Pantheon International Regulatory News (PIN)

9 Mar 2005 07:00

For immediate release 8 March 2005PANTHEON INTERNATIONAL PARTICIPATIONS PLCPLACING OF UP TO 20 MILLION NEW REDEEMABLE SHARES AND NET ASSET VALUE AT 31JANUARY 2005PLACING OF UP TO 20,000,000 NEW REDEEMABLE SHARESThe Board of Pantheon International Participations PLC (`PIP') announces todaythat listing particulars have been published in relation to the proposedplacing of up to 20,000,000 new redeemable shares of 1p each in the capital ofthe Company (the "Placing").The placing price will be at 577.37p per new redeemable share, representing theunaudited net asset value per share as at 31 January 2005.The Company has recently participated in the acquisitions of two substantialportfolios of secondary private equity fund interests in relation to which theCompany's share of the total transaction consideration is approximatelyUS$172m. In order principally to better position itself to participate infuture opportunities, the Company needs to raise additional funds. Accordingly,the Company is seeking to raise up to approximately ‚£115.5 million by way ofthe Placing. The Board believes that growth in the market for secondaryinterests in private equity funds will continue to provide the Company withattractive investment opportunities.The Company has drawn down approximately ‚£41 million of its principal ‚£80million loan facility from The Royal Bank of Scotland PLC for the purpose offunding the acquisitions referred to above. The net proceeds of the Placingwill be applied towards repaying these borrowings and, subject to suchrepayment, in completing the funding of the acquisitions. Any balance will beused to increase the Company's capacity for future investments in accordancewith the Company's investment policy.Dresdner Kleinwort Wasserstein has, as agent for the Company, conditionallyagreed to implement the Placing at the placing price. The Placing is notunderwritten.The Placing will be undertaken pursuant to the general authority to allotshares granted by the Company's shareholders at the last annual general meetingon 25 November 2004. Application has been made to the UK Listing Authority forthe new redeemable shares to be issued in connection with the Placing to beadmitted to the Official List and to the London Stock Exchange for thosesecurities to be admitted to trading on the London Stock Exchange's market forlisted securities. It is expected that such admission will become effective andthat dealings in the new redeemable shares will commence on 30 March 2005. Thenew redeemable shares will rank pari passu with the existing redeemable sharesin issue.The full text of the listing particulars is available for inspection at theUKLADocument Viewing Facility, 25 The North Colonnade, Canary Wharf, London E145HS.NET ASSET VALUE AT 31 JANUARY 2005For the purposes of the Placing, the Board of the Company announces anunaudited net asset value per share of 577.37p at 31 January 2005 (578.95p at31 December 2004 and 585.38p at 30 September 2004).As previously disclosed, PIP recently committed to participate in theacquisitions of two substantial portfolios of secondary private equity fundinterests in relation to which the Company's share of the total transactionconsideration is approximately US$172m. One of these transactions is still inthe process of execution and, as at 31 January 2005, transfers had beenexecuted in respect of 44 out of a total of 59 funds across both portfolios.The Company's valuation policy for private equity funds is to base thevaluations on the latest periodic valuations produced by the fund managers(attributable valuation). In the case of the valuation as at 31 January 2005,the majority of these accounts are dated September 2004. However, PIP'svaluation policy for private equity fund interests acquired as secondaries isto value them at the lower of cost or attributable valuation until a periodicvaluation dated subsequent to completion of the acquisition has been receivedfrom the underlying fund manager. Thus, where a secondary interest has beenacquired at a premium to attributable value, it is normally written downimmediately. The total downwards adjustment in respect of premia arising onpurchases of secondary interests acquired prior to 31 January 2005 amounted to‚£7.9 million. It is expected that some of this downwards adjustment will beoffset in the current and next calendar quarter.Private equity funds may contain a proportion of quoted shares from time totime, for example where the underlying company investments have been takenpublic but the holdings have not yet been sold. PIP's Manager, PantheonVentures Limited, has reviewed the quoted market holdings at the date of thelatest fund accounts and has considered the value of those holdings at 31January 2005. As there has been a decrease in the value of these holdings since31st December 2004, in accordance with normal practice the Directors have madeappropriate adjustment to reflect this.The unaudited net assets attributable to ordinary shareholders and redeemableshareholders at 31 January 2005 stood at ‚£247.3m (‚£247.9m at 31 December 2004and ‚£250.7m at 30 September 2004). ### Ends ### For more information:Pantheon International Participations PLC 020 7484 6200Rhoddy SwirePantheon Ventures 020 7484 6200Alastair Bruce / Andrew LebusDresdner Kleinwort Wasserstein 020 7623 8000Robbie Robertson/Andrew Zychowskiwww.pipplc.com contactus@pipplc.comDresdner Kleinwort Wasserstein Securities Limited, which is authorised andregulated by the Financial Services Authority, is acting for the Company andfor no-one else inconnection with the Placing and will not be responsible to anyone other thanthe Company for providing the protections afforded to customers of DresdnerKleinwort Wasserstein Securities Limited, or for affording advice in relationto thePlacing.NOTES TO EDITORSPIP * Pantheon International Participations (`PIP') is a London quoted investment trust, managed by Pantheon Ventures Ltd., which uses an international fund-of-funds approach to private equity investment. * PIP has investments in over 300 private equity fund investments. * The Company is the longest-established private equity fund-of-funds investor quoted on the London Stock Exchange. PIP enables individuals as well as institutions to gain access to a substantial portfolio of unquoted companies in the USA, the UK, Continental Europe and Asia, within funds managed by experienced private equity managers. * Within its stated primary investment objective, the Company invests in private equity funds both by subscribing to new funds and by acquiring secondary interests. As an adjunct to this activity, the Company may occasionally acquire direct holdings in unquoted companies usually where a vendor is seeking to sell a combined portfolio of funds and direct holdings. PIP's investment policy also extends to investing directly in companies where there is a private equity manager well known to the Company investing on the same terms. Pantheon * Pantheon has been active in the private equity sector since 1982. * Pantheon is the leading private equity fund-of-funds manager in Europe and had ‚£4.4 billion under management at 30 June 2004. * Pantheon manages investments in some 600 private equity funds in over 30 countries. * Pantheon operates from offices in London, San Francisco, Hong Kong and Brussels. * Since early 2004, Pantheon has been part of Russell Investment Group, a global leader in multi-manager investing, becoming Russell's global private equity fund-of-funds business. ENDPANTHEON INTERNATIONAL PARTICIPATIONS PLC