Tetragon Financial Group Ltd Notice of AGM & Directorate Change
17 December 2018 - 6:00PM
UK Regulatory
TIDMTFG
Tetragon Financial Group Limited Annual General Meeting
LONDON, Dec. 17, 2018 /PRNewswire/ --
Annual General Meeting:
Tetragon's annual general meeting will be held on 31 December 2018. The Notice
of General Meeting may be found at the following link: https://
www.tetragoninv.com/2018 AGM Notice. One of the purposes of the annual general
meeting is to propose that each of the following individuals be appointed as a
director of Tetragon:
Mr. Deron J. Haley - Independent Director
Mr. Steven W. Hart - Independent Director
Mr. David C. O'Leary - Independent Director
Mr. Reade E. Griffith
Mr. Paddy G. G. Dear
Note that only the owner of Tetragon's voting shares will be entitled to vote
at the annual general meeting. The biographies of each of the proposed
Independent Directors are set forth below.
Paddy Dear, a Co-Founder of Tetragon's investment manager and a member of
Tetragon's Board of Directors, said, "We would like to thank Rupert Dorey,
David Jeffreys and Bud Rogers for their service to the company. Rupert and
David have been Independent Directors since Tetragon's launch as an open-ended
fund in 2005, continuing in their role through the company's initial public
offering in 2007. Bud advised Tetragon from its IPO until his retirement from
the Corporate Department of Cravath, Swaine & Moore LLP in December 2015,
following which he joined as an Independent Director. During their tenure,
Tetragon has demonstrably achieved its investment objective of generating
distributable income and capital appreciation by returning approximately
U.S.$1.25 billion to its shareholders through dividends and share buybacks -
nearly as much as the company's net asset value at the time of its IPO - and
growing its NAV to approximately U.S.$2.1 billion."
Stephen Prince, the Head of TFG Asset Management, said, "We are excited about
the backgrounds and experience of the proposed Independent Directors and the
expected overall composition of the Board of Directors. With extensive private
equity and asset management expertise as well as considerable operational and
administrative experience, we believe that Tetragon's new Independent Directors
will be able to effectively oversee the management of the business while
providing valuable strategic guidance as Tetragon continues to diversify its
alternative asset portfolio and looks to continue to grow TFG Asset Management
- as Tetragon's diversified alternative asset management business - with a view
to a possible initial public offering and listing of its shares."
Rupert Dorey, speaking on behalf of the Independent Directors, said, "We have
enjoyed the opportunity of sitting on Tetragon's Board of Directors and
working with Tetragon's investment manager to grow and strengthen the
business over the years. We wish the proposed directors the best as they work
with Tetragon in the next phase of its growth."
Mr. Deron J. Haley. Mr. Haley, also known as D.J., is a founding Partner and
Chief Operating Officer at Durational Capital Management, LP, a New York-based
private equity firm that specializes in consumer buy-outs. Prior to Durational
Capital Management, Mr. Haley was the Chief Operating Officer of Hound
Partners, LLC, a New York-based global equity fund. Prior thereto, he was a
senior executive of Ziff Brothers Investments, LLC, a global, single-family
office that invested directly in private and public equities, fixed income,
global-macro, and commodities, and led firm-wide operational and management
initiatives. Mr. Haley began his finance career as an equity research analyst,
and later a registered trader before taking on senior managerial roles. Prior
to finance, Mr. Haley served five years active duty in the United States Navy.
He is a founding Director of the Navy SEAL Foundation and is a member of the
Governance and Investment Committees. Mr. Haley is a Director of Ibis Tek,
Inc, a small-business defense contractor, and also sits on the Investment
Committee of The Heinz Endowments. Mr. Haley recently served as an independent
director on the Boards of Directors of several funds managed by TFG Asset
Management. He holds a B.S. degree in Mechanical Engineering from Carnegie
Mellon University in Pittsburgh and a M.B.A. degree from Harvard Business
School.
Mr. Steven W. Hart. Mr. Hart serves as president of Hart Capital LLC, which
he founded in 1998 as a family office to invest in a diversified portfolio of
assets with a strong education industry focus. He also co-founded Florian
Education Investors LLC in May 2013, which now includes an ACCSC accredited
postsecondary vocational education company offering on ground and online
diploma and degree programs to the allied health community. Mr. Hart was the
co-owner (1999-2010) and member of the Board of Directors (1999-2007) of
Lincoln Educational Services Corporation. From 1983 to 1997, he was co-founder
of a family-owned conglomerate where he acquired and managed manufacturing and
distribution companies involved in automotive, printing, apparel and industrial
textiles, electronics, synthetic foam, and home furnishing industries. Mr.
Hart served as chairman of the State of Connecticut Investment Advisory Council
from 1995 to 2003, which oversees the State of Connecticut Retirement Plans and
Trust Funds, and, as a trustee (1996-2003), and chairman (2003) of the Stanford
University Graduate School of Business Endowment Trust. He also served as a
member of Golden Seeds, an angel stage investment firm focused on empowerment
of women entrepreneurs. Since 2011, Mr. Hart has been a member of the Boards
of Directors of several funds connected with Blue Harbour Group, L.P., a hedge
fund based in Greenwich, Connecticut. He earned an M.B.A. degree from Stanford
University Graduate School of Business and a B.A. degree in mathematics and
economics from Wesleyan University.
Mr. David C. O'Leary. Mr. O'Leary retired from State Street Corporation in
Boston, Massachusetts in 2012, where he was Executive Vice President - Chief
Administrative Officer (2010-2012) and Executive Vice President - Global Head
of Human Resources (2005-2010). At State Street, he managed a global team of
325 staff across 15 countries, was a member of its 10-person Operating Group
and Management Committee, reporting directly to its Chief Executive Officer.
From 1985 to 2004, Mr. O'Leary was at Credit Suisse First Boston, serving as
Managing Director, Global Head of Human Resources from 1988 to 2003, where he
managed a global team of 250 staff in 13 countries responsible for all aspects
of Human Resources in the Americas, Europe, and Asia. Mr. O'Leary began his
career in financial services at Merrill Lynch & Company in New York, where he
was Vice President - Executive Compensation from 1981 to 1985. He earned a
M.B.A. degree from the University of Massachusetts, where he graduated first in
his class, a M.S. degree from the State University of New York and a B.S.
degree from Union College.
Group Structure:
As previously announced, Tetragon Financial Group Master Fund Limited, through
which Tetragon has historically invested substantially all its capital, is
expected to be amalgamated with Tetragon, the listed parent company, effective
as of 31 December 2018. The amalgamated company will continue as Tetragon
Financial Group Limited. The appointment of the directors of Tetragon at the
31 December 2018 annual general meeting will be effective upon the
amalgamation.
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,
private equity, infrastructure and TFG Asset Management, a diversified
alternative asset management business. Where appropriate, 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 Prosek Partners
Investor Relations Andy Merrill and Ryan FitzGibbon
ir@tetragoninv.com +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.
END
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