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HarbourVest Global Private Equity is an Investment Trust

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Half-year Report

28 Oct 2021 07:00

RNS Number : 5011Q
HarbourVest Global Priv. Equity Ltd
28 October 2021
 

 

 

28 October 2021

RESULTS FOR THE SIX MONTHS ENDED 31 JULY 2021

Record net asset value ("NAV") per share growth in an interim period

HarbourVest Global Private Equity Limited ("HVPE" or the "Company"), today announces its unaudited results for the six-months ended 31 July 2021.

· NAV per share growth of 22.6% over the period to $44.11 (31 January 2021: $35.97)

o Record performance driven by valuation increases and strong exit activity across the portfolio

o Total of 319 known M&A transactions and IPOs in the period, more than two and a half times the 119 seen in the six months to 31 July 2020

 

· Record cash distributions in nominal terms

o $294.6 million received over the period (six months to 31 July 2020: $78.7 million).

o IPO exits contributing the most to NAV per share were Roblox, Coinbase Allfunds Bank and UiPath

 

· Increase in planned new commitments to HarbourVest funds for the remainder of 2021 following recent strong performance

 

· Balance sheet further strengthened post period end

o Cash distributions continue at record levels; $204.5 million received between 31 July and 30 September 2021

o Final outstanding drawings on credit facility repaid to leave full $600.0 million available

Ed Warner, Chair of HVPE, said:

"The six months to 31 July 2021 was an extraordinary period for HVPE. Despite the backdrop, HVPE delivered its strongest NAV per share growth in any interim period. This is testament to the strength of our Investment Manager, HarbourVest, and the HVPE business model, which offers shareholders broad, diverse exposure to private companies around the world.

 

"Looking ahead, we remain positive about the prospects for HVPE, while noting the challenges that COVID has brought and continues to bring to the wider economy. With a strong track record of consistent NAV per share growth, we remain confident that HVPE's portfolio, with exposure at all investment stages from venture capital to buyouts, is well-placed to capture emerging technological and thematic trends as well as growth opportunities in more traditional industries."

Semi-Annual Report and Accounts

To view the Company's Semi-Annual Report and Accounts please follow this link: Semi-Annual Report - Six Months to 31 July 2021. Page number references in this announcement refer to pages in this report.

The Semi-Annual Report and Accounts will also shortly be available on the National Storage Mechanism, which is situated at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

 

 

Investor Event

There will be a presentation for institutional and retail investors on 3 November 2021 at 11am GMT. To receive registration details for the event, please contact Liah Zusman: hvpe_events@harbourvest.com.

Semi-Annual Results Presentation

HVPE will publish a new presentation on its website to supplement the publication of the Semi-Annual Results for the six months ended 31 July 2021. The presentation will be publicly disclosed at 11am today. All stakeholders will be able to view and download the presentation from HVPE's website: www.hvpe.com.

 

Enquiries:

HVPE

 

 

 

Richard Hickman

Tel: +44 (0)20 7399 9847

rhickman@harbourvest.com

Charlotte Edgar

Tel: +44 (0)20 7399 9826

cedgar@harbourvest.com

 

HarbourVest Partners

 

 

Lily Cabianca

Tel: +44 (0)20 7151 4261

lcabianca@harbourvest.com

 

MHP Communications

Charlie Barker / Alex Janiaud

Tel: +44(0)20 3128 8540

hvpe@mhpc.com

 

Notes to Editors:

About HarbourVest Global Private Equity Limited:

HarbourVest Global Private Equity Limited ("HVPE" or the "Company") is a Guernsey-incorporated, closed-end investment company which is listed on the Main Market of the London Stock Exchange and is a constituent of the FTSE 250 index. HVPE is designed to offer shareholders long-term capital appreciation by investing in a private equity portfolio diversified by geography, stage of investment, vintage year, and industry. The Company invests in and alongside HarbourVest-managed funds which focus on primary fund commitments, secondary investments and direct co-investments in operating companies. HVPE's investment manager is HarbourVest Advisers L.P., an affiliate of HarbourVest Partners, LLC, an independent, global private markets asset manager with more than 35 years of experience.

 

About HarbourVest Partners, LLC:

HarbourVest is an independent, global private markets investment specialist with over 35 years of experience and more than $80 billion in assets under management, as of June 30, 2021. The Firm's powerful global platform offers clients investment opportunities in private equity, private credit and real assets through primary fund investments, secondary investments, and direct co-investments, in commingled funds or separately managed accounts. HarbourVest has more than 700 employees, including more than 170 investment professionals across Asia, Europe, and the Americas. This global team has committed more than $48 billion to newly-formed funds, completed over $29 billion in secondary purchases, and invested over $23 billion directly in operating companies. Partnering with HarbourVest, clients have access to customized solutions, longstanding relationships, and actionable insights.

 

This announcement is for information purposes only and does not constitute or form part of any offer to issue or sell, or the solicitation of an offer to acquire, purchase or subscribe for, any securities in any jurisdiction and should not be relied upon in connection with any decision to subscribe for or acquire any Shares. In particular, this announcement does not constitute or form part of any offer to issue or sell, or the solicitation of an offer to acquire, purchase or subscribe for, any securities in the United States or to US Persons (as defined in Regulation S under the US Securities Act of 1933, as amended ("US Persons")). Neither this announcement nor any copy of it may be taken, released, published or distributed, directly or indirectly to US Persons or in or into the United States (including its territories and possessions), Canada, Australia or Japan, or any jurisdiction where such action would be unlawful. Accordingly, recipients represent that they are able to receive this announcement without contravention of any applicable legal or regulatory restrictions in the jurisdiction in which they reside or conduct business. No recipient may distribute, or make available, this announcement (directly or indirectly) to any other person. Recipients of this announcement should inform themselves about and observe any applicable legal requirements in their jurisdictions.

The Shares have not been and will not be registered under the US Securities Act of 1933, as amended (the "Securities Act") or with any securities regulatory authority of any state or other jurisdiction of the United States and, accordingly, may not be offered, sold, resold, transferred, delivered or distributed, directly or indirectly, within the United States or to US Persons. In addition, the Company is not registered under the US Investment Company Act of 1940, as amended (the "Investment Company Act") and shareholders of the Company will not have the protections of that act. There will be no public offer of the Shares in the United States or to US Persons.

This announcement has been prepared by the Company and its investment manager, HarbourVest Advisers L.P. (the "Investment Manager"). No liability whatsoever (whether in negligence or otherwise) arising directly or indirectly from the use of this announcement is accepted and no representation, warranty or undertaking, express or implied, is or will be made by the Company, the Investment Manager or any of their respective directors, officers, employees, advisers, representatives or other agents ("Agents") for any information or any of the opinions contained herein or for any errors, omissions or misstatements. None of the Investment Manager nor any of their respective Agents makes or has been authorised to make any representation or warranties (express or implied) in relation to the Company or as to the truth, accuracy or completeness of this announcement, or any other written or oral statement provided. In particular, no representation or warranty is given as to the achievement or reasonableness of, and no reliance should be placed on any projections, targets, estimates or forecasts contained in this announcement and nothing in this announcement is or should be relied on as a promise or representation as to the future.

Epidemics, Pandemics and Other Health Risks - Many countries have experienced infectious illnesses in recent decades, including swine flu, avian influenza, SARS and 2019-nCoV (the "Coronavirus"). In December 2019, an initial outbreak of the Coronavirus was reported in Hubei, China. Since then, a large and growing number of cases have been confirmed around the world. The Coronavirus outbreak has resulted in numerous deaths and the imposition of both local and more widespread "work from home" and other quarantine measures, border closures and other travel restrictions causing social unrest and commercial disruption on a global scale. The World Health Organization has declared the Coronavirus outbreak a pandemic. The ongoing spread of the Coronavirus has had and will continue to have a material adverse impact on local economies in the affected jurisdictions and also on the global economy as cross-border commercial activity and market sentiment are increasingly impacted by the outbreak and government and other measures seeking to contain its spread. In addition to these developments having potentially adverse consequences for underlying portfolio investments of the HarbourVest funds and the value of the investments therein, the operations of HVPE, the Investment Manager, and HVPE's portfolio of HarbourVest funds have been, and could continue to be, adversely impacted, including through quarantine measures and travel restrictions imposed on personnel or service providers based around the world, and any related health issues of such personnel or service providers. Any of the foregoing events could materially and adversely affect the Investment Manager's ability to source, manage and divest its investments and its ability to fulfil its investment objectives. Similar consequences could arise with respect to other comparable infectious diseases. 

Other than as required by applicable laws, the Company gives no undertaking to update this announcement or any additional information, or to correct any inaccuracies in it which may become apparent and the distribution of this announcement. The information contained in this announcement is given at the date of its publication and is subject to updating, revision and amendment. The contents of this announcement have not been approved by any competent regulatory or supervisory authority.

This announcement includes statements that are, or may be deemed to be, "forward looking statements". These forward looking statements can be identified by the use of forward looking terminology, including the terms "believes", "projects", "estimates", "anticipates", "expects", "intends", "plans", "goal", "target", "aim", "may", "will", "would", "could", "should" or "continue" or, in each case, their negative or other variations or comparable terminology. These forward looking statements include all matters that are not historical facts and include statements regarding the intentions, beliefs or current expectations of the Company. By their nature, forward looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future and may be beyond the Company's ability to control or predict. Forward looking statements are not guarantees of future performance. More detailed information on the potential factors which could affect the financial results of the Company is contained in the Company's public filings and reports.

All investments are subject to risk. Past performance is no guarantee of future returns. Prospective investors are advised to seek expert legal, financial, tax and other professional advice before making any investment decision. The value of investments may fluctuate. Results achieved in the past are no guarantee of future results.

This announcement is issued by the Company, whose registered address is BNP Paribas House, St Julian's Avenue, St Peter Port, Guernsey, GY1 1WA

© 2021 HarbourVest Global Private Equity Limited. All rights reserved.

 

Strategic Report

 

Chair's Statement

Dear Shareholder,

The six months to 31 July 2021 was an extraordinary period for the Company. Despite the backdrop of COVID-19 and the tests this has brought to the global economy and wider society, HVPE delivered its strongest NAV per share growth in any interim period. This is testament to the strength of our Investment Manager, HarbourVest, and the HVPE business model, which offers shareholders broad, diverse exposure to private companies around the world. Recent macroeconomic events, ongoing geopolitical tensions, and a burgeoning energy crisis remain sharp reminders though of the challenges that all investors currently face.

Six Months to 31 July 2021

Financial Performance

I am pleased to report a NAV per share return of 22.6% over the six months to 31 July 2021, ending the period at $44.11 (31 January 2021: $35.97). Investors in HVPE from the IPO have now witnessed a more than four-fold increase in net asset value.

The performance over this reporting period has been driven by valuation increases and strong exit activity across the whole portfolio. M&A, which remains the principal channel for HVPE's liquidity events, has been robust, enabling many of our underlying managers to crystallise value gains. Meanwhile, favourable conditions in the public markets have allowed for a continuation of the strong IPO activity noted in the full-year results. A number of venture-backed listings have been particularly noteworthy, as shown on page 12, serving as a reminder of the benefits of HVPE's overweight exposure to early stage companies. All this has resulted in record cash distributions in nominal terms, with HVPE receiving $294.6 million over the period (six months to 31 July 2020: $78.7 million). Further detail on this is provided in the Investment Manager's Report on pages 8 to 13.

While HVPE has delivered consistently strong NAV per share growth in recent quarters, building further on an impressive long-term track record, the market has yet to award the Company's shares any meaningful re-rating and they continue to trade at a wide discount to net assets. This remains a source of frustration for the Board, and we note that some shareholders and analysts have suggested share buybacks as a potential solution. We believe that our share price over the period has been held back to some extent by the presence of two notable large sellers in the market. Natural demand has, nonetheless, been very strong, and there are encouraging signs that the recent selling pressure is beginning to subside. For the time being the Board remains convinced that continuing to focus on HVPE's established investment strategy, while also taking further steps to promote the HVPE proposition, will help to ensure a narrower discount over the longer term.

The shareholder register has evolved significantly in recent years, and the Board is encouraged by the recent reduction in concentration among the top five shareholders (now representing 29% of issued share capital, down from 38% as of May 2021). This reflects strong demand from UK-based wealth managers and retail investors. I would like to take this opportunity both to thank our longer-term shareholders for their support over the years, and to welcome our new investors. I am confident that continued growth in the number of the Company's shareholders will help to foster greater liquidity in the shares.

Balance Sheet and Cash Flows

Recent exit activity and cash distributions have resulted in a strengthening of the Company's balance sheet over the period. Positive cash flow, as described in the Investment Manager's Report, allowed for a net repayment of $35.0 million on the credit facility over the six months, leaving it $85.0 million drawn at 31 July 2021. This meant HVPE had a net cash position of $32.4 million at the reporting period end, which compares with a net debt position of $21.6 million at 31 January 2021.

Period Post Year End

Balance Sheet and Cash Flows

At 30 September 2021, HVPE reported a NAV per share of $43.78. This $0.33 reduction from the 31 July 2021 NAV per share of $44.11 is as a result of fees, FX and a reduction in the public market holdings. Cash distributions remain at record levels, and since the end of the reporting period to end September 2021 we have received proceeds of $204.5 million. There is no doubt that exit activity is elevated across the sector, as managers continue to take advantage of an opportune market environment. Following this, we are pleased to report that we have repaid all outstanding drawings on the credit facility. Details of the latest cash position can be found under Recent Events on page 14.

Strategic Asset Allocation

After careful consideration, the Board and Investment Manager have agreed to increase planned commitments to the HarbourVest funds for the remainder of 2021. Recent strong performance has resulted in a significant reduction in the Total Commitment Ratio. This, in turn, has driven the need for HVPE to commit additional sums to new HarbourVest funds to ensure that the Company remains fully invested over the long term. The impact will be a larger Investment Pipeline (unfunded commitments) by the end of the current calendar year. While we do not publish details of planned new commitments in advance, those completed since the period end are listed on page 14.

ESG

The HVPE Board is committed to improving its focus on ESG matters, and is keen to highlight the efforts of the Investment Manager in this regard. At the Annual Results presentation in June 2021, there was an update from HarbourVest on ESG at the investment level. Stakeholders are able to listen to this recording on the www.hvpe.com website.

Additionally, the Directors have committed to ensuring that HVPE is rated carbon neutral at the level of its own operations as an investment company. We are pleased to report that the Company's directly attributable CO2 emissions during the year ended 31 December 2020 have been offset by supporting a project to improve water infrastructure in SubSaharan Africa. We pledge to maintain a core focus on climate-related challenges going forward and will provide further detail in next year's Annual Report.

Outlook

We note the challenges that COVID-19 has brought and continues to bring to the wider economy. However, we remain positive about the prospects for HVPE. The private markets have demonstrated resilience throughout the pandemic. Many unlisted businesses have adapted well to the new environment, delivering benefits to wider society alongside strong returns to investors, and HVPE shareholders have benefitted as a result. Looking ahead, I believe that HVPE's well-diversified global portfolio, with cross-sector exposure at all investment stages from seed venture to large-cap buyouts, is well placed to capture emerging technological and thematic trends as well as growth opportunities in more traditional industries.

We cannot expect HVPE's NAV per share growth to continue at its recent pace indefinitely, and should anticipate a degree of reversion to the longer-term trend. The Board reaffirms its conviction in the Company's investment strategy and the benefits of diversification, noting that the Investment Manager is targeted to deliver material outperformance of the public markets through the cycle. We hope that shareholders continue to place their trust in HVPE as a provider of high-quality exposure to a wide range of attractive private markets opportunities.

 

Ed Warner

Chair 

27 October 2021

 

 

Investment Manager's Report

Portfolio Performance

NAV per Share - Six Months to 31 July 2021

HVPE delivered strong NAV per share growth of 22.6% in the six months to 31 July 2021. This resulted in a final NAV per share of $44.11 at 31 July 2021, compared with $35.97 at 31 January 2021. The NAV per share has grown by 57% over the 12 months to 31 July 2021 and has more than doubled over the last four years (31 July 2017: $19.98). This strong performance has been driven by HVPE's substantial exposure to Venture and Growth Equity, which currently makes up 37% of NAV.

Most major equity market indices continued to rise through the first half of this financial year. HVPE's public market benchmark, the FTSE AW TR Index (in US dollars), increased by 13.8% in the six months to 31 July 2021. HVPE's NAV per share growth of 22.6% significantly outperformed this by 8.8 percentage points over the six-month period. However, public markets can be volatile over short periods, so longer-term comparisons through the cycle present a better reflection of HVPE's relative performance. Measured over the ten years to 31 July 2021, HVPE's NAV per share outperformed the FTSE AW TR Index by 4.0% on an annualised basis in US dollar terms (refer to the Alternative Performance Measures on page 61 for this calculation). Further detail can be found on pages 2 and 3 in the KPIs section.

During the six months ended 31 July 2021 there was a significant $657.7 million net gain on investments, contributing to an overall increase in net assets of $650.2 million. This is almost on par with the full year to 31 January 2021, which saw a net gain of $682.3 million. Of the $657.7 million, the majority - $424.4 million, or 63% - came from unrealised growth within the portfolio. This compares with a $54.6 million net gain over the same period in 2020. The higher overall net gains in this reporting period compared with the same period last year reflect increased exit activity during the six months and continued strong performance in the underlying portfolio, particularly in larger exposures such as Tech & Software and, to a lesser extent, Medical & Biotech (see the industry diversification chart on page 11). Tech & Software remains HVPE's largest sector exposure at 29%, and has been a key driver of the six-month performance. However, HVPE still remains well diversified by sector, as demonstrated by the pie charts on pages 10 and 11. We believe diversification remains essential to achieving consistently strong returns, as the various sub-sectors within the portfolio tend to outperform on a relative basis at different stages in the cycle.

At 31 July 2021, no single company represented more than 1.4% of the Investment Portfolio value, helping to mitigate company-specific risk. The top 100 companies in the portfolio represented 36.0% of total value, while the top 1,000 companies represented 83.4%.

In percentage terms, the Primary portfolio was the best performing strategy, delivering value growth of 25.5% over the six months. Geographically, the strongest gains came from the US portfolio, which generated a value increase of 23.3%; yet all regions performed well, with each returning more than 19% as shown on page 23. In terms of stage, as mentioned above, Venture and Growth Equity was the strongest performer, growing 30.5% over the six months ended 31 July 2021. More information on the growth drivers can be found on page 23.

As at 31 July 2021, HVPE held investments in 56 HarbourVest funds and 12 secondary co‑investments1 (compared with 51 and ten, respectively, at 31 January 2021). Of these, the largest drivers of NAV per share growth during the six months to 31 July 2021 are described below:

· Fund X Venture, a US-focused venture fund of funds, was the largest contributor over the reporting period, adding a significant $1.18 to NAV per share. With a vintage year of 2015, this fund is in its growth phase. As such, the increase came predominantly from unrealised valuation gains over the period.

· Following Fund X Venture was Fund X Buyout, a 2015 vintage US-focused buyout fund of funds, which added $0.59 to NAV per share. This increase came from a mix of unrealised and realised gains, at 60% and 40% respectively.

· Fund XI Buyout came in closely behind, adding $0.55 to HVPE's NAV per share over the reporting period. Fund XI Buyout, like its predecessor, is a US-focused buyout fund of funds. With a vintage year of 2018, this fund is in its investment phase. As might be expected at this stage of the fund's life, most of this growth was driven by unrealised gains.

· Fund XI Venture, a 2018 vintage US-focused venture fund of funds, was the fourth largest contributor adding $0.51 to NAV per share over the period mostly through unrealised gains (90%).

· HIPEP VII, a 2014 vintage international fund of funds, added $0.35 to NAV per share. The majority of this (66%) came from realised gains.

All of the remaining HarbourVest funds in the portfolio added an aggregate $5.72 to HVPE's NAV per share over the six-month period.

1 These include five Secondary Overflow III investments, six Secondary Overflow IV investments, and Conversus, referred to as "HVPE Charlotte Co-Investment L.P." in the Unaudited Condensed Interim Consolidated Schedule of Investments.

Portfolio Cash Flows and Balance Sheet

In the six months to 31 July 2021, HVPE received cash distributions of $294.6 million (six months to 31 July 2020: $78.7 million) while funding capital calls of $233.6 million for new investments (six months to 31 July 2020: $214.2 million). The result was net positive cash flow of $60.9 million over the reporting period. Distributions were driven in large part by a particularly strong month in June, during which cash proceeds of $131.4 million were received. This contributed almost half of the total distributions over the period and represented a record month in nominal terms.

The largest HarbourVest fund capital calls and distributions over the reporting period are set out in the tables below. The top ten fund calls in aggregate accounted for $190.8 million (82%) of the total calls and came from a broad mix of HarbourVest funds across all strategies. The majority of calls by value (57%) were into primary opportunities. The top ten HarbourVest fund distributions totalled $178.1 million, or 60% of the total proceeds received in the period. Distributions by value were split between primary investments (65%) and secondary investments (22%), with the remainder coming from direct co-investments.

Top Five HarbourVest Fund Calls

HarbourVest Fund Name

Vintage Year

Description

Called amount ($m)

Adelaide

2018

Global real assets fund

$60.8

Fund XI Venture

2018

US venture fund of funds

$28.5

Fund XI Buyout

2018

US buyout fund of funds

$28.0

HIPEP VIII

2017

International fund of funds

$24.2

Dover Street X

2019

Global secondary fund

$11.3

Top Five HarbourVest Fund Distributions

HarbourVest Fund Name

Vintage Year

Description

Distributed amount ($m)

Dover Street VIII

2012

Global secondary fund

$32.0

Co-Investment IV

2016

Global direct co-investment fund

$31.5

Fund X Buyout

2015

US buyout fund of funds

$21.5

Fund IX Venture

2011

US venture fund of funds

$17.0

HIPEP VII

2014

International fund of funds

$16.1

 

HVPE's cash balance increased from $98.4 million at 31 January 2021 to $117.4 million at 31 July 2021. The positive cash flow trend also allowed HVPE to pay down drawings on the credit facility by $35.0 million over the period, taking the outstanding borrowing down to $85.0 million and leaving $515.0 million available. The result was a net cash position of $32.4 million at 31 July 2021.

HVPE has indirect exposure, on a look-through basis, to a pro rata share of borrowing carried on the balance sheets of some of the HarbourVest funds in which HVPE is a Limited Partner ("LP") (referred to as HarbourVest Partners ("HVP") fund-level borrowing). It is important to note that HVPE has no additional liability for these borrowings beyond its uncalled commitments to each fund. The majority of this fund-level borrowing represents delayed capital calls, as a portion of the unfunded commitments has been invested through the use of subscription credit lines at the fund level, but the capital has not yet been called from HVPE.

At 31 July 2021, HVPE's share of HVP fund-level borrowing on a look-through basis was $401.1 million, a net increase of $22.9 million from $378.2 million at 31 January 2021. However, expressed as a percentage of NAV, this figure decreased from 13.2% to 11.4% over the six-month period (31 July 2020: 15.9%). In order to estimate the total potential impact on NAV, an investor should take the total fund-level borrowing figure of $401.1 million and factor in HVPE's net cash/debt position at the Company level (net cash $32.4 million). As at 31 July 2021, the resulting net total borrowing figure of $368.7 million would translate to an approximate level of look-through gearing of 10.5%. Further detail on the credit facility and the criteria upon which it can be drawn, can be found under Note 6 Debt Facility on page 45 of the Unaudited Condensed Interim Consolidated Financial Statements.

Update on Modelling

HVPE regularly refines its portfolio modelling and base case projections to reflect macro developments and other relevant factors. As reported in the Company's Annual Report and Accounts 2021, in May 2020 the events of COVID-19, and the subsequent portfolio risk assessment conducted by the Investment Manager, required HVPE to update the methodology behind its model scenarios. In November 2020, the modelling reverted to the pre-COVID-19 methodology to cover the following four model scenarios: Extreme Downside, Low, Base, and Optimistic cases. While the inputs behind these scenarios are updated as appropriate, the methodology remains unchanged from the Annual Report and Accounts 2021. More detail can be found under the Going Concern on page 31.

Portfolio Companies

Distributions

During the period, the ten largest individual company distributions, ranked by HVPE's share of the proceeds, in aggregate generated $101.8 million. These are listed on page 23.

M&A Transactions and IPOs

During the six months ended 31 July 2021, there were a total of 319 known Merger & Acquisition ("M&A") transactions and IPOs. This represents more than two and a half times the 119 that were seen in the six months to 31 July 2020. The higher volume of activity in the first half of 2021 reflects the strong rebound in transactions following the COVID-19 slowdown. Approximately 70% (223) of these transactions were trade sales or sponsor-to-sponsor (M&A) transactions, with the remaining 30% (96) being IPOs. Over the six-month period, the weighted average uplift to pre-transaction carrying value for a large sample of transactions was 130%. Similar to the figure reported at the financial year end, this particularly large uplift was driven by IPOs from within the Venture and Growth Equity portfolio.

The top five M&A transactions and IPOs during the period (by contribution to HVPE NAV per share) are listed on the following page.

Top Five M&A transactions

(Realised and unrealised gain, shown by contribution to HVPE NAV per share)1

Rodenstock

$0.15

Novotech

$0.05

Infogain Corporation

$0.03

Third Bridge Group

$0.03

Wrike

$0.02

 

Top Five IPOs

(Realised and unrealised gain, shown by contribution to HVPE NAV per share)1

Roblox Corporation

$0.50

Coinbase

$0.44

Undisclosed

$0.27

Allfunds Bank

$0.16

UiPath

$0.13

 

1 Returns at the company level are gross of any applicable carry or taxes. The net gain that HVPE experiences may be less than the figure shown.

Of HVPE's total 319 known M&A transactions and IPOs, 160, or 50%, related to venture-backed companies. This figure is representative of wider market trends as there were a considerable number of venture-related exits in the first half of the year, with the technology and healthcare sectors dominating this activity.

HVPE Activity 

New Fund Commitments

In the six months ended 31 July 2021, HVPE made total commitments of $386.9 million across six HarbourVest funds and three secondary co-investments (six months to 31 July 2020: $87.8 million). This reflected a return to a more typical six-month period for commitments following the temporary pause initiated during 2020 in response to COVID-19. Total unfunded commitments were $1.72 billion at 31 July 2021, representing an increase of $145.1 million from 31 January 2021 ($1.57 billion).

Of the total capital committed, the largest commitment ($90.0 million), representing a quarter of the total commitments in the period, was made to a US-focused buyout fund of funds. Following closely behind this was an $80.0 million commitment to an international fund of funds. A complete list of the commitments can be found on page 22 under The Commitment Phase. These commitments are in line with the Company's Strategic Asset Allocation targets and reflect the Investment Manager's and Board's current perspective on the most appropriate portfolio composition required to optimise long-term NAV growth for shareholders.

Perspectives and Outlook1

Six Months to 31 July 2021

The post-COVID-19 recovery has driven a period of strong growth for private markets investors. Developed economies are enjoying an economic rebound, still influenced by policy stimulus. Against this backdrop, while ever mindful of the inflation threat and geopolitical concerns, we believe that the macro picture tilts to the positive, and private markets managers are taking advantage of opportunities to sell and buy actively. Recent exits have been concentrated in the technology sector as managers seek to crystallise value from prescient investments in transformational business models. New investments encompass the next generation of exciting growth companies as well as more mature, traditional businesses with the potential for further development.

Macro Environment

Overall levels of economic activity over the last 12 months have been robust. Rebounding consumer confidence and strong global GDP growth2 have contributed to exceptional earnings performance. While much has been made of the risks this growth could create for inflation, the majority of commentators believe that recent spikes are transitory and will moderate through 2022 and 2023.

For most developed markets, double-dose COVID-19 vaccine rates have risen, weakening the link between infections, hospitalisations and fatalities. Political polarisation remains a concern, and 2021 is no exception, with US/China tension a recurring theme. We note, however, that although the IMF expects growth rates to slow following the dramatic rebound seen this year, GDP in the US and Europe is forecast to grow in 2022 at more than twice the rate it did in 2019, with developing markets growing faster still.2 While all this suggests that underlying positive economic momentum should remain with us in 2022, we also note broader macroeconomic pressures remain, such as elevated inflation and developments in China, and we continue to monitor these.

Private Markets

The last six months have been among the busiest periods - across fundraising, investing, and liquidity - that many private markets managers can recall.

Exits in the first half of 2021 in value terms are already almost 75% of the total amount generated for the whole of 2020. In turn, this remarkable liquidity has helped underpin strong fundraising activity. In the first half of 2021, managers globally had raised 70% of the totals achieved for all of 2020. Europe has grown the fastest, with its share of the global fundraising market having almost doubled from 11% in H1 2020 to 21% in H1 of 2021. We also note that the time between fundraisings is compressing: from 2014 to 2020 we experienced a General Partner ("GP") fundraising cycle time of approximately 3.2 years; in the last 18 months that has decreased to 1.9 years.

Finally, turning to investing, 2021 investment levels are up by "only" 50% in the first half of 2021 compared with 2020 - perhaps in part influenced by the pricing environment - with no geography changing its relative share. One notable dynamic is the dominance of venture; H1 2020 versus H1 2021 has shown significant increases in venture's share of the market across fundraising, investment and exit value.

These trends can be seen clearly elsewhere in this report, as HVPE has benefitted from venture's notably strong performance over the period.

While we have seen robust gains in the public markets this year, private equity continues to outperform across all regions.3 Asia, and in particular China, remains attractive in HarbourVest's view. While regulatory flux remains a challenge, the key in navigating this region is proximity - to policy makers, entrepreneurs and of course to leading managers. HarbourVest is well placed due to its strong and growing presence in the region.

Conclusion and Outlook

Private equity as an industry has consistently proved that it can adapt to changing macro conditions and provide a diverse range of attractive investment opportunities. This is reflected in the evolving sector make-up of the industry over time. Before the Global Financial Crisis, consumer-related businesses dominated the asset class, but today technology represents the largest exposure globally. COVID-19 has served as a trend accelerator, and technology has swept across all aspects of business - not just venture - and we believe this is likely to be a real driver of future investment and returns.

As companies stay private for longer, we believe the private equity model remains attractive and robust. Managers continue to evolve and adapt to the changing environment, identifying opportunities to create value in new ways while also deploying tried-and-tested techniques, and we believe that HVPE is well positioned to benefit from this dynamic over the long term.

 

1 Pitchbook as of June 30, 2021, unless otherwise stated.

2 International Monetary Fund ("IMF") - World Economic Outlook Update, July 2021.

3 Burgiss 10 Year IRR vs Public Benchmark.

 

Recent Events

New Commitments

Following the recent period of exceptionally strong NAV growth and the increase in cash distributions, the Total Commitment Ratio ("TCR") has fallen to a relatively low level. Analysis carried out in previous years suggests that, if sustained, this could serve to constrain NAV growth in future years. In order to bring the TCR back into its normal range, the Board has approved a revised commitment plan for the remainder of calendar year 2021. Between 1 August 2021 and 27 October 2021, HVPE committed $122.0 million to the HarbourVest funds outlined below.

HarbourVest Fund

Date Committed

Commitment ($m)

Secondary Overflow Fund IV (one transaction)

August

$22.0

Asia Pacific V

September

$50.0

2021 Global

September

$25.0

Fund XII Venture

September

$15.0

Fund XII Buyout

September

$5.0

Fund XII Micro Buyout

September

$5.0

Total

 

$122.0

 

HVPE Estimated NAV At 30 September 2021

HVPE releases an estimated NAV on a monthly basis. These reports are available on the Company's website, generally within 20 calendar days of the month end.

On 19 October, HVPE published an estimated NAV per share at 30 September 2021 of $43.78 (£23.40), a decrease of $0.33 from the final 31 July 2021 NAV (US generally accepted accounting principles ("GAAP")) figure of $44.11. This latest NAV per share is based on a valuation breakdown of: 15% as at 30 September 2021 (representing the public companies in the portfolio); and 85% actual 30 June 2021. Consistent with previous estimated NAV reports, valuations are also adjusted for foreign exchange movements, cash flows, and any known material events to 30 September 2021.

The Investment Pipeline of unfunded commitments increased from $1,718.3 million at 31 July 2021 to $1,748.7 million at 30 September 2021, based on the new commitments, and taking foreign exchange movements into account.

At the end of September HVPE had no drawings on its credit facility. HVPE's look-through exposure to borrowing at the HarbourVest fund level had decreased by $39.0 million from 31 July 2021, to $362.1 million. The latest balance sheet ratios can be found in the factsheet on the HVPE website: www.hvpe.com.

Share Price Since 31 July 2021

Since 31 July 2021, the share price has continued to strengthen. During the period 1 August to 22 October 2021, the share price increased from £22.50 to £24.80, or 10.2%.

The market capitalisation of the Company as at 22 October 2021 was £2.0 billion, and as of the same date HVPE was ranked 93rd in the FTSE 250.

Update on ESG

HarbourVest Partners

In September 2021, HarbourVest became a signatory to the Global Investor Statement to Governments on the Climate Crisis. This means that as investors, HarbourVest is committed to working with governments to ensure policy mechanisms are developed and implemented to transition to a climate-resilient net-zero emissions economy by 2050 or sooner.

In the same month HarbourVest was recognised in the Limited Partner ("LP") category as LP Diversity & Inclusion Leader of the Year at The Real Deals Private Equity Awards. This category recognises LPs who advocate for increased diversity and inclusion across private markets.1

 

1 D&I category nominations are put forward by Real Deals' panel of LP judges who then deliberate on the winner. This award recognises excellence in the LP communities with respect to companies who have made a real difference to improving D&I within their firm, at portfolio company level and in the wider investment community. For more information on the award and methodology visit: https://privateequityawards.com/faq.

 

Principal Risks and Uncertainties

Risk Factors and Internal Controls

The Board is responsible for the Company's risk management and internal control systems and actively monitors the risks faced by the Company, taking steps to mitigate and minimise these where possible. This forms part of the Board's governance and oversight processes, details of which are described on pages 44 to 48 of the 2021 Annual Report.

Risk Appetite

The Board's investment risk appetite is to follow an overcommitment strategy that allows balanced, regular investment through economic and investment cycles whilst ensuring that it has access to sufficient funding for any potential negative cash flow situations, including under an extreme downside scenario. At the same time, the funding available to the Company by way of cash balances and lending facilities is managed to ensure that its cost, by way of interest, facility fees or cash drag, is reasonable. When considering other risks, the Board's risk appetite is effectively governed by a cost benefit analysis when assessing mitigation measures. However, at all times the Board will seek to follow best practice and remain compliant with all applicable laws, rules and regulations.

Principal Risks

The Board reviews risks at least twice a year and receives deep dive reports on specific risks as recommended by the Audit and Risk Committee. Risks are divided into Category A risks, defined as those which have a higher probability and a significant potential impact on performance, strategy, reputation, or operations, and Category B risks, which are existing or emerging risks which are monitored on a watch list.

At the Board's most recent risk review, two risks were downgraded from Category A to Category B, bringing the number of B risks to 18, and four risks were elevated from Category B to Category A, bringing the number of A risks to 16. Of the A risks, five have been identified as the Principal Risks that are faced by the Company which is unchanged from those identified in the Company's 2021 Annual Report. All five Principal Risks are summarised below. In addition, a detailed explanation of the Principal Risks and Uncertainties identified by the Board, including a description of mitigating factors, is set out on pages 26 and 27 of the 2021 Annual Report.

COVID-19

As detailed in the Company's Annual Report, the Board currently considers all risks through the lens of the COVID-19 pandemic. As most developed countries have continued to roll out vaccines, and lockdowns have eased, economies have picked up and markets rebounded. From a practical point of view, service providers have continued to operate effectively, with most staff continuing to work from home. The Board will continue to monitor developments.

Risk

 

Description

 

Balance Sheet Risks

 

Risks to the Company's balance sheet resulting from its overcommitment strategy and its policy for the use of leverage. The size and term of the Company's credit facility helps to mitigate this risk.

 

Popularity of Listed Private Equity Sector

 

The risk that investor sentiment may change towards the listed private equity sector as a whole, particularly as a result of the higher level of fees generally reported within the sector, leading to a drop in the Company's share price and/or a widening of the discount of the share price to the NAV per share.

 

Public Market Risks

 

The risk that a decline in global public markets or a deterioration in the economic situation has a negative effect on the Company's NAV through its impact on its underlying investments.

 

Performance of HarbourVest

 

The risk posed by the Company's dependence on its Investment Manager both in its investment professionals and its control environment.

 

Trading Liquidity and Price

 

The risk that an insufficient number of shares in the Company are traded due to demand or supply factors in a way that widens the discount of the share price discount to the NAV per share.

 

 

 

Directors' Report

Semi-Annual Report and Unaudited Condensed Interim Consolidated Financial Statements

A description of the important events that have occurred during the six months ended 31 July 2021 and their impact on the performance of the Company is given in the Semi-Annual Report and Unaudited Condensed Interim Consolidated Financial Statements (the "Interim Financial Statements") - together the "Semi-Annual Report and Accounts"; specifically the Chair's Statement and the Investment Manager's Report, alongside the Interim Financial Statements, and are incorporated here by reference.

A description of the principal risks and uncertainties facing the Company can be found on page 19.

There were no material related party transactions which took place in the first six months of the financial year, other than those disclosed in Note 9 to the Interim Financial Statements. There have been no changes to the related party transactions described in the 2021 Annual Report and Accounts that could have a material effect on the financial position or performance of the Company in the first six months of the current financial year.

This Semi-Annual Report and Accounts has been reviewed by the Company's auditor in accordance with guidance contained in International Standard on Review Engagements 2410 (UK and Ireland) "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board ("ISRE 2410").

Introduction to the Going Concern

Since the inception of HVPE, the Directors have relied upon model scenarios to manage the Company's liquidity requirements and balance sheet risk more generally. This modelling allows the Directors to evaluate whether the Company is a Going Concern. While the modelling process has been refined over the years, it has provided a consistent approach through which the Directors have been able to provide a firm assessment, as demonstrated through the Global Financial Crisis. Historically they have assessed four scenarios: Optimistic, Base, Low and Extreme Downside presented by the Investment Manager. For the purpose of assessing the Going Concern over the required one-year period for the 2021 Semi Annual Report and Accounts, the Directors primarily focused on two scenarios: the Base and the Extreme Downside. These have been used to form the basis of the Going Concern as provided below.

Going Concern

The performance of the investments held by the Company over the reporting period are described in Note 4 to the Interim Financial Statements and the outlook for the future is described in the Chair's Statement. The Company's financial position, its cash flows, and liquidity position are set out within the Semi-Annual Report and Accounts. Details of the Company's overcommitment strategy and associated risks can be found on page 19 of this Semi-Annual Report and Accounts, and the use of the credit facility to mitigate this risk can be found on pages 3and 6 of this Semi-Annual Report and Accounts. A full overview of HVPE's credit facility, and approach to managing its balance sheet, can be found in the Company's 2020 Annual Report and Accounts on pages 26 to 29.

In addition, the Board has performed a robust assessment of the principal risks facing HVPE, along with the assessment of the Going Concern of the Company for the period ending 31 December 2022 (which covers the minimum 12 months from the signing of the Semi-Annual Report and Accounts). The latest Principal Risks and Uncertainties can be found on page 19. There have been no changes to the Principal Risks and Uncertainties as disclosed in the Company's 2021 Annual Report and Accounts on pages 26 to 27.

As part of this exercise the Board considered model scenarios assuming varying degrees of impact on the portfolio over the period ending 31 December 2022. This assessment primarily focused on the Base and the Extreme Downside cases. The Base case was considered a reasonable scenario given the current economic environment and possible ongoing impact related to COVID-19. While this case was the primary focus of the Board in assessing the Going Concern of the Company, the Extreme Downside case was also considered and was designed to specifically stress the balance sheet with multiple worst case scenarios all playing out over the period ending 31 December 2022 which covers the 12 months from the signing of the Semi-Annual Report and Accounts. The Board does not believe the Extreme Downside case is a likely scenario but factors this into the Going Concern assessment. The results of these model scenarios showed that the Company would be able to withstand the impact of an Extreme Downside scenario, should such circumstances play out during the assessment period.

In the assessment of the Going Concern status of the Company, the Board also considered portfolio activity through to 27 October 2021, more specifically to validate the assumptions used. The Board compared the projections for the period from 1 February 2021 to 30 September 2021 under the Base case to the actual out-turn during that period, and for reference, to the equivalent period in 2020. Based on the review of actual activity compared to model projections through to 27 October 2021, the Board has a reasonable expectation that the Company will be able to continue in operation and meet its liabilities as they fall due over the period ending 31 December 2022. Accordingly, they continue to adopt the Going Concern basis in the preparation of this Semi-Annual Report and Accounts.

Statement of Directors' Responsibilities in Respect of the Semi-Annual Report and Accounts

The Directors are responsible for preparing the Semi-Annual Report and Accounts in accordance with applicable law and regulations.

The Directors confirm that to the best of their knowledge:

· the Semi-Annual Report and Accounts have been prepared in accordance with US GAAP and give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company; and

· the Chair's Statement, Investment Manager's Report, and Principal Risks and Uncertainties section include a fair review of the information required by:

(i) DTR 4.2.7R of the Disclosure Guidance and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the Interim Financial Statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and

(ii) DTR 4.2.8R of the Disclosure Guidance and Transparency Rules, being related party transactions that have taken place in the first six months of the financial year and that have materially affected the financial position or the performance of the entity during that period; and any changes in the related party transactions described in the 2021 Annual Report that could do so.

 

By order of the Board

27 October 2021

 

 

Unaudited Condensed Interim Consolidated Statements of Assets and Liabilities

At 31 July and 31 January 2021

 

In US Dollars

 

31 July2021

(Unaudited)

 

31 January

2021

(Audited)

Assets

 

 

 

 

Investments (Note 4)

 

3,485,955,255

 

2,889,177,693

Cash and equivalents

 

117,386,563

 

98,415,503

Other assets

 

6,417,667

 

7,062,662

Total assets

 

3,609,759,485

 

2,994,655,858

Liabilities

 

 

 

 

Amounts due under the credit facility (Note 6)

 

85,000,000

 

120,000,000

Accounts payable and accrued expenses

 

2,005,836

 

2,072,770

Accounts payable to HarbourVest Advisers L.P. (Note 9)

 

29,940

 

72,500

Total liabilities

 

87,035,776

 

122,145,270

Commitments (Note 5)

 

 

 

 

Net assets

 

$3,522,723,709

 

$2,872,510,588

Net assets consist of

 

 

 

 

Shares, unlimited shares authorised, 79,862,486 shares issued and outstanding

at 31 July and 31 January 2021, no par value

 

3,522,723,709

 

2,872,510,588

Net assets

 

$3,522,723,709

 

$2,872,510,588

Net asset value per share

 

$44.11

 

$35.97

 

The accompanying notes are an integral part of the Unaudited Condensed Interim Consolidated Financial Statements.

The Unaudited Condensed Interim Consolidated Financial Statements on pages 34 to 46 were approved by the Board on 27 October 2021 and were signed on its behalf by:

Ed Warner Steven Wilderspin

Chair Chair of the Audit and Risk Committee

 

 

 

 

Unaudited Condensed Interim Consolidated Statements of Operations

For the Six-month Periods Ended 31 July 2021 and 2020

 

In US Dollars

 

31 July 2021

 

31 July 2020

Realised and unrealised gains on investments

 

 

 

 

Net realised gain on investments

 

251,968,573

 

14,442,795

Net change in unrealised appreciation on investments

 

405,736,046

 

40,196,279

Net gain on investments

 

657,704,619

 

54,639,074

Investment income

 

 

 

 

Interest and dividends from cash and equivalents

 

4,752

 

339,085

Expenses

 

 

 

 

Non-utilisation fees (Note 6)

 

2,360,829

 

2,522,601

Interest expense (Note 6)

 

1,583,107

 

1,356,931

Investment services (Note 3)

 

1,297,434

 

1,013,431

Financing expenses

 

729,028

 

733,224

Professional fees

 

383,541

 

393,794

Management fees (Note 3)

 

378,356

 

378,524

Directors' fees and expenses (Note 9)

 

276,468

 

261,450

Marketing expenses

 

132,818

 

150,818

Other expenses

 

354,669

 

95,952

Total expenses

 

7,496,250

 

6,906,725

Net investment loss

 

(7,491,498)

 

(6,567,640)

Net increase in net assets resulting from operations

 

$650,213,121

 

$48,071,434

 

The accompanying notes are an integral part of the Unaudited Condensed Interim Consolidated Financial Statements.

 

 

Unaudited Condensed Interim Consolidated Statements of Changes in Net Assets

For the Six-month Periods Ended 31 July 2021 and 2020

 

In US Dollars

 

31 July 2021

 

 31 July 2020

Increase in net assets from operations

 

 

 

 

Net realised gain on investments

 

251,968,573

 

14,442,795

Net change in unrealised appreciation

 

405,736,046

 

40,196,279

Net investment loss

 

(7,491,498)

 

(6,567,640)

Net increase in net assets resulting from operations

 

650,213,121

 

48,071,434

Net assets at beginning of period

 

2,872,510,588

 

2,202,687,023

Net assets at end of period

 

$3,522,723,709

 

$2,250,758,457

 

The accompanying notes are an integral part of the Unaudited Condensed Interim Consolidated Financial Statements.

 

Unaudited Condensed Interim Consolidated Statements of Cash Flows

For the Six-month Periods Ended 31 July 2021 and 2020

 

In US Dollars

 

31 July 2021

 

 31 July 2020

Cash flows from operating activities

 

 

 

 

Net increase in net assets resulting from operations

 

650,213,121

 

48,071,434

Adjustments to reconcile net increase in net assets resulting from operations

to net cash provided by (used in) operating activities:

 

 

 

 

Net realised gain on investments

 

(251,968,573)

 

(14,442,795)

Net change in unrealised appreciation on investments

 

(405,736,046)

 

(40,196,279)

Contributions to private equity investments

 

(233,640,340)

 

(214,156,887)

Distributions from private equity investments

 

294,567,397

 

78,700,411

Other

 

535,501

 

1,176,482

Net cash provided by (used in) operating activities

 

53,971,060

 

(140,847,634)

Cash flows from financing activities

 

 

 

 

Proceeds from borrowing on the credit facility

 

80,000,000

 

200,000,000

Repayments in respect of the credit facility

 

(115,000,000)

 

(80,000,000)

Net change in financing activities

 

(35,000,000)

 

120,000,000

Net change in cash and equivalents

 

18,971,060

 

(20,847,634)

Cash and equivalents at beginning of period

 

98,415,503

 

130,616,160

Cash and equivalents at end of period

 

$117,386,563

 

$109,768,526

 

The accompanying notes are an integral part of the Unaudited Condensed Interim Consolidated Financial Statements.

 

Unaudited Condensed Interim Consolidated Schedule of Investments

At 31 July 2021

 

In US Dollars

 

 

 

 

 

 

 

 

 

 

US Funds

 

Unfunded Commitment

 

Amount

Invested*

 

Distributions Received

 

Fair Value

 

Fair Valueas a % ofNet Assets

HarbourVest Partners V-Partnership Fund L.P.

 

2,220,000

 

46,709,079

 

45,924,243

 

917,123

 

0.0

HarbourVest Partners VI-Direct Fund L.P.

 

1,312,500

 

46,722,408

 

38,404,878

 

2,779,648

 

0.1

HarbourVest Partners VI-Partnership Fund L.P.

 

5,175,000

 

204,623,049

 

237,227,087

 

765,507

 

0.0

HarbourVest Partners VII-Venture Partnership Fund L.P.†

 

2,318,750

 

135,290,448

 

194,119,687

 

13,459,263

 

0.4

HarbourVest Partners VII-Buyout Partnership Fund L.P.†

 

3,850,000

 

74,417,291

 

103,485,734

 

199,913

 

0.0

HarbourVest Partners VIII-Cayman Mezzanine and Distressed Debt Fund L.P.

 

2,000,000

 

48,201,553

 

60,766,236

 

3,537,390

 

0.1

HarbourVest Partners VIII-Cayman Buyout Fund L.P.

 

7,500,000

 

245,258,801

 

377,776,728

 

45,684,386

 

1.3

HarbourVest Partners VIII-Cayman Venture Fund L.P.

 

1,000,000

 

49,191,736

 

79,871,950

 

30,187,647

 

0.9

HarbourVest Partners 2007 Cayman Direct Fund L.P.

 

2,250,000

 

97,876,849

 

160,808,238

 

4,263,866

 

0.1

HarbourVest Partners IX-Cayman Buyout Fund L.P.

 

10,472,500

 

60,808,226

 

63,035,031

 

69,245,773

 

2.0

HarbourVest Partners IX-Cayman Credit Opportunities Fund L.P.

 

2,500,000

 

10,048,693

 

8,488,371

 

7,792,556

 

0.2

HarbourVest Partners IX-Cayman Venture Fund L.P.

 

3,500,000

 

66,825,714

 

89,084,572

 

136,404,926

 

3.9

HarbourVest Partners 2013 Cayman Direct Fund L.P.

 

3,228,996

 

97,131,486

 

132,322,498

 

67,053,338

 

1.9

HarbourVest Partners Cayman Cleantech Fund II L.P.

 

2,800,000

 

17,255,952

 

6,548,006

 

26,097,202

 

0.8

HarbourVest Partners X Buyout Feeder Fund L.P.

 

103,320,000

 

148,707,552

 

62,650,169

 

215,127,779

 

6.1

HarbourVest Partners X Venture Feeder Fund L.P.

 

29,230,000

 

118,823,838

 

39,009,620

 

297,286,783

 

8.4

HarbourVest Partners Cayman Mezzanine Income Fund L.P.

 

8,155,000

 

42,066,579

 

28,119,790

 

43,554,679

 

1.2

HarbourVest Partners XI Buyout Feeder Fund L.P.

 

239,750,000

 

110,250,000

 

16,788,871

 

165,166,166

 

4.7

HarbourVest Partners XI Micro Buyout Feeder Fund L.P.

 

46,475,000

 

18,525,274

 

2,575,505

 

28,336,281

 

0.8

HarbourVest Partners XI Venture Feeder Fund L.P.

 

94,050,001

 

95,986,138

 

10,108,564

 

152,387,826

 

4.3

HarbourVest Adelaide Feeder L.P.

 

31,875,000

 

118,125,000

 

5,339,186

 

142,793,457

 

4.1

HarbourVest Partners XII Buyout Feeder Fund L.P.

 

90,000,000

 

-

 

-

 

(148,365)

 

0.0

HarbourVest Partners XII Micro Buyout Feeder Fund L.P.

 

15,000,000

 

-

 

-

 

(37,284)

 

0.0

HarbourVest Partners XII Venture Feeder Fund L.P.

 

45,000,000

 

-

 

-

 

(99,667)

 

0.0

Total US Funds

 

752,982,747

 

1,852,845,666

 

1,762,454,964

 

1,452,756,193

 

41.3

 

 

International/Global Funds

 

Unfunded Commitment

 

Amount

Invested*

 

Distributions Received

 

Fair Value

 

Fair Value as a % of Net Assets

HarbourVest International Private Equity Partners III-Partnership Fund L.P.

 

3,450,000

 

147,728,557

 

148,439,622

 

434,741

 

0.0

HarbourVest International Private Equity Partners IV-Direct Fund L.P.

 

-

 

61,452,400

 

53,436,349

 

1,627,256

 

0.0

HIPEP V-2007 Cayman European Buyout Companion Fund L.P.§

 

1,689,693

 

63,880,350

 

84,433,957

 

802,184

 

0.0

Dover Street VII Cayman L.P.‡

 

4,413,862

 

95,586,138

 

129,528,774

 

7,009,287

 

0.2

HIPEP VI-Cayman Partnership Fund L.P.**

 

5,935,000

 

117,844,925

 

118,729,729

 

131,984,998

 

3.7

HIPEP VI-Cayman Asia Pacific Fund L.P.

 

2,500,000

 

47,687,431

 

44,650,437

 

40,950,242

 

1.2

HIPEP VI-Cayman Emerging Markets Fund L.P.

 

-

 

30,059,489

 

9,989,911

 

35,320,598

 

1.0

HVPE Avalon Co-Investment L.P.

 

-

 

85,135,136

 

124,573,881

 

-

 

-

Dover Street VIII Cayman L.P.

 

14,400,000

 

165,724,389

 

231,934,564

 

49,769,985

 

1.4

HVPE Charlotte Co-Investment L.P.

 

-

 

93,894,011

 

149,559,711

 

16,398,580

 

0.5

HarbourVest Global Annual Private Equity Fund L.P.

 

12,300,000

 

87,701,202

 

72,463,388

 

131,170,876

 

3.7

HIPEP VII Partnership Feeder Fund L.P.

 

21,250,000

 

103,750,000

 

41,957,489

 

173,176,478

 

4.9

HIPEP VII Asia Pacific Feeder Fund L.P.

 

2,850,000

 

27,150,000

 

10,522,120

 

40,029,958

 

1.1

HIPEP VII Emerging Markets Feeder Fund L.P.

 

4,200,000

 

15,800,000

 

2,668,611

 

24,307,898

 

0.7

HIPEP VII Europe Feeder Fund L.P.††

 

14,208,389

 

58,243,795

 

28,662,993

 

94,936,265

 

2.7

HarbourVest Canada Parallel Growth Fund L.P.‡‡

 

8,469,827

 

16,285,245

 

7,535,350

 

34,719,370

 

1.0

HarbourVest 2015 Global Fund L.P.

 

15,000,000

 

85,017,309

 

53,491,910

 

122,210,164

 

3.5

HarbourVest 2016 Global AIF L.P.

 

27,000,000

 

73,026,107

 

44,295,163

 

97,410,888

 

2.8

HarbourVest Partners Co-Investment IV AIF L.P.

 

7,000,006

 

92,999,994

 

53,491,325

 

140,509,407

 

4.0

Dover Street IX Cayman L.P.

 

18,000,000

 

82,000,000

 

54,033,756

 

91,662,286

 

2.6

HarbourVest Real Assets III Feeder L.P.

 

3,750,000

 

46,250,000

 

5,917,231

 

45,612,765

 

1.3

HarbourVest 2017 Global AIF L.P.

 

37,500,000

 

62,520,959

 

18,349,504

 

99,424,860

 

2.8

HIPEP VIII Partnership AIF L.P.

 

90,525,000

 

79,475,000

 

11,863,629

 

116,005,724

 

3.3

Secondary Overflow Fund III L.P.

 

27,025,490

 

67,735,322

 

34,266,434

 

97,325,566

 

2.8

HarbourVest Asia Pacific VIII AIF Fund L.P.

 

16,500,000

 

33,505,566

 

2,717,733

 

42,699,718

 

1.2

HarbourVest 2018 Global Feeder Fund L.P.

 

29,400,000

 

40,600,000

 

3,542,316

 

59,195,839

 

1.7

HarbourVest Partners Co-Investment V Feeder Fund L.P.

 

22,500,000

 

77,548,219

 

-

 

130,813,414

 

3.7

HarbourVest Real Assets IV Feeder L.P.

 

44,000,000

 

6,000,000

 

462,913

 

7,469,877

 

0.2

HarbourVest 2019 Global Feeder Fund L.P.

 

57,000,000

 

43,006,832

 

3,099,999

 

62,536,726

 

1.8

HarbourVest Credit Opportunities Fund II L.P.

 

33,500,000

 

16,500,000

 

540,587

 

18,219,107

 

0.5

Dover Street X Feeder Fund L.P.

 

105,000,000

 

45,018,169

 

6,925,781

 

63,942,842

 

1.8

Secondary Overflow Fund IV L.P.

 

63,231,220

 

27,318,101

 

6,932,582

 

37,039,779

 

1.1

HIPEP IX Feeder Fund L.P.

 

120,000,000

 

-

 

-

 

1,386,136

 

0.0

HarbourVest 2020 Global Feeder Fund L.P.

 

37,750,000

 

12,251,332

 

505,198

 

15,268,192

 

0.4

HarbourVest Partners Co-Investment VI Feeder Fund L.P.

 

65,000,000

 

-

 

-

 

1,833,426

 

0.1

HarbourVest Asia Pacific 5 Feeder Fund L.P.

 

50,000,000

 

-

 

-

 

(6,370)

 

0.0

Total International/Global Funds

 

965,348,487

 

2,108,695,978

 

1,559,522,947

 

2,033,199,062

 

57.7

Total Investments

 

$1,718,331,234

 

$3,961,541,644

 

$3,321,977,911

 

$3,485,955,255

 

99.0

 

* Includes purchase of limited partner interests for shares and cash at the time of HVPE's IPO.

† Includes ownership interests in HarbourVest Partners VII-Cayman Partnership entities.

‡ Includes ownership interest in Dover Street VII (AIV 1) Cayman L.P.

§ Fund denominated in euros. Commitment amount is €47,450,000.

** Fund denominated in euros. Commitment amount is €100,000,000.

†† Fund denominated in euros. Commitment amount is €63,000,000.

‡‡ Fund denominated in Canadian dollars. Commitment amount is C$32,000,000.

As of 31 July 2021, the cost basis of partnership investments is $2,081,454,547.

The accompanying notes are an integral part of the Unaudited Condensed Interim Consolidated Financial Statements.

 

 

At 31 January 2021 (Audited)

 

In US Dollars

 

 

 

 

 

 

 

 

 

 

US Funds

 

Unfunded Commitment

 

Amount

Invested*

 

Distributions Received

 

Fair Value

 

Fair Valueas a % ofNet Assets

HarbourVest Partners V-Partnership Fund L.P.

 

2,220,000

 

46,709,079

 

45,924,243

 

923,568

 

0.0

HarbourVest Partners VI-Direct Fund L.P.

 

1,312,500

 

46,722,408

 

38,404,878

 

2,748,926

 

0.1

HarbourVest Partners VI-Partnership Fund L.P.

 

5,175,000

 

204,623,049

 

237,227,087

 

1,096,959

 

0.0

HarbourVest Partners VII-Venture Partnership Fund L.P.†

 

2,318,750

 

135,290,448

 

192,044,076

 

16,399,096

 

0.6

HarbourVest Partners VII-Buyout Partnership Fund L.P.†

 

3,850,000

 

74,417,291

 

102,015,807

 

1,688,374

 

0.1

HarbourVest Partners VIII-Cayman Mezzanine and Distressed Debt Fund L.P.

 

2,000,000

 

48,201,553

 

60,039,432

 

4,167,599

 

0.1

HarbourVest Partners VIII-Cayman Buyout Fund L.P.

 

7,500,000

 

245,258,801

 

367,876,685

 

47,829,038

 

1.7

HarbourVest Partners VIII-Cayman Venture Fund L.P.

 

1,000,000

 

49,191,736

 

75,249,078

 

27,770,653

 

1.0

HarbourVest Partners 2007 Cayman Direct Fund L.P.

 

2,250,000

 

97,876,849

 

160,808,238

 

4,268,877

 

0.1

HarbourVest Partners IX-Cayman Buyout Fund L.P.

 

10,472,500

 

60,808,226

 

57,469,864

 

62,330,014

 

2.2

HarbourVest Partners IX-Cayman Credit Opportunities Fund L.P.

 

2,500,000

 

10,048,693

 

7,604,755

 

7,500,716

 

0.3

HarbourVest Partners IX-Cayman Venture Fund L.P.

 

3,500,000

 

66,825,714

 

72,125,347

 

127,055,376

 

4.4

HarbourVest Partners 2013 Cayman Direct Fund L.P.

 

3,228,996

 

97,131,486

 

130,937,035

 

58,636,323

 

2.0

HarbourVest Partners Cayman Cleantech Fund II L.P.

 

3,100,000

 

16,955,952

 

5,340,098

 

19,648,346

 

0.7

HarbourVest Partners X Buyout Feeder Fund L.P.

 

112,140,000

 

139,887,552

 

41,110,960

 

182,884,604

 

6.4

HarbourVest Partners X Venture Feeder Fund L.P.

 

29,230,000

 

118,823,838

 

27,794,065

 

215,230,139

 

7.5

HarbourVest Partners Cayman Mezzanine Income Fund L.P.

 

8,155,000

 

42,066,579

 

26,148,004

 

35,000,885

 

1.2

HarbourVest Partners XI Buyout Feeder Fund L.P.

 

267,750,000

 

82,250,000

 

5,790,687

 

107,277,453

 

3.7

HarbourVest Partners XI Micro Buyout Feeder Fund L.P.

 

52,325,000

 

12,675,274

 

634,997

 

16,253,378

 

0.6

HarbourVest Partners XI Venture Feeder Fund L.P.

 

122,550,000

 

67,486,139

 

2,036,134

 

93,379,746

 

3.3

HarbourVest Adelaide Feeder L.P.

 

92,625,000

 

57,375,000

 

2,799,059

 

78,543,038

 

2.7

Total US Funds

 

735,202,746

 

1,720,625,667

 

1,659,380,529

 

1,110,633,108

 

38.7

 

 

 

International/Global Funds

 

Unfunded Commitment

 

Amount

Invested*

 

Distributions Received

 

Fair Value

 

Fair Value as a % of Net Assets

HarbourVest International Private Equity Partners III-Partnership Fund L.P.

 

3,450,000

 

147,728,557

 

148,439,622

 

442,876

 

0.0

HarbourVest International Private Equity Partners IV-Direct Fund L.P.

 

-

 

61,452,400

 

53,436,349

 

1,635,509

 

0.1

HIPEP V-2007 Cayman European Buyout Companion Fund L.P.§

 

1,727,131

 

63,880,350

 

83,848,022

 

1,504,646

 

0.1

Dover Street VII Cayman L.P.‡

 

4,413,862

 

95,586,138

 

128,606,761

 

7,518,106

 

0.3

HIPEP VI-Cayman Partnership Fund L.P.**

 

6,066,500

 

117,844,925

 

108,820,644

 

122,569,689

 

4.3

HIPEP VI-Cayman Asia Pacific Fund L.P.

 

2,500,000

 

47,687,431

 

41,011,086

 

45,060,203

 

1.6

HIPEP VI-Cayman Emerging Markets Fund L.P.

 

-

 

30,059,489

 

8,702,301

 

31,787,223

 

1.1

HVPE Avalon Co-Investment L.P.

 

1,643,962

 

85,135,136

 

124,138,700

 

474,898

 

0.0

Dover Street VIII Cayman L.P.

 

16,200,000

 

163,924,389

 

199,884,842

 

71,110,782

 

2.5

HVPE Charlotte Co-Investment L.P.

 

-

 

93,894,011

 

146,161,426

 

17,509,766

 

0.6

HarbourVest Global Annual Private Equity Fund L.P.

 

12,300,000

 

87,701,202

 

67,209,555

 

114,804,290

 

4.0

HIPEP VII Partnership Feeder Fund L.P.

 

23,750,000

 

101,250,000

 

25,844,129

 

160,445,781

 

5.6

HIPEP VII Asia Pacific Feeder Fund L.P.

 

2,850,000

 

27,150,000

 

7,409,639

 

42,470,503

 

1.5

HIPEP VII Emerging Markets Feeder Fund L.P.

 

4,800,000

 

15,200,000

 

2,668,611

 

20,099,873

 

0.7

HIPEP VII Europe Feeder Fund L.P.††

 

16,051,959

 

56,716,801

 

17,715,296

 

84,559,194

 

2.9

HarbourVest Canada Parallel Growth Fund L.P.‡‡

 

8,256,470

 

16,285,245

 

4,294,018

 

26,842,723

 

0.9

HarbourVest 2015 Global Fund L.P.

 

17,000,000

 

83,017,309

 

41,801,990

 

107,210,533

 

3.7

HarbourVest 2016 Global AIF L.P.

 

30,500,000

 

69,526,107

 

34,008,380

 

81,601,321

 

2.8

HarbourVest Partners Co-Investment IV AIF L.P.

 

7,000,006

 

92,999,994

 

21,945,041

 

150,039,672

 

5.2

Dover Street IX Cayman L.P.

 

20,000,000

 

80,000,000

 

39,038,520

 

87,915,960

 

3.1

HarbourVest Real Assets III Feeder L.P.

 

7,000,000

 

43,000,000

 

5,917,231

 

36,451,275

 

1.3

HarbourVest 2017 Global AIF L.P.

 

40,000,000

 

60,020,959

 

12,204,384

 

84,131,975

 

2.9

HIPEP VIII Partnership AIF L.P.

 

114,750,000

 

55,250,000

 

6,791,735

 

75,751,098

 

2.6

Secondary Overflow Fund III L.P.

 

26,989,722

 

67,771,090

 

27,071,891

 

84,579,047

 

2.9

HarbourVest Asia Pacific VIII AIF Fund L.P.

 

23,000,000

 

27,005,566

 

2,717,733

 

32,503,062

 

1.1

HarbourVest 2018 Global Feeder Fund L.P.

 

32,200,000

 

37,800,000

 

894,925

 

47,740,364

 

1.7

HarbourVest Partners Co-Investment V Feeder Fund L.P.

 

30,000,000

 

70,048,219

 

-

 

100,012,084

 

3.5

HarbourVest Real Assets IV Feeder L.P.

 

50,000,000

 

-

 

-

 

1,332,836

 

0.0

HarbourVest 2019 Global Feeder Fund L.P.

 

65,000,000

 

35,006,832

 

216,003

 

45,434,644

 

1.6

HarbourVest Credit Opportunities Fund II L.P.

 

33,500,000

 

16,500,000

 

-

 

17,158,429

 

0.6

Dover Street X Feeder Fund L.P.

 

116,250,000

 

33,768,169

 

3,509,063

 

41,769,601

 

1.5

Secondary Overflow Fund IV L.P.

 

35,815,786

 

19,063,986

 

3,722,088

 

29,757,064

 

1.0

HIPEP IX Feeder Fund L.P.

 

40,000,000

 

-

 

-

 

299,496

 

0.0

HarbourVest 2020 Global Feeder Fund L.P.

 

45,000,000

 

5,001,332

 

-

 

6,020,062

 

0.2

Total International/Global Funds

 

838,015,398

 

2,007,275,637

 

1,368,029,985

 

1,778,544,585

 

61.9

Total Investments

 

$1,573,218,144

 

$3,727,901,304

 

$3,027,410,514

 

$2,889,177,693

 

100.6

 

* Includes purchase of limited partner interests for shares and cash at the time of HVPE's IPO.

† Includes ownership interests in HarbourVest Partners VII-Cayman Partnership entities.

‡ Includes ownership interest in Dover Street VII (AIV 1) Cayman L.P.

§ Fund denominated in euros. Commitment amount is €47,450,000.

** Fund denominated in euros. Commitment amount is €100,000,000.

†† Fund denominated in euros. Commitment amount is €63,000,000.

‡‡ Fund denominated in Canadian dollars. Commitment amount is C$32,000,000.

As of 31 January 2021, the cost basis of partnership investments is $1,890,413,031.

The accompanying notes are an integral part of the Unaudited Condensed Interim Consolidated Financial Statements.

 

Notes to the Unaudited Condensed Interim Consolidated Financial Statements

Note 1 Company Organisation and Investment Objective

HarbourVest Global Private Equity Limited (the "Company" or "HVPE") is a closed-ended investment company registered with the Registrar of Companies in Guernsey under the Companies (Guernsey) Law, 2008. The Company's registered office is BNP Paribas House, St Julian's Avenue, St Peter Port, Guernsey GY1 1WA.

The Company was incorporated and registered in Guernsey on 18 October 2007. HVPE is designed to offer shareholders long-term capital appreciation by investing in a diversified portfolio of private equity investments. The Company invests in private equity through private equity funds and may make co-investments or other opportunistic investments. The Company is managed by HarbourVest Advisers L.P. (the "Investment Manager"), an affiliate of HarbourVest Partners, LLC ("HarbourVest"), a private equity fund of funds manager. The Company is intended to invest in and alongside existing and newly-formed HarbourVest funds. HarbourVest is a global private equity fund of funds manager and typically invests capital in primary partnerships, secondary investments, and direct investments across vintage years, geographies, industries, and strategies.

Operations of the Company commenced on 6 December 2007, following the initial global offering of the Class A Ordinary Shares.

Share Capital

At 31 July 2021, the Company's 79,862,486 shares continued to be listed on the London Stock Exchange under the symbol "HVPE". The shares are entitled to the income and increases and decreases in the net asset value ("NAV") of the Company, and to any dividends declared and paid, and have full voting rights. Dividends may be declared by the Board of Directors and paid from available assets subject to the Directors being satisfied that the Company will, immediately after payment of the dividend, satisfy the statutory solvency test prescribed by the Companies (Guernsey) Law, 2008.

Dividends will be paid to shareholders pro rata to their shareholdings.

The shareholders must approve any amendment to the Memorandum and Articles of Incorporation. The approval of 75% of the shares is required in respect of any changes that are administrative in nature, any material change from the investment strategy and/or investment objective of the Company, or any material change to the terms of the Investment Management Agreement.

There is no minimum statutory capital requirement under Guernsey law.

Investment Manager, Company Secretary, and Administrator

The Directors have delegated certain day-to-day operations of the Company to the Investment Manager and the Company Secretary and Administrator, under advice to the Directors, pursuant to service agreements with those parties, within the context of the strategy set by the Board. The Investment Manager is responsible for, among other things, selecting, acquiring, and disposing of the Company's investments, carrying out financing, cash management, and risk management activities, providing investment advisory services, including with respect to HVPE's investment policies and procedures, and arranging for personnel and support staff of the Investment Manager to assist in the administrative and executive functions of the Company.

Directors

The Directors are responsible for the determination of the investment policy of the Company on the advice of the Investment Manager and have overall responsibility for the Company's activities. This includes the periodic review of the Investment Manager's compliance with the Company's investment policies and procedures, and the approval of certain investments. A majority of Directors must be independent Directors and not affiliated with HarbourVest or any affiliate of HarbourVest.

Note 2 Summary of Significant Accounting Policies

Accounting policies have been applied consistently as presented in the latest audited accounts which have been prepared under US GAAP.

Note 3 Material Agreements and Related Fees

Administrative Agreement

The Company has retained BNP Paribas ("BNP") as Company Secretary and Administrator. Fees for these services are paid as invoiced by BNP and include an administration fee of £50,000 per annum, a secretarial fee of £60,000 per annum, a compliance services fee of £15,000 per annum, ad-hoc service fees, and reimbursable expenses. During the periods ended 31 July 2021 and 2020, fees of $93,396 and $78,780, respectively, were incurred to BNP and are included as other expenses in the Unaudited Condensed Interim Consolidated Statements of Operations.

Registrar

The Company has retained Link Asset Services (formerly "Capita") as share registrar. Fees for this service include a base fee of £15,000, plus other miscellaneous expenses. During the periods ended 31 July 2021 and 2020, registrar fees of $15,254 and $25,370, respectively, were incurred and are included as other expenses in the Unaudited Condensed Interim Consolidated Statements of Operations.

Independent Auditor's Fees

For the periods ended 31 July 2021 and 2020, auditor fees of $195,721 and $184,826 were accrued, respectively, and are included in professional fees in the Unaudited Condensed Interim Consolidated Statements of Operations. The 31 July 2021 and 2020 figures include $102,194 and $103,372, respectively, which represents approximately half of each period's respective annual audit fee. The 31 July 2021 figure also includes $3,151 related to the prior financial year's audit fee. In addition, the 31 July 2021 and 2020 figures include fees of $90,376 and $81,454, respectively, for audit-related services due to the Auditor, Ernst & Young LLP, conducting a review of the Interim Financial Statements for each period end. There were no other non-audit fees paid to the Auditor by the Company during the periods ended 31 July 2021 and 2020.

Investment Management Agreement

The Company has retained HarbourVest Advisers L.P. as the Investment Manager. The Investment Manager is reimbursed for costs and expenses incurred on behalf of the Company in connection with the management and operation of the Company. During the periods ended 31 July 2021 and 2020, reimbursements for services provided by the Investment Manager were $1,297,434 and $1,013,431, respectively. The Investment Manager does not directly charge HVPE management fees or performance fees other than with respect to parallel investments. However, as an investor in the HarbourVest funds, HVPE is charged the same management fees and is subject to the same performance allocations as other investors in such HarbourVest funds.

During the periods ended 31 July 2021 and 2020, HVPE had two parallel investments: HarbourVest Acquisition S.à.r.l. (via HVPE Avalon Co-Investment L.P.) and HarbourVest Structured Solutions II, L.P. (via HVPE Charlotte Co-Investment L.P.). Management fees paid for the parallel investments made by the Company were consistent with the fees charged by the funds alongside which the parallel investments were made during the periods ended 31 July 2021 and 2020. The HVPE Avalon Co-Investment L.P. management fee was terminated on 30 September 2017.

Management fees included in the Unaudited Condensed Interim Consolidated Statements of Operations are shown in the table below:

 

 

2021

 

2020

HVPE Charlotte

Co-Investment L.P.

 

$378,356

 

$378,524

 

For the periods ended 31 July 2021 and 2020, management fees on the HVPE Charlotte Co-Investment L.P. investment 

were calculated based on a weighted average effective annual rate of 0.89% on capital originally committed (0.87% on committed capital net of management fee offsets) to the parallel investment.

Note 4 Investments

In accordance with the authoritative guidance on fair value measurements and disclosures under generally accepted accounting principles in the US, the Company discloses the fair value of its investments in a hierarchy that prioritises the inputs to valuation techniques used to measure the fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The guidance establishes three levels of the fair value hierarchy as follows:

Level 1 - Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date;

Level 2 - Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly, including inputs in markets that are not considered to be active; and

Level 3 - Inputs that are unobservable.

Level 3 investments include limited partnership interests in HarbourVest funds which report under US generally accepted accounting principles. Inputs used to determine fair value are primarily based on the most recently reported NAV provided by the underlying investment manager as a practical expedient under Accounting Standards Codification ("ASC") Topic 820. The fair value is then adjusted for known investment operating expenses and subsequent transactions, including investments, realisations, changes in foreign currency exchange rates, and changes in value of private and public securities.

Income derived from investments in HarbourVest funds is recorded using the equity pick-up method. Under the equity pick-up-method of accounting, the Company's proportionate share of the net income (loss) and net realised gains (losses), as reported by the HarbourVest funds, is reflected in the Unaudited Condensed Interim Consolidated Statements of Operations as net realised gain (loss) on investments. The Company's proportionate share of the aggregate increase or decrease in unrealised appreciation (depreciation), as reported by the HarbourVest funds, is reflected in the Unaudited Condensed Interim Consolidated Statements of Operations as net change in unrealised appreciation (depreciation) on investments.

Because of the inherent uncertainty of these valuations, the estimated fair value may differ significantly from the value that would have been used had a ready market for this security existed, and the difference could be material.

During the periods ended 31 July 2021 and 2020, the Company made contributions of $233,640,340 and $214,156,887, respectively, to Level 3 investments and received distributions of $294,567,397 and $78,700,411, respectively, from Level 3 investments. As of 31 July 2021, $3,485,955,255 of the Company's investments are classified as Level 3. As of 31 January 2021, $2,889,177,693 of the Company's investments were classified as Level 3.

The Company recognises transfers at the current value at the transfer date. There were no transfers during the periods ended 31 July 2021 and 2020. Investments include limited partnership interests in private equity partnerships, all of which carry restrictions on redemption. The investments are non-redeemable and the Investment Manager estimates an average remaining life of 10 years with a range of 1 to 32 years remaining.

There were no investment transactions during the periods ended 31 July 2021 and 2020 in which an investment was acquired and disposed of during the period.

Note 5 Commitments

As of 31 July 2021, the Company had unfunded investment commitments to other limited partnerships of $1,718,331,234 which are payable upon notice by the partnerships to which the commitments have been made. Unfunded investment commitments of $1,688,028,325 are denominated in US dollars, $21,833,082 are denominated in euros, and $8,469,827 are denominated in Canadian dollars.

As of 31 January 2021, the Company had unfunded investment commitments to other limited partnerships of $1,573,218,144 which were payable upon notice by the partnerships to which the commitments have been made. Unfunded investment commitments of $1,541,116,084 were denominated in US dollars, $23,845,590 were denominated in euros, and $8,256,470 were denominated in Canadian dollars.

Note 6 Debt Facility

As of 31 July 2021 and 2020, the Company had an agreement with Mitsubishi UFJ Trust and Banking Corporation ("MUFG") and Credit Suisse for the provision of a multi-currency revolving credit facility (the "Facility") for an aggregate amount up to $600 million with a termination date no earlier than January 2026, subject to usual covenants. The MUFG commitment was $300 million and the Credit Suisse commitment was $300 million.

Amounts borrowed against the Facility accrue interest at an aggregate rate of the LIBOR/EURIBOR, a margin, and, under certain circumstances, a mandatory minimum cost. The Facility is secured by the private equity investments and cash and equivalents of the Company, as defined in the agreement. Availability of funds under the Facility and interim repayments of amounts borrowed are subject to certain loan-to-value ratios and portfolio diversity tests applied to the Investment Portfolio of the Company. At 31 July 2021 and 31 January 2021, there was $85 million and $120 million, respectively, debt outstanding against the Facility. For the periods ended 31 July 2021 and 2020, interest of $1,583,107 and $1,356,931, respectively, was incurred and is included as other expenses in the Unaudited Condensed Interim Consolidated Statements of Operations. Included in other assets at 31 July 2021 and 31 January 2021 are deferred financing costs of $5,955,587 and $6,629,115, respectively, related to refinancing the Facility. The deferred financing costs are amortised on the terms of the Facility. The Company is required to pay a non-utilisation fee of 100 basis points per annum for the Credit Suisse commitment and 90 basis points per annum for the MUFG commitment. For the periods ended 31 July 2021 and 2020, $2,360,829 and $2,522,601, respectively, in non-utilisation fees have been incurred.

 

Note 7 Financial Highlights

For the Six-month Periods Ended 31 July 2021 and 2020

In US Dollars

 

2021

 

2020

Shares

 

 

 

 

Per share operating performance:

 

 

 

 

Net asset value, beginning of period

 

$35.97

 

$27.58

Net realised and unrealised gains

 

8.23

 

0.68

Net investment loss

 

(0.09)

 

(0.08)

Total from investment operations

 

8.14

 

0.60

Net asset value, end of period

 

$44.11

 

$28.18

Market value, end of period

 

$31.50*

 

$19.90*

Total return at net asset value

 

22.6%

 

2.2%

Total return at market value

 

23.3%

 

(17.6%)

Ratios to average net assets

 

 

 

 

Expenses†

 

0.23%

 

0.31%

Net investment loss

 

(0.23%)

 

(0.29%)

 

* Represents the US dollar-denominated share price.

† Does not include operating expenses of underlying investments.

Note 8 Publication and Calculation of Net Asset Value

The NAV of the Company is equal to the value of its total assets less its total liabilities. The NAV per share is calculated by dividing the net asset value by the number of shares in issue on that day. The Company publishes the NAV per share of the shares as calculated, monthly in arrears, at each month end, generally within 20 days.

Note 9 Related Party Transactions

Other amounts payable to HarbourVest Advisers L.P. of $29,940 and $72,500 represent expenses of the Company incurred in the ordinary course of business, which have been paid by and are reimbursable to HarbourVest Advisers L.P. at 31 July 2021 and 31 January 2021, respectively.

Board-related expenses, primarily compensation, of $276,468 and $261,450 were incurred during the periods ended 31 July 2021 and 2020, respectively.

Note 10 Indemnifications

General Indemnifications

In the normal course of business, the Company may enter into contracts that contain a variety of representations and warranties and which provide for general indemnifications. The Company's maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Company that have not yet occurred. Based on the prior experience of the Investment Manager, the Company expects the risk of loss under these indemnifications to be remote.

Investment Manager Indemnifications

Consistent with standard business practices in the normal course of business, the Company has provided general indemnifications to the Investment Manager, any affiliate of the Investment Manager and any person acting on behalf of the Investment Manager or such affiliate when they act in good faith, in the best interest of the Company. The Company is unable to develop an estimate of the maximum potential amount of future payments that could potentially result from any hypothetical future claim but expects the risk of having to make any payments under these general business indemnifications to be remote.

Directors' and Officers' Indemnifications

The Company's Articles of Incorporation provide that the Directors, managers or other officers of the Company shall be fully indemnified by the Company from and against all actions, expenses, and liabilities which they may incur by reason of any contract entered into or any act in or about the execution of their offices, except such (if any) as they shall incur by or through their own negligence, default, breach of duty, or breach of trust, respectively.

Note 11 Subsequent Events

In the preparation of the Interim Financial Statements, the Company has evaluated the effects, if any, of events occurring after 31 July 2021 to 27 October 2021, the date that the Interim Financial Statements were issued.

During August 2021, the Company closed an additional $22 million to Secondary Overflow Fund IV L.P.

On 3 September 2021, the Company committed an additional $50 million to HarbourVest Asia Pacific 5 Feeder Fund L.P.

On 30 September 2021, the Company committed $25 million to HarbourVest 2021 Global Feeder Fund L.P., an additional $5 million to HarbourVest Partners XII Buyout Feeder Fund L.P., an additional $5 million to HarbourVest Partners XII Micro Buyout Feeder Fund L.P., and an additional $15 million to HarbourVest Partners XII Venture Feeder Fund L.P.

There were no other events or material transactions subsequent to 31 July 2021 that required recognition or disclosure in the Interim Financial Statements.

 

 

Disclosures

Investments

The companies represented within this report are provided for illustrative purposes only, as example portfolio holdings. There are over 10,000 individual companies in the HVPE portfolio, with no one company comprising more than 1.4% of the entire portfolio.

The deal summaries, General Partners (managers), and/or companies shown within the report are intended for illustrative purposes only. While they may represent an actual investment or relationship in the HVPE portfolio, there is no guarantee they will remain in the portfolio in the future.

Past performance is no guarantee of future returns.

Forward-looking Statements

This report contains certain forward-looking statements. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends, and similar expressions concerning matters that are not historical facts. In some cases, forward-looking statements can be identified by terms such as "anticipate", "believe", "could", "estimate", "expect", "intend", "may", "plan", "potential", "should", "will", and "would", or the negative of those terms, or other comparable terminology. The forward-looking statements are based on the Investment Manager's beliefs, assumptions, and expectations of future performance and market developments, taking into account all information currently available. These beliefs, assumptions, and expectations can change as a result of many possible events or factors, not all of which are known or are within the Investment Manager's control. If a change occurs, the Company's business, financial condition, liquidity, and results of operations may vary materially from those expressed in forward-looking statements.

By their nature, forward-looking statements involve known and unknown risks and uncertainties because they relate to events, and depend on circumstances, that may or may not occur in the future. Forward-looking statements are not guarantees of future performance. Any forward-looking statements are only made as at the date of this document, and the Investment Manager neither intends nor assumes any obligation to update forward-looking statements set forth in this document whether as a result of new information, future events, or otherwise, except as required by law or other applicable regulation.

In light of these risks, uncertainties, and assumptions, the events described by any such forward-looking statements might not occur. The Investment Manager qualifies any and all of its forward-looking statements by these cautionary factors.

Please keep this cautionary note in mind while reading this report.

Some of the factors that could cause actual results to vary from those expressed in forward-looking statements include, but are not limited to:

· the factors described in this report;

· the rate at which HVPE deploys its capital in investments and achieves expected rates of return;

· HarbourVest's ability to execute its investment strategy, including through the identification of a sufficient number of appropriate investments;

· the ability of third-party managers of funds in which the HarbourVest funds are invested and of funds in which the Company may invest through parallel investments to execute their own strategies and achieve intended returns;

· the continuation of the Investment Manager as manager of the Company's investments, the continued affiliation with HarbourVest of its key investment professionals, and the continued willingness of HarbourVest to sponsor the formation of and capital raising by, and to manage, new private equity funds;

· HVPE's financial condition and liquidity, including its ability to access or obtain new sources of financing at attractive rates in order to fund short-term liquidity needs in accordance with the investment strategy and commitment policy;

· changes in the values of, or returns on, investments that the Company makes;

· changes in financial markets, interest rates or industry, general economic, or political conditions; and

· the general volatility of the capital markets and the market price of HVPE's shares.

Publication and Calculation of Net Asset Value

The NAV of the Company is equal to the value of its total assets less its total liabilities. The NAV per share is calculated by dividing the NAV of the Company by the number of shares in issue. The Company intends to publish the estimated NAV per share as calculated, monthly in arrears, as at each month end, generally within 20 days.

Regulatory Information

HVPE is required to comply with the Listing Rules, Disclosure Guidance and Transparency Rules of the Financial Conduct Authority in the United Kingdom (the "LDGT Rules"). It is also authorised by the Guernsey Financial Services Commission as an authorised closed-end investment scheme under the Protection of Investors (Bailiwick of Guernsey) Law, 1987, as amended (the "POI Law"). HVPE is subject to certain ongoing requirements under the LDGT Rules and the POI Law and certain rules promulgated thereunder relating to the disclosure of certain information to investors, including the publication of annual and half-yearly financial reports.

Valuation Policy

Valuations Represent Fair Value Under US GAAP

HVPE's 31 July 2021 NAV is based on the 30 June 2021 NAV of each HarbourVest fund, and Conversus, adjusted for changes in the value of public securities, foreign currency, known material events, cash flows, and operating expenses during July 2021. The valuation of each HarbourVest fund is presented on a fair value basis in accordance with US generally accepted accounting principles ("US GAAP"). See Note 4 in the Notes to the Financial Statements on page 44.

The Investment Manager typically obtains financial information from 90% or more of the underlying investments for each of HVPE's HarbourVest funds to calculate the NAV. For each fund, the accounting team reconciles investments, distributions, and unrealised/realised gains and losses to the Financial Statements. The team also reviews underlying partnership valuation policies.

Management of Foreign Currency Exposure

The Investment Portfolio includes three euro-denominated HarbourVest funds and a Canadian dollar-denominated fund. 14.4% of underlying portfolio holdings are denominated in euros. The euro-denominated Investment Pipeline is €18.4million.

· 2.0% of underlying portfolio holdings are denominated in sterling. There is no sterling-denominated Investment Pipeline.

· 0.9% of underlying portfolio holdings are denominated in Australian dollars. There is no Australian dollar-denominated Investment Pipeline.

· 0.5% of underlying portfolio holdings are denominated in Canadian dollars. The Canadian dollar-denominated Investment Pipeline is C$10.6 million.

HVPE has exposure to foreign currency movement through foreign currency-denominated assets within the Investment Portfolio and through its Investment Pipeline of unfunded commitments, which are long term in nature. The Company's most significant currency exposure is to euros. The Company does not actively use derivatives or other products to hedge the currency exposure.

 

 

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