JZ Capital Ptnrs Ltd Update: Secondary Sale and
07 April 2022 - 4:00PM
UK Regulatory
TIDMJZCP TIDMJZCN
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 +44 (0)7717 417 038 / +44 (0)7703
FTI Consulting 330 199
David Zalaznick +1 (212) 485 9410
Jordan/Zalaznick Advisers, Inc.
Sam Walden / Martin Chapman +44 (0) 1481 745385 / +44 (0)1481
Northern Trust International Fund 745183
Administration Services (Guernsey)
Limited
END
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