Publication of a Prospectus
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED STATES OF AMERICA, SOUTH AFRICA, CANADA OR JAPAN OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT OR ANY COPY OF IT.
This announcement is not an offer of securities for sale or subscription in the United States of America, South Africa, Canada or Japan or any other jurisdiction. This announcement is an advertisement and not a prospectus. Investors should not purchase or subscribe for any transferable securities referred to in this announcement except on the basis of information contained in the prospectus dated 29 March 2019 published by CVC Credit Partners European Opportunities Limited.
29 March 2019
CVC CREDIT PARTNERS EUROPEAN OPPORTUNITIES LIMITED
(a closed-ended investment company incorporated in Jersey with registration number 112635)
Registered Office: IFC 1, The Esplanade, St Helier, Jersey, JE1 4BP
Publication of a Prospectus
CVC Credit Partners European Opportunities Limited (the "Company") has today published a prospectus (the "Prospectus") in respect of a 12-month placing programme for up to 500 million placing shares, being new ordinary shares (to be denominated as either Euro ordinary shares, Sterling ordinary shares and/or US Dollar ordinary shares) ("New Shares") and/or C shares (to be denominated as either Euro C shares, Sterling C shares and/or US Dollar C shares) ("C Shares" and, together with the New Shares, the "Placing Shares").
The Placing Shares will be issued pursuant to the authorities granted by the Company's shareholders at a general meeting of the Company held on 16 November 2018.
The Prospectus will shortly be available on the Company's website at www.ccpeol.com and on the National Storage Mechanism at http://www.morningstar.co.uk/uk/NSM. The Prospectus will also be made available at the registered office of the Company at IFC 1, The Esplanade, St Helier, Jersey, JE1 4BP.
Terms used in this announcement shall, unless the context otherwise requires, bear the meanings given to them in the Prospectus.
CVC Credit Partners European Opportunities Limited
+44 1534 625 522
Winterflood Securities Limited
Joe Winkley/Neil Morgan
+44 20 3100 0000
CVC Credit Partners European Opportunities Limited is regulated by the Jersey Financial Services Commission. The Jersey Financial Services Commission does not take any responsibility for the financial soundness of the Company or for the correctness of any statements made or expressed in this document
A copy of this announcement will be available for inspection, subject to certain restrictions relating to persons resident in restricted jurisdictions, on the Company's website at www.ccpeol.com.
This document has been issued by the Company solely for the purpose of providing information about the Company and should not be taken as an inducement to engage in any investment activity. This document does not constitute or form part of, and should not be construed as, any offer for sale or subscription of, or solicitation of any offer to buy or subscribe for, any share in the Company or securities in any other entity, in any jurisdiction, including the United States of America, South Africa, Canada or Japan nor shall it, or any part of it, or the fact of its distribution, form the basis of, or be relied on in connection with, any contract or investment decision whatsoever, in any jurisdiction.
This document, and the information contained therein, is not for viewing, release, distribution or publication in or into the United States of America, South Africa, Canada or Japan or any other jurisdiction where applicable laws prohibit its release, distribution or publication, and will not be made available to any national, resident or citizen of the United States of America, South Africa, Canada or Japan.
The distribution of this document in other jurisdictions may be restricted by law and persons into whose possession this document comes must inform themselves about, and observe, any such restrictions. Any failure to comply with the restrictions may constitute a violation of the federal securities law of the United States and the laws of other jurisdictions.
The shares issued and to be issued by the Company (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. The Shares may not be offered, sold, resold, pledged, delivered, distributed or otherwise transferred, directly or indirectly, into or within the United States, or to, or for the account or benefit of, US persons (as defined in Regulation S under the Securities Act). No public offering of the Shares is being made in the United States.
The Company has not been and will not be registered under the US Investment Company Act of 1940, as amended (the "Investment Company Act") and, as such, holders of the Shares will not be entitled to the benefits of the Investment Company Act. No offer, sale, resale, pledge, delivery, distribution or transfer of the Shares may be made except under circumstances that will not result in the Company being required to register as an investment company under the Investment Company Act. Neither the U.S. Securities and Exchange Commission (the "SEC") nor any state securities commission has approved or disapproved of the Shares or passed upon or endorsed the merits of the offering of the Shares or the adequacy or accuracy of the Prospectus. Any representation to the contrary is a criminal offence in the United States. In addition, the Shares are subject to restrictions on transferability and resale in certain jurisdictions and may not be transferred or resold except as permitted under applicable securities laws and regulations. Investors may be required to bear the financial risks of their investment in the Shares for an indefinite period of time. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdictions.
No liability whatsoever (whether in negligence or otherwise) arising directly or indirectly from the use of this document is accepted and no representation, warranty or undertaking, express or implied, is or will be made by the Company, 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 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 document, 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 document and nothing in this document is or should be relied on as a promise or representation as to the future.
Winterflood Securities Limited, which is authorised and regulated in the United Kingdom by the FCA, are acting exclusively for the Company and no one else in connection with the issue of Placing Shares and the Placing Programme. Winterflood Securities Limited will not regard any person (whether or not a recipient of the Prospectus) as its client in relation to issue of Placing Shares or the Placing Programme and will not be responsible to anyone other than the Company for providing the protections afforded to their clients nor for providing advice in relation to the issue of Placing Shares or the Placing Programme, or any other transaction or arrangement referred to herein.
Unless otherwise indicated, the information provided herein is based on matters as they exist as of the date of preparation and not as of any future date. All investments are subject to risk, including the loss of the principal amount invested.
Past performance is no guarantee of future returns. All investments to be held by the Company involve a substantial degree of risk, including the risk of total loss.
The value of shares and the income from them is not guaranteed and can fall as well as rise due to stock market and currency movements. When you sell your investment you may get back less than you originally invested. You should always seek expert legal, financial, tax and other professional advice before making any investment decision.
The Company is a self-managed Jersey registered alternative investment fund, and is regulated by the Jersey Financial Services Commission. The Jersey Financial Services Commission does not take any responsibility for the financial soundness of the Company or for the correctness of any statements made or expressed in this document.
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