JZ CAPITAL PARTNERS LIMITED (the
"Company" or "JZCP")
(a closed-ended investment company incorporated with limited
liability under the laws of Guernsey with registered number
48761)
LEI 549300TZCK08Q16HHU44
Update in relation
to Secondary Sale and
Monthly Net Asset
Value
7 April 2022
JZ Capital Partners Limited, the London listed fund that has investments in US
and European microcap companies and US real estate, is today
pleased to provide an update in relation to its interest in the
secondary fund, JZHL Secondary Fund LP (the "Secondary
Fund") to which JZCP sold its interests in certain US microcap
portfolio companies (the "Secondary Sale"). The Secondary
Sale was announced on 19 October
2020, with further details of the sale being included in a
circular sent to shareholders of the Company dated 29 October 2020.
The Secondary Fund has sold its interest in Flow Control
Holdings LLC ("Flow Control") for consideration of
approximately US$77.7 million. This
transaction confers no immediate cash benefit to JZCP because, as
described below, the other investors in the Secondary Fund (the
"Secondary Investors") have an entitlement to a priority
return before any distribution may be made to JZCP. However, as a
result of the distribution to the Secondary Investors from the sale
of Flow Control the amount of the outstanding priority return has
been reduced to approximately US$35.5
million. Excluding Flow Control, the remaining investments
in the Secondary Fund are, subject to audit, held at approximately
US$256.5 million as at 28 February 2022. JZCP’s interest in the
Secondary Fund based on pro forma financials as at 28 February 2022 is valued at approximately
US$117.3 million.
As detailed in the aforementioned announcement and circular,
JZCP received as consideration for the Secondary Sale, and in
addition to the already received approximately US$90 million in cash, a special limited partner
interest in the Secondary Fund entitling JZCP to certain
distributions and other rights and obligations from the Secondary
Fund (the "Special LP Interest"). Any distributions to be
received by JZCP as a result of its Special LP Interest are subject
to an agreed distribution waterfall as detailed in the
aforementioned announcement and circular which provides that,
once the Secondary Investors have received their initial
required distributions determined by reference to their respective
contributions to the Secondary Fund and amounting to approximately
US$132.6 million, in aggregate, JZCP
will be entitled to receive as distributions from the Secondary
Fund: (i) 95 per cent. of all distributions until it has received
distributions equal to US$67.6
million; and (ii) thereafter, 37.5 per cent. of all
distributions.
The sale of Flow Control will result in the Secondary Investors
receiving a distribution from the Secondary Fund of approximately
US$77.7 million which, together with
other distributions so far made and received, will amount to
distributions totalling approximately US$97.1 million for the benefit of the Secondary
Investors. The Secondary Investors are therefore still entitled to
receive further distributions from the Secondary Fund totalling
approximately US$35.5 million before
JZCP becomes entitled to any distributions as a result of its
Special LP Interest and in accordance with the distribution
waterfall as described above.
The Company will make further announcements concerning the
distributions of the Secondary Fund (and in particular concerning
any distributions as a result of its Special LP Interest) as and
when appropriate and once further information becomes available to
it.
Update in relation to Monthly Net
Asset Value
On 23 March 2022, the Company
announced that its unaudited Net Asset Value ("NAV") per
Ordinary Share of the Company as at the close of business on
28 February 2022 was US$ 4.16.
The sale of Flow Control has resulted in an uplift to the
Company's unaudited NAV per Ordinary Share of the Company as at the
close of business on 28 February 2022
of 24 cents per share, as
follows:
Company Name |
Date |
NAV per Ordinary Share |
JZ Capital Partners Limited |
28 February 2022 |
US$ 4.40 |
The Company’s annual results are currently being audited and the
above NAV is therefore subject to change.
______________________________________________________________________________________
For further information:
Kit Dunford / Ed
Berry
FTI Consulting |
+44 (0)7717 417 038 / +44 (0)7703
330 199 |
David Zalaznick
Jordan/Zalaznick Advisers, Inc. |
+1 (212) 485 9410 |
Sam Walden / Martin
Chapman
Northern Trust International Fund Administration Services
(Guernsey) Limited |
+44 (0) 1481 745385 /
+44 (0)1481 745183 |