Tetragon Financial Group Ltd Notification of a Tender Offer

 
TIDMTFG 
 
Tetragon Financial Group Limited Announcement of Final Results of Tender Offer 
to Purchase Tetragon Non-Voting Shares 
 
LONDON, Dec. 8, 2023 -- Tetragon announces the final results of the "modified 
Dutch auction" tender offer to purchase a portion of the outstanding non-voting 
shares of Tetragon for a maximum aggregate payment of $35,000,000 in cash. The 
tender offer expired at 11:59 p.m. (ET) on 6 December 2023. 
 
J.P. Morgan Securities plc (which conducts its UK investment banking business as 
J.P. Morgan Cazenove) acted as dealer manager for the tender offer and 
Computershare Investor Services PLC acted as tender agent for the tender offer. 
As dealer manager, J.P. Morgan determined the final purchase price at which 
Tetragon will purchase shares in the tender offer. As tender agent, 
Computershare determined the final proration factor. 
 
In accordance with the terms of the tender offer, Tetragon has accepted for 
purchase 3,414,623 non-voting shares at a purchase price of $10.25 per share. 
The aggregate cost of this purchase is $34,999,885.75, excluding fees and 
expenses relating to the tender offer. A total of 4,744,038 Tetragon non-voting 
shares were properly tendered and not properly withdrawn at or below the 
purchase price of $10.25 per share. Because more than $35,000,000 in value of 
Tetragon non-voting shares was properly tendered and not properly withdrawn, the 
tender offer was subject to proration pursuant to the terms of the tender offer, 
with appropriate adjustments to avoid purchases of fractional shares. The final 
proration factor, which is applicable only to shares properly tendered and not 
properly withdrawn at the purchase price of $10.25 per share, is 27.75%, rounded 
to the second decimal place.[[1]] 
 
Tetragon will promptly make payment for the shares validly tendered and accepted 
for purchase, which is expected to occur on or about 12 December 2023. All 
shares tendered and not purchased in the tender offer will be promptly returned 
to the tendering shareholders. 
 
About Tetragon: 
 
Tetragon is a Guernsey closed-ended investment company. Its non-voting shares 
are listed on Euronext in Amsterdam, a regulated market of Euronext Amsterdam 
N.V., and also traded on the Specialist Fund Segment of the Main Market of the 
London Stock Exchange. Our investment manager is Tetragon Financial Management 
LP.  Find out more 
at www.tetragoninv.com (https://c212.net/c/link/?t=0&l=en&o=4045364 
-1&h=1267115171&u=http%3A%2F%2Fwww.tetragoninv.com%2F&a=www.tetragoninv.com). 
 
Tetragon's non-voting shares are subject to restrictions on ownership by U.S. 
persons and are not intended for European retail investors. 
 
Please see: https://www.tetragoninv.com/shareholders/additional 
-information (https://c212.net/c/link/?t=0&l=en&o=4045364 
-1&h=219763516&u=https%3A%2F%2Fwww.tetragoninv.com%2Fshareholders%2Fadditional 
-information&a=https%3A%2F%2Fwww.tetragoninv.com%2Fshareholders%2Fadditional 
-information). 
 
[] 
_______________________________ 
[1] The full final proration factor applied is 27.75123543711350%. 
 
Tetragon:           Press Inquiries: 
 
Yuko Thomas         Prosek Partners 
Investor Relations  [e-mail] 
[e-mail]  [phone] 
                    [phone] 
 
This release contains inside information within the meaning of Article 7(1) of 
the EU Market Abuse Regulation (2014/596/EU), or EU MAR, and of the UK version 
of EU MAR as it forms part of UK law by virtue of the European Union 
(Withdrawal) Act (as amended). 
 
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, as amended, 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, as amended, 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 (Autoriteit Financiële Markten) under Section 1:107 of 
the Dutch Financial Markets Supervision Act as an alternative investment fund 
from a designated state. 
 
J.P. Morgan Securities plc, which is authorised by the UK Prudential Regulation 
Authority and regulated by the UK Financial Conduct Authority and the Prudential 
Regulation Authority in the United Kingdom, is acting exclusively for Tetragon 
and for no one else in connection with the tender offer and will not be 
responsible to anyone (whether or not recipient of the tender offer) other than 
Tetragon for providing the protections afforded to the clients of J.P. Morgan 
Securities plc or for providing advice in relation to the tender offer. 
 
 
This information was brought to you by Cision http://news.cision.com 
 
 
END 
 
 

(END) Dow Jones Newswires

December 08, 2023 02:00 ET (07:00 GMT)