Marwyn Value Investors Limited Successful fund raise into MVI II LP (2335F)

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RNS Number : 2335F

Marwyn Value Investors Limited

16 May 2017

16 May 2017

Marwyn Value Investors Limited ("Marwyn", the "Company")

Successful fund raise into Marwyn Value Investors II LP ("MVI II LP")

Marwyn is pleased to announce that MVI II LP held its first third-party fund close on Thursday 11 May 2017, securing commitments of GBP41 million(1) from limited partners who have acquired interests in the portfolio at NAV and are expected to invest alongside the Company in future investment opportunities. Marwyn anticipates that further third-party closes at NAV may be held by MVI II LP within the following 12 month period.

MVI II LP is a private equity fund structure seeded by Marwyn Value Investors LP ("the Master Fund"). The Company has invested all of its available capital in the Master Fund. MVI II LP holds investments in Zegona Communications plc ("Zegona"), BCA Marketplace plc, Gloo Networks plc, Safe Harbour Holdings plc and Wilmcote Holdings plc (the "assets"). The Master Fund has sold interests in MVI II LP to the new third party investors at the market value of the assets at the close of business on Monday 15 May (the "Equalisation Process"). At the date of this announcement, the Equalisation Process has not yet occurred in relation to Zegona. The Company welcomes the news that Zegona has this morning announced the successful sale of its Spanish Cable business, Telecable, to Euskaltel and as a result the Equalisation Process for Zegona will take place shortly. Full details in relation to the impact on the Ordinary Shares will be announced once the Equalisation Process has completed.

As a result of the Equalisation Process to date, the Ordinary Shares' portfolio of assets on a look-through basis has reduced by GBP11m in aggregate, and the cash balance attributable to the Ordinary Shares has increased by the same amount. There is no net effect on NAV following the Equalisation Process. Please see Note 3 for estimated NAV before and immediately after the Equalisation Process.

The sale of the Master Fund interests in MVI II LP will crystallise a profit of GBP1.8m. The Company has returned GBP10 million in dividends since the sale of Entertainment One in September 2015 and in line with the Ordinary Share Distribution Policy is not required to pay a special dividend following this Profitable Realisation event.

Robert Ware, Chairman of the Company said, "We are pleased that MVI II LP has raised third party funds at NAV, demonstrating the inherent value of the portfolio and augmenting the Company's capital to invest in upcoming opportunities. As we stated in October last year, we believe that Ordinary shareholders will benefit from the increased diversification of the portfolio to six management platforms and the ability of the Master Fund to deploy capital in follow-on investments into these holdings, as well as consider new opportunities."

As described in the Company's Circular published on 19 October 2016, Realisation shareholders will not be exposed to any investments directly or indirectly held by MVI II LP, as their assets are held within a separate realisation pool by the Master Fund.

This announcement contains inside information

Notes

1. Commitments received in both British pounds sterling and United States dollars

2. MVI II LP is a new fund comprising Jersey limited partnerships registered pursuant to the Limited Partnership (Jersey) Law 1994, being MVI II LP itself and MVI II Co-invest LP, a stapled co-investment vehicle. Further details on MVI II LP and the Master Fund's investment in MVI II LP may be found in the Prospectus, published in October 2016, and located on the Company's website http://www.marwynvalue.com .

The Master Fund, Marwyn Value Investors LP, is a Cayman exempt limited partnership into which the Company has invested all of its available capital. The Master Fund contributed investments to MVI II LP prior to the third-party fund close. All further investments attributable to the Ordinary Shares shall be made through MVI II LP, alongside new committed capital from third-party investors.

3. Allocation of the Company's NAV by portfolio company before and immediately after the Equalisation Process

Based upon the Company's investments in the Master Fund (directly) and MVI II LP (indirectly), the Company's total estimated NAV attributable to the Ordinary Shares is broken down across the following as at Monday 15 May 2017:

 
 Equity Investments 
-----------------------  ---------  --------  ------- 
 Company                   Ticker     GBPm      % of 
                                                 NAV 
-----------------------  ---------  --------  ------- 
 Zegona Communications 
  plc                      ZEG LN      63.4    40.2% 
-----------------------  ---------  --------  ------- 
 BCA Marketplace plc       BCA LN      37.0    23.5% 
-----------------------  ---------  --------  ------- 
 Gloo Networks plc        GLOO LN      8.8      5.6% 
-----------------------  ---------  --------  ------- 
 Le Chameau Group 
  plc                                  9.8      6.2% 
----------------------------------  --------  ------- 
 Safe Harbour Holdings 
  plc                                  8.8      5.6% 
----------------------------------  --------  ------- 
 Wilmcote Holdings 
  plc                                  9.8      6.2% 
----------------------------------  --------  ------- 
 
 Cash                                  34.3    21.7% 
----------------------------------  --------  ------- 
 Le Chameau Group 
  debt instrument                      9.6      6.1% 
----------------------------------  --------  ------- 
 Other assets of the 
  Master Fund                          0.1      0.1% 
----------------------------------  --------  ------- 
 Liabilities of the 
  Master Fund                         (23.9)   -15.1% 
----------------------------------  --------  ------- 
 Net assets                           157.7    100.0% 
----------------------------------  --------  ------- 
 

The Company's total estimated NAV is broken down across the following immediately after the Equalisation Process for all seed assets except Zegona:

 
 Equity Investments 
-----------------------  ---------  --------  ------- 
 Company                   Ticker     GBPm      % of 
                                                 NAV 
-----------------------  ---------  --------  ------- 
 Zegona Communications 
  plc                      ZEG LN      63.4    40.2% 
-----------------------  ---------  --------  ------- 
 BCA Marketplace plc       BCA LN      30.5    19.3% 
-----------------------  ---------  --------  ------- 
 Gloo Networks plc        GLOO LN      7.2      4.6% 
-----------------------  ---------  --------  ------- 
 Le Chameau Group 
  plc                                  9.8      6.2% 
----------------------------------  --------  ------- 
 Safe Harbour Holdings 
  plc                                  7.2      4.6% 
----------------------------------  --------  ------- 
 Wilmcote Holdings 
  plc                                  8.1      5.1% 
----------------------------------  --------  ------- 
 
 Cash                                  45.7    29.0% 
----------------------------------  --------  ------- 
 Le Chameau Group 
  debt instrument                      9.6      6.1% 
----------------------------------  --------  ------- 
 Other assets of the 
  Master Fund                          0.1      0.1% 
----------------------------------  --------  ------- 
 Liabilities of the 
  Master Fund                         (23.9)   -15.1% 
----------------------------------  --------  ------- 
 Net assets                           157.7    100.0% 
----------------------------------  --------  ------- 
 

Robert Ware, Chairman, Marwyn Value Investors Limited

PO Box 309, Ugland House, Grand Cayman, KY1 - 1104, Cayman Islands

Company enquiries:

Louisa Bonney / Scott Danks

Axio Capital Solutions Limited

Telephone: [phone]

PR enquiries:

Ed Orlebar

Temple Bar Advisory Limited

Telephone: [phone]

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May 16, 2017 02:27 ET (06:27 GMT)