LONDON, Nov. 8, 2017
/PRNewswire/ -- Tetragon and its subsidiary Tetragon Financial
Group Master Fund Limited announce the commencement of a tender
offer to purchase a portion of the outstanding non-voting shares of
Tetragon for a maximum aggregate payment of $65,000,000 in cash. The tender offer,
which was initially announced by Tetragon on October 31, 2017, will be conducted as a
"modified Dutch auction" with shareholders able to tender their
Tetragon non-voting shares at prices ranging from and including
$12.60 up to and including
$14.00 per share. The tender offer is
expected to expire at 11:59 p.m.
(EST) on December 7, 2017,
unless terminated earlier. Deutsche Bank AG, London Branch will act as dealer manager for
the tender offer and Computershare Investor Services PLC will act
as tender agent for the tender offer.
Eligible shareholders will be able to indicate how many Tetragon
non-voting shares and at what price or prices within the specified
range they wish to tender. Based on the number of shares
tendered and the prices specified by the tendering shareholders,
Deutsche Bank will determine the lowest price per share within the
range that will enable the Tetragon Master Fund to purchase
$65,000,000 in value of Tetragon
non-voting shares, or a lower amount if the tender offer is not
fully subscribed. All shares purchased by the Tetragon Master
Fund in the tender offer will be purchased at the same price.
The determined purchase price, as well as the proration factor (if
applicable), is expected to be announced on or about December 12, 2017, and Tetragon expects the
purchase of shares in the tender offer would be settled promptly
thereafter.
The tender offer is not conditioned upon the receipt of any
minimum number of shares being tendered.
This release is for informational purposes only and is neither
an offer to buy nor the solicitation of an offer to sell any shares
of Tetragon. The full details of the tender offer, including
complete instructions on how to tender shares, are included in the
offer to purchase which is available on Tetragon's website at the
following URL:
http://www.tetragoninv.com/investors/share-price-centre/share-repurchase-programmes/2017
Shareholders should read carefully the offer to purchase because
it contains important information. Shareholders may obtain
electronic copies of this document free of charge by calling
Deutsche Bank at +49 69 9103 0128. Shareholders are urged to read
these materials carefully prior to making any decision with respect
to the tender offer.
Contacts:
Deutsche Bank AG, London
Branch: Andreas Franzen (+49 69 9103
0128) or Stephen Lambrix (+1 212 250
8339)
About Tetragon:
Tetragon is a closed-ended investment company that invests
in a broad range of assets, including bank loans, real estate,
equities, credit, convertible bonds and infrastructure and TFG
Asset Management, a diversified alternative asset management
business. Where sensible, through TFG Asset Management,
Tetragon seeks to own all, or a portion, of asset management
companies with which it invests in order to enhance the returns
achieved on its capital. Tetragon's investment objective is
to generate distributable income and capital appreciation. It
aims to provide stable returns to investors across various credit,
equity, interest rate, inflation and real estate cycles. The
company is traded on Euronext in Amsterdam N.V. and on the
Specialist Fund Segment of the main market of the London Stock
Exchange. For more information please visit the company's
website at www.tetragoninv.com.
Tetragon:
|
Press
Inquiries:
|
|
|
Yuko
Thomas
Investor
Relations
ir@tetragoninv.com
|
Prosek
Partners
Andy Merrill and Ryan
FitzGibbon
+1 212 279 3115 ext.
216 and ext. 234
Pro-tetragon@prosek.com
|
This release contains inside information within the
meaning of Article 7(1) of the EU Market Abuse
Regulation.
This release does not contain or constitute an offer to sell or
a solicitation of an offer to purchase securities in the United States or any other jurisdiction.
The securities of Tetragon have not been and will not be
registered under the U.S. Securities Act of 1933 and may not be
offered or sold in the United
States or to U.S. persons unless they are registered under
applicable law or exempt from registration. Tetragon does not
intend to register any portion of its securities in the United States or to conduct a public offer
of securities in the United States. In addition, Tetragon has
not been and will not be registered under the U.S. Investment
Company Act of 1940, and investors will not be entitled to the
benefits of such Act. Tetragon is registered in the public
register of the Netherlands Authority for the Financial Markets
under Section 1:107 of the Financial Markets Supervision Act as a
collective investment scheme from a designated country.
In the United Kingdom, this
announcement is being distributed to, and is directed at, only (a)
persons who have professional experience in matters relating
to investments who fall within the definition of "investment
professionals" in Article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005, as amended; (b)
high net worth companies, and other persons to whom it may
otherwise lawfully be communicated, falling within Article 49(2)(a)
to (d) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005; or (c) persons to whom an invitation or
inducement to engage in an investment activity (within the meaning
of Section 21 of the Financial Services and Markets Act 2000) in
connection with the tender offer may otherwise lawfully be
communicated or caused to be communicated (all such persons
together being referred to as "relevant persons"). The tender
offer is available only to relevant persons. Any person who is not
a relevant person should not act or rely on this announcement or
any of its contents.
Deutsche Bank AG is authorised under German Banking Law
(competent authority: European Central Bank) and, in the
United Kingdom, by the Prudential
Regulation Authority. It is subject to supervision by the European
Central Bank and by BaFin, Germany's Federal Financial Supervisory
Authority, and is subject to limited regulation in the United Kingdom by the Prudential Regulation
Authority and Financial Conduct Authority. Details about the extent
of Deutsche Bank AG's authorisation and regulation by the
Prudential Regulation Authority, and regulation by the Financial
Conduct Authority are available on request or from
www.db.com/en/content/eu_disclosures.htm.
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SOURCE Tetragon Financial Group Limited