Listing 
Rules are applicable to the Company by virtue of its voluntary compliance) and 
will be sought at the Extraordinary General Meeting. 
 
Attendance at the Extraordinary General Meeting 
 
The Company has been closely monitoring the evolving situation relating to the 
outbreak of Coronavirus (COVID-19), including the current guidance and 
restrictions on travel and public gatherings and social distancing. The 
priority of the Company's Board at this time is the health, safety and 
wellbeing of all Shareholders and Directors. 
 
With effect from 20 June 2020, the States of Guernsey implemented Phase 5 of 
its transitional plan to ease the stay at home and travel restrictions 
originally introduced on 25 March 2020 in light of COVID-19. Whilst 
restrictions within Guernsey have been eased, permitting gatherings to take 
place within Guernsey, any persons arriving into Guernsey are presently 
required to self-isolate for a period of between 7 to 14 days upon arrival 
(subject to satisfaction of certain criteria). 
 
In light of the restrictions in place from 20 June 2020, whilst Guernsey based 
Shareholders are permitted to attend the Extraordinary General Meeting in 
person, Shareholders from outside of Guernsey are strongly encouraged to 
appoint the Chairman of the meeting or the Company Secretary as their proxy and 
provide voting instructions in advance of the Extraordinary General Meeting, in 
accordance with the instructions explained in the Notice of Extraordinary 
General Meeting set out at the end of the Circular. 
 
Shareholders are strongly encouraged to exercise their voting rights by 
completing and submitting a Form of Proxy. It is highly recommended that 
Shareholders submit their Form of Proxy as early as possible to ensure that 
their votes are counted at the Extraordinary General Meeting. 
 
The Company will continue to closely monitor the situation in the lead up to 
the Extraordinary General Meeting and will make any further updates as required 
about the meeting on its website at www.jzcp.com. 
 
Notice of Extraordinary General Meeting and Shareholder Circular 
 
Further details of the Secondary Sale are included in the Notice convening the 
Extraordinary General Meeting and in the Circular. 
 
The Notice convening the Extraordinary General Meeting is being distributed to 
members of the Company and will shortly be uploaded to the Company's website 
at www.jzcp.com. Copies of the Circular the Company is posting to Shareholders 
are available for viewing, during normal business hours, at the registered 
office of the Company at Trafalgar Court, Les Banques, St Peter Port, Guernsey 
GY1 3QL, Channel Islands and will shortly be available for viewing at https:// 
data.fca.org.uk/#/nsm/nationalstoragemechanism. 
______________________________________________________________________________________ 
 
For further information: 
 
Ed Berry                               +44 (0)7703 330 199 
FTI Consulting 
 
David Zalaznick                        +1 212 485 9410 
Jordan/Zalaznick Advisers, Inc. 
 
Samuel Walden                          +44 (0) 1481 745385 
Northern Trust International Fund 
Administration Services (Guernsey) 
Limited 
 
 
 
END
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