Damille Investments II Limited
The Company will invest in a concentrated portfolio of primarily equity securities of issuers that the executive directors consider can properly be valued using a NAV valuation basis, as well as the securities of certain issuers that the executive directors consider can properly be valued using other appropriate valuation criteria, such as cash flow, earnings and dividend discount model based methodologies. In the opinion of the Company, many but not all of these companies would benefit from implementing certain measures to optimise their balance sheets and align management and shareholder interests. Such investee companies are expected to be, but will not be limited to, closed-ended investment funds, investment companies and other corporate entities such as real estate companies or natural resource companies.
The Company's investment objective is to realise significant capital returns for its shareholders with low volatility, by investing in a concentrated portfolio of primarily equity securities. In the opinion of the Company, many but not all of these companies would benefit from implementing certain measures to optimise their balance sheets and align management and shareholder interests. Such issuers are expected to be, but will not be limited to, closed-ended investment funds, investment companies and other corporate entities, such as real estate companies or natural resource companies.
It is anticipated that the Company's portfolio will, over time, likely comprise of 10 to 15 core holdings and a number of smaller holdings and a proportion of cash or cash equivalents. Typically, the Company will seek to acquire interests representing between three per cent. and 29.9 per cent. of the voting rights of investee companies, although larger stakes may be acquired. The aggregate investment in any one investee company (valued for these purposes at acquisition cost) will not represent, at the time of the Company's initial or subsequent investment in the investee company, more than 20 per cent. of the initial NAV, adjusted for any subsequent issue of shares but not adjusted for any capital return.
Measures for balance sheet optimisation will include, but are not limited to, making a full or partial return of capital to equity holders, repurchasing existing equity or debt securities, raising additional equity or debt capital or distributing new securities to existing securities holders (spin-offs).
The Company's articles of incorporation incorporate provisions permitting the Directors, in each year following the second anniversary of admission, to offer at their absolute discretion to each holder of shares an option to redeem up to 15 per cent. of their shareholding, subject to any legal or regulatory requirements and, in particular, the Companies Law (the "Redemption Offer"). The Directors intend to make a Redemption Offer in each such year, save in exceptional circumstances, where the Directors consider that to do so would result in a breach of applicable law or would have a material adverse effect on the Company.
In accordance with the Company's articles of incorporation, the Directors are required at the first Annual General Meeting held following the fourth anniversary of admission to propose an ordinary resolution that the Company continue its business as a closed-ended investment company (the "Continuation Resolution"). If the Continuation Resolution is passed, the Directors are required to propose a further Continuation Resolution as the Annual General Meetings held every second year thereafter.
The Company was listed on the Specialist Fund Market of the London Stock Exchange and Channel Islands Stock Exchange on 9 November 2011.
http://www.damilleinvestmentstwo.com/
The Company will invest in a concentrated portfolio of primarily equity securities of issuers that the executive directors consider can properly be valued using a NAV valuation basis, as well as the securities of certain issuers that the executive directors consider can properly be valued using other appropriate valuation criteria, such as cash flow, earnings and dividend discount model based methodologies. In the opinion of the Company, many but not all of these companies would benefit from implementing certain measures to optimise their balance sheets and align management and shareholder interests. Such investee companies are expected to be, but will not be limited to, closed-ended investment funds, investment companies and other corporate entities such as real estate companies or natural resource companies.
The Company's investment objective is to realise significant capital returns for its shareholders with low volatility, by investing in a concentrated portfolio of primarily equity securities. In the opinion of the Company, many but not all of these companies would benefit from implementing certain measures to optimise their balance sheets and align management and shareholder interests. Such issuers are expected to be, but will not be limited to, closed-ended investment funds, investment companies and other corporate entities, such as real estate companies or natural resource companies.
It is anticipated that the Company's portfolio will, over time, likely comprise of 10 to 15 core holdings and a number of smaller holdings and a proportion of cash or cash equivalents. Typically, the Company will seek to acquire interests representing between three per cent. and 29.9 per cent. of the voting rights of investee companies, although larger stakes may be acquired. The aggregate investment in any one investee company (valued for these purposes at acquisition cost) will not represent, at the time of the Company's initial or subsequent investment in the investee company, more than 20 per cent. of the initial NAV, adjusted for any subsequent issue of shares but not adjusted for any capital return.
Measures for balance sheet optimisation will include, but are not limited to, making a full or partial return of capital to equity holders, repurchasing existing equity or debt securities, raising additional equity or debt capital or distributing new securities to existing securities holders (spin-offs).
The Company's articles of incorporation incorporate provisions permitting the Directors, in each year following the second anniversary of admission, to offer at their absolute discretion to each holder of shares an option to redeem up to 15 per cent. of their shareholding, subject to any legal or regulatory requirements and, in particular, the Companies Law (the "Redemption Offer"). The Directors intend to make a Redemption Offer in each such year, save in exceptional circumstances, where the Directors consider that to do so would result in a breach of applicable law or would have a material adverse effect on the Company.
In accordance with the Company's articles of incorporation, the Directors are required at the first Annual General Meeting held following the fourth anniversary of admission to propose an ordinary resolution that the Company continue its business as a closed-ended investment company (the "Continuation Resolution"). If the Continuation Resolution is passed, the Directors are required to propose a further Continuation Resolution as the Annual General Meetings held every second year thereafter.
The Company was listed on the Specialist Fund Market of the London Stock Exchange and Channel Islands Stock Exchange on 9 November 2011.
http://www.damilleinvestmentstwo.com/