13 November 2009
NB Private Equity Partners Limited ("NBPE" or "the Company"), a
closed-end private equity fund of funds investment company, today
announces the approval by its Shareholders of amendments to its
Articles of Incorporation (the "Articles") made in relation to the
Company's proposed issue of zero divided preference shares ("ZDP
Shares"). The indicative terms of the Company's ZDP Share issue were
announced on 7 October 2009.
The Company was required to seek the approval of its Class A
Shareholders for the changes to the Company's Articles. These changes
establish the rights (summarised in the Circular) that will attach to
the ZDP Shares. For the Class A Approval Resolution to be passed,
more than 50 per cent. of votes received were required to be voted in
The approval and adoption of the Articles was also required to be
approved by special resolution of the Company's Class B Shareholder.
The Class A Shareholders approved the Class A Approval Resolution at
the Class Meeting, which was held at 10.30 a.m. on 13 November 2009
at Heritage Hall, Le Marchant Street, St. Peter Port, Guernsey GY1
4HY. Of 17,254,500 proxy votes received, 17,204,500 were voted in
favour of the Class Resolution, being 99.71 per cent. of votes cast.
Accordingly, the Class A Approval Resolution was passed.
Following approval of the Class A Approval Resolution by the Class A
Shareholders, the amended Articles were approved for adoption by
written special resolution of the holder of the Company's Class B
Capitalized terms used but not defined in this announcement shall,
unless the context requires otherwise, have the same meaning as in
For further information, please contact:
NBPE Investor Relations +1 214 647 9593
Oriel Securities +44 20 7710 7600
Financial Dynamics +44 20 7269 7114
About NB Private Equity Partners Limited
NBPE is a closed-end private equity fund of funds investment company
admitted to trading on Euronext Amsterdam and the Specialist Fund
Market of the London Stock Exchange. NBPE holds a diversified
portfolio of private equity fund investments and direct
co-investments selected by the NB Alternatives group of Neuberger
Berman, diversified across private equity asset class, geography,
industry, vintage year and sponsor.
This press release appears as a matter of record only and does not
constitute an offer to sell or a solicitation of an offer to purchase
NBPE is established as a closed-end investment company domiciled in
Guernsey. NBPE has received the necessary consent of the Guernsey
Financial Services Commission and the States of Guernsey Policy
Council. NBPE is registered with the Dutch Authority for the
Financial Markets as a collective investment scheme which may offer
participations in The Netherlands pursuant to article 2:66 of the
Financial Markets Supervision Act (Wet op het financial toezicht).
All investments are subject to risk. Past performance is no guarantee
of future returns. The value of investments may fluctuate. Results
achieved in the past are no guarantee of future results. This
document is not intended to constitute legal, tax or accounting
advice or investment recommendations. Prospective investors are
advised to seek expert legal, financial, tax and other professional
advice before making any investment decision. Statements contained in
this document that are not historical facts are based on current
expectations, estimates, projections, opinions and beliefs of NBPE's
investment manager. Such statements involve known and unknown risks,
uncertainties and other factors, and undue reliance should not be
placed thereon. Additionally, this document contains "forward-looking
statements." Actual events or results or the actual performance of
NBPE may differ materially from those reflected or contemplated in
such targets or forward-looking statements.
Oriel Securities Limited ("Oriel") is acting for NBPE and no-one else
in connection with NBPE and will not be responsible to anyone other
than NBPE for providing the protections afforded to customers of
Oriel or for providing advice in relation to NBPE.
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solely responsible for the content of this announcement.