Jpel Priv Eqty Regulatory News (JPEL)

J.P. Morgan Private Equity Limited

Carinthia House

9-12 The Grange

St Peter Port

Guernsey GY1 4BF

www.jpelonline.com

Notice to Shareholders - Potential Transaction

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· JPEL Board in discussions to transition existing investment management contract from J.P. Morgan Asset Management to Fortress Investment Group

· In response to discussions between J.P. Morgan Asset Management and Fortress Investment Group, the entire management team responsible for JPEL will move from J.P. Morgan Asset Management to Fortress Investment Group

· No change in underlying investment management responsibilities for JPEL as Troy Duncan and Greg Getschow will remain as sole investment committee members

· No change in underlying investment process or strategy as investment team is unchanged.

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GUERNSEY, 27 OCTOBER 2015

The Board of J.P. Morgan Private Equity Limited ("JPEL" or the "Company") would like to announce that the Company is in discussions to potentially transfer the existing investment management contract from J.P. Morgan Asset Management ("JPMAM") to an affiliate of Fortress Investment Group LLC ("FIG") (the "Potential Transaction"). As part of the Potential Transaction, the Board understands that the investment management team that has been responsible for managing JPEL since its inception in 2005 led by Troy Duncan and Greg Getschow, will transition from JPMAM to the credit business of FIG. JPEL's investment strategy and programme will continue. The Potential Transaction is part of a broader spin-out involving the investment management team led by Troy Duncan and Greg Getschow.

None of JPEL, JPMAM or FIG are under any obligation to consummate the Potential Transaction (or any other transaction) and there can be no assurances as to if and when the Potential Transaction may be consummated. Among other things, the consummation of the Potential Transaction is subject to due diligence and negotiations being completed to the satisfaction of JPEL, JPMAM and FIG, the entering into of definitive documentation to effect the Potential Transaction and all necessary legal, regulatory and board approvals being obtained or received by JPEL, JPMAM and FIG.

Further information regarding the Potential Transaction will be made available in due course if and as discussions proceed.

Information about Fortress Investment Group LLC ("FIG"):

Fortress Investment Group LLC is a highly diversified global investment firm with $72.0 billion in assets under management as of June 30, 2015. Founded in 1998, Fortress manages assets on behalf of approximately 1,700 institutional clients and private investors worldwide across a range of private equity, credit and real estate, liquid hedge funds and traditional asset management strategies. Fortress is publicly traded on the New York Stock Exchange (NYSE: FIG).

Fortress's Credit business was launched in 2002 by Pete Briger. Today, the Fortress Credit team consists of over 400 professionals and is focused on investing globally, primarily in undervalued assets and distressed and illiquid credit investments. The investment team, led by Co-CIOs Pete Briger and Dean Dakolias, has a long and established track record investing throughout a number of credit and distressed cycles around the world. With over 85 professionals dedicated to asset management in over 15 geographic locations, the Fortress Credit team also has the experience and expertise to manage and service assets with operational complexity.

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For further information please contact:

J.P. Morgan Private Equity Limited

Greg Getschow

+1 212 648 1150

Gregory.Getschow@jpmorgan.com

Rosemary DeRise / Samantha Ladd

+1 212 648 2980 / +1 212 648 2982

Rosemary.DeRise@jpmorgan.com / Samantha.Ladd@jpmorgan.com

About J.P. Morgan Private Equity Limited

J.P. Morgan Private Equity Limited ("JPEL" or the "Company") is a Guernsey registered and incorporated, London Stock Exchange-listed, closed-ended investment company (LSE: JPEL, JPZZ, JPSZ) with USD 562 million of net assets as at 31 July 2015. The Company's capital structure consists of three classes of shares: US$ Equity Shares and two classes of Zero Dividend Preference Shares due 2015 and 2017, respectively. The Company was acquired by J.P. Morgan as part of its acquisition of Bear Stearns in 2008 and is not part of J.P. Morgan Asset Management's Investment Trust business.