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11.03.2013 17:30:00

Conversus Capital Releases Financial Results for the Year Ended 31 December 2012

Conversus Capital, L.P. (NYSE Euronext Amsterdam: CCAP) ("Conversus”) released its financial results for the year ended 31 December 2012 and reported an estimated net asset value ("NAV”) of $1.63 per unit.

Transaction with HarbourVest Structured Solutions II L.P.

On 31 December 2012, Conversus completed the sale of the Conversus entities that held Conversus’ portfolio of private equity fund interests and direct co-investments to HarbourVest Structured Solutions II L.P. ("HSS”) for a final adjusted purchase price of $1,243.8 million, or $19.11 per unit.

Net Asset Value Estimate

As of 31 December, Conversus had an estimated net asset value ("NAV”) of $1.63 per unit. By comparison, Conversus’ NAV as of 31 December 2011 was $26.88 per unit.

(in millions except per unit data)

   
31 Dec 2012 31 Dec 2011
Investment NAV $ 11.7 $ 1,725.2
Cash and Cash Equivalents 1,165.3 82.6
Performance Fees Payable - (54.7 )
Distributions Payable to Unit Holders (1,042.7 ) -
Other Net Assets (Liabilities) - (16.4 )
Accrued Liquidation Expense Liability, net   (28.3 )   -  
Estimated NAV $ 106.0   $ 1,736.7  
 
Common Units Outstanding 65.1 64.6
Estimated NAV per Unit $ 1.63 $ 26.88

Liquidation Process

On or about 30 April 2013, Conversus expects to appoint a liquidator to manage the wind down of Conversus’ remaining entities. Conversus will cease to exist upon the completion of a liquidation period which could last up to eighteen months beyond the appointment date.

Following the appointment of a liquidator, Conversus expects its license to operate as an authorized closed end scheme for Guernsey purposes will be withdrawn and that it will cease to be registered as a collective investment scheme permitted to offer participation rights in the Netherlands pursuant to article 2:66 of the Financial Market Supervision Act (Wet op het financieel toezicht).

Conversus has adopted the liquidation basis of accounting and has established an accrued liquidation expense liability which includes all operating expenses through final liquidation. The accrued liquidation expense liability will be adjusted as necessary to reflect actual operating expenses and revisions to estimated future expenses.

Unit Holder Distributions

During the year ended 31 December, Conversus paid cash distributions to unit holders totaling $133.3 million or $2.05 per unit. In addition, on 31 December, in conjunction with the HSS transaction, Conversus declared a cash distribution of $1,042.7 million, or $19.11 per unit, payable to unit holders that did not make an election to receive limited partnership interests of HSS. The distribution was paid on 14 January 2013. On 31 December, Conversus made an in-kind distribution of limited partnership interests of HSS totaling $201.1 million, or $19.11 per unit, to unit holders that made valid elections to receive limited partnership interests of HSS.

On 19 February 2013, Conversus paid a cash distribution to unit holders totaling $65.1 million, or $1.00 per unit, to unit holders of record as of 13 February 2013.

No assurances can be given as to exactly when future unit holder distributions will be paid or the amount of the distributions. Upon completion of a liquidation period, Conversus will make a liquidating distribution in accordance with Guernsey law.

Treasury Units

On 8 March 2013, Conversus cancelled its remaining 1.5 million units held in treasury. Conversus has 65.1 million units outstanding.

Annual Financial Report

Conversus has filed its Annual Financial Report for the year ended 31 December 2012 with the Netherlands Authority for the Financial Markets. The document can be accessed in the Investor Relations section of Conversus’ website under the heading "Financial Reports.”

Valuation Policy

Conversus carries investments on its books at fair value in accordance with accounting principles generally accepted in the United States. As of 31 December 2012, Conversus held one private equity fund investment at its estimated realizable value. The fund investment was sold on 2 January 2013. Directly held public equity securities were marked to market as of the last quoted price on 31 December 2012.

About Conversus Capital

Conversus is a publicly traded limited partnership based in Guernsey. On completion of its global initial public offering in July 2007, Conversus purchased a portfolio of high quality, seasoned private equity fund interests. In December 2012, Conversus completed the sale of its private equity portfolio. Currently in an orderly wind down, Conversus is focused on returning its remaining capital to unit holders in anticipation of the appointment of a liquidator.

Legal Disclaimer

This press release is not an offer to sell, or a solicitation of an offer to buy, securities in the United States or elsewhere. Securities may not be sold in the United States absent registration with the U.S. Securities and Exchange Commission or an exemption from registration under the U.S. Securities Act of 1933, as amended. Conversus is not a registered investment company under the U.S. Investment Company Act of 1940, as amended (the "Investment Company Act”), and the resale of Conversus securities in the United States or to U.S. persons other than to qualified purchasers as defined in the Investment Company Act is prohibited. Conversus does not intend to register any offering in the United States or to conduct a public offering of its securities in the United States. Conversus is an authorised closed-ended investment scheme for Guernsey regulatory purposes. Conversus is registered with the Netherlands Authority for the Financial Markets as a collective investment scheme which may offer participation rights in the Netherlands pursuant to article 2:66 of the Financial Market Supervision Act (Wet op het financieel toezicht). Past performance is not necessarily indicative of future results.

The common units and related restricted depositary units of Conversus are subject to a number of ownership and transfer restrictions. Information concerning these ownership and transfer restrictions is included in the Investor Relations section of Conversus’ website at www.conversus.com.

Forward-Looking Statements

This press release contains certain forward-looking statements. 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. Forward-looking statements speak only as of the date of these materials and include statements relating to expectations, beliefs, forecasts, projections (which may include statements regarding future economic performance, and the financial condition, results of operations, liquidity, cash flows, investments, business, net asset value and prospects of Conversus), future plans and strategies and anticipated results thereof, anticipated events or trends and similar matters that are not historical facts. By their nature, forward-looking statements involve risk and uncertainty, because they relate to events and depend on circumstances that will occur in the future, and there are many factors that could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements including, but not limited to, the following: the actual level of our operating costs relative to the estimates used to accrue our liquidation expenses; risks associated with our investments generally, and the actual realized value of investments; the size and timing of transactions involving our investments; changes in our financial condition, liquidity (including availability and cost of capital), cash flows and ability to meet our funding needs and satisfy our contractual obligations; general economic and political conditions and conditions in the equity, debt, credit, currency and, foreign exchange markets; the trading price, liquidity and volatility of our common units; competitive conditions; regulatory and legislative developments; and the risks, uncertainties and other factors discussed elsewhere in these materials or in our public filings and documents on our website (www.conversus.com). Conversus does not undertake to update any of these forward-looking statements.

EXCERPTS FROM CONVERSUS’ AUDITED COMBINED FINANCIAL STATEMENTS FOLLOW

 

Combined Statements of Net Assets (Liquidation Basis of Accounting)

As of 31 December 2012 and 31 December 2011

(US$ in thousands except for per unit amounts)

   
31 Dec 2012 31 Dec 2011
Assets

Investments, at fair value (cost $11,421 as of 31 Dec 2012; $1,607,649 as of 31 Dec 2011)

 

$ 11,247 $ 1,725,162

Investments, contracted to be sold, at fair value (cost $2,380 as of 31 Dec 2012; $0 as of 31 Dec 2011)

 

487 -
Cash and cash equivalents 1,165,303 82,573
Receivables and prepaid expenses   -     2,049  
Total Assets   1,177,037     1,809,784  
 
Liabilities
Performance fees payable - 54,715
Management fees payable - 6,522
Notes and interest payable - 1,000
Distribution payable to unit holders 1,042,736 -
Other liabilities - 10,871
Accrued liquidation expense liability, net   28,280     -  
Total Liabilities   1,071,016     73,108  
 
NET ASSETS $ 106,021   $ 1,736,676  
 
Net Assets
General Partners' capital $ - $ -

Limited Partners' capital (66,603 units issued and 65,086 units outstanding as of 31 Dec 2012; 66,603 units issued and 64,603 units outstanding as of 31 Dec 2011)

135,729 1,775,841

Treasury units (1,517 units as of 31 Dec 2012; 2,000 units as of 31 Dec 2011)

  (29,708 )   (39,165 )
 
NET ASSETS $ 106,021   $ 1,736,676  
 
NET ASSET VALUE PER UNIT OUTSTANDING $ 1.63   $ 26.88  
 
 

Combined Statement of Changes in Net Assets (Liquidation Basis of Accounting)

For the year ended 31 December 2012

(US$ in thousands)

  Year ended
31 Dec 2012
 
Net Decrease in Net Assets from Operations $ (199,174 )
Net Decrease in Net Assets from Liquidation Expenses (63,796 )
Net Decrease in Net Assets from Capital Transactions
Distributions paid to unit holders (133,321 )
Distribution declared to unit holders (1,042,736 )
In-kind distribution (201,101 )
Units issued from treasury   9,473  
Net Decrease in Net Assets from Capital Transactions (1,367,685 )
 
NET DECREASE IN NET ASSETS (1,630,655 )
 
NET ASSETS AT BEGINNING OF PERIOD   1,736,676  
 
NET ASSETS AT END OF PERIOD $ 106,021  
 
 

Combined Condensed Schedule of Investments

As of 31 December 2012 (US$ in thousands)

       
Cost Fair Value % of Net Assets

Unfunded
Commitments

Fund Investment
Buyout $ 2,380 $ 487 0.4 % $ 114
Total Fund Investment   2,380   487 0.4 %   114
 
Publicly Traded Equity Securities (1,2)
Consumer Discretionary 356 314 0.3 -
Consumer Staples 6,227 5,920 5.6 -
Financials 982 1,486 1.4 -
Information Technology 2,897 2,777 2.6 -
Media 169 104 0.1 -
Health Care   790   646 0.6     -
Total Publicly Traded Equity Securities   11,421   11,247 10.6     -
 
TOTAL $ 13,801 $ 11,734 11.0 % $ 114
 
 

(1) Industry classifications are determined at the individual portfolio company level and are based on the North American Industry Classification System ("NAICS").

(2) Publicly traded equity securities represent equity security distributions from fund investments and direct public equity investments.

 
       
Combined Condensed Schedule of Investments (Continued)

As of 31 December 2011 (US$ in thousands)

 
Cost Fair Value % of Net Assets

Unfunded
Commitments

FUND INVESTMENTS, AT FAIR VALUE

 

North America
Buyout $ 1,054,470 $ 1,130,664 65.1 % $ 308,589
Venture Capital 249,033 269,238 15.5 50,061
Special Situation   66,244   93,501 5.4     5,922
Total North America   1,369,747   1,493,403 86.0     364,572
 
Europe, Asia and RoW
Buyout 126,446 114,660 6.6 37,140
Venture Capital   2,269   2,561 0.1     412
Total Europe, Asia and RoW   128,715   117,221 6.7     37,552
 
Total Fund Investments   1,498,462   1,610,624 92.7     402,124
 
DIRECT INVESTMENTS, AT FAIR VALUE (1)
Direct Co-Investments
Industrials 52,544 57,893 3.3 -
Telecommunication Services 25,000 20,000 1.2 -
Consumer Discretionary 10,000

 

10,000 0.6 -
Health Care   5,000   5,000 0.3     -
Total Direct Co-Investments   92,544   92,893 5.4     -
 
Publicly Traded Equity Securities (2)
Financials 8,276 9,319 0.6 -
Industrials 4,165 9,228 0.5 -
Telecommunication Services 1,695 1,387 0.1 -
Information Technology 1,030 759 0.0 -
Energy & Utilities 945 503 0.0 -
Materials   532   449 0.0     -
Total Publicly Traded Equity Securities   16,643   21,645 1.2     -
 
Total Direct Investments   109,187   114,538 6.6     -
 
TOTAL INVESTMENTS, AT FAIR VALUE $ 1,607,649 $ 1,725,162 99.3 % $ 402,124
 
 

(1) Industry classifications are determined at the individual portfolio company level and are based on the NAICS

(2) Publicly traded equity securities represent equity security distributions from fund investments and direct public equity investments.

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