Semi-Annual Report
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2SEMI-ANNU 012AL REPORT AND UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS 31 JULY Contents 01 Key Highlights and Investment Strategy Key Highlights Financial Summary Features of Investment Strategy 04 Chairman’s Letter 06 Investment Manager’s Review Results for the Six-Month Period Ended 31 July 2012 About HarbourVest Portfolio Portfolio Review Balance Sheet Management and Commitment Ratios Investment Manager’s Review Recent Events 32 About the Board Statement of Directors’ Responsibilities in Respect to the Financial Statement 34 Unaudited Consolidated Financial Statements Consolidated Financial Statements Notes to Consolidated Financial Statements 47 Disclosures 49 Company Advisors COMPANY OVERVIEW HarbourVest Global Private Equity Limited (“HVPE” or the “Company”) is a Guernsey-incorporated company listed on the Specialist Fund Market of the London Stock Exchange and Euronext Amsterdam by NYSE Euronext, the regulated market of Euronext Amsterdam, registered with the Netherlands Authority for the Financial Markets as a closed-end investment company pursuant to section 1:107 of the Dutch Financial Markets Supervision Act, and authorised as a closed-ended investment scheme in accordance with section 8 of the Protection of Investors (Bailiwick of Guernsey) Law, 1987, as amended, and rule 6.02 of the Authorised Closed-ended Investment Scheme Rules 2008. HVPE is managed by HarbourVest Advisers L.P. (the “Investment Manager”), an affiliate of HarbourVest Partners, LLC (“HarbourVest”), a private equity firm whose history dates back to 1982. HarbourVest is headquartered in Boston and has committed more than $30 billion to investments. The Company issued 83,000,000 shares at $10.00 per share in December 2007. Key Highlights and Investment Strategy Key Highlights For the Six Months Ended 31 July 2012 $42m realised profits $11.41 NAV per share $943m NAV 13% increase $7.19 LSE share price ($6.37 at 31 January 2012) Primary, secondary, and direct investments $1,0 3 8 m Investment Portfolio $95m net debt ($152m at 31 January 2012) 20 Vintage Years (73% pre-2008) T op 100 companies represent 28% of NAV Cash Flow Six consecutive months of positive $36m Invested cash flows $93m Realised 31% Uplift on Realisations $57m 200+ Liquidity Events (IPO and M&A) Cash Flow Positive $107m Debt ($154m at 31 January 2012) 10% Net Leverage Ratio (Net Debt / NAV) $405m Cash and Available Credit Facility Repaid $44m of debt during six-month period 157% Allocated Commitment Ratio $520m Investment Pipeline (152% 31 January 2012) (future commitments) 91% Allocated Coverage Ratio $444m Allocated (103% 31 January 2012) $76m Not Allocated HVPE Key Highlights and Investment Strategy / 1 Financial Summary SUMMARY OF NET ASSET VALUE 31 July 2012 31 January 2012 (in millions except per share and % data) Investment Portfolio $1,038.4 $1,096.2 Cash and Cash Equivalents 11.8 2.2 Debt (106.7) (154.4) Net Other Assets (Liabilities) (0.2) — NAV $943.3 $944.0 NAV per Share* $11.41 $11.42 INVESTMENT PIPELINE (Unfunded Commitments) Allocated $443.6 $337.2 Unallocated 76.5 116.3 Total Investment Pipeline $520.1 $453.5 Cash + Remaining Available Credit Facility† $405.1 $347.8 FINANCIAL PERIOD Six Months Ended Financial Year Ended 31 July 2012 31 January 2012 INVESTMENTS $35.9 $251.0 % of Investment Pipeline‡ 7.9% 39.8% REALISATIONS $93.1 $180.6 % of Investment Portfolio§ 8.5% 19.5% NET CASH FLOW $57.2 ($70.4) Investments include 2011 investment in Absolute Private Equity Ltd. * 82.7 million shares outstanding † Available credit facility reflects amount available subject to most restrictive covenant limit applicable. ‡ Percent of Investment Pipeline at prior financial year end. Includes Absolute investment. § Percent of Investment Portfolio at prior financial year end. 2 / Key Features of Investment Strategy Superior Access to New Investment Opportunities Committed ($ millions) $120 Conversus $60 Dover VIII $2 Direct $50 $4 2012 Secondary Direct Fund $46 Primary To Underlying HarbourVest Co-investment* Managers Fund Commitments ZFunded using proceeds received from the maturing portfolio and the credit facility. Highly Diversified and Mature Portfolio % of Investment Portfolio 6% 7% Other RoW 27% 32% 25% 2008-2012 Venture Europe 46% 68% 2005-2007 62% U.S. Buyout 27% Pre-2005 Strategy Geography Vintage Year ZA comprehensive portfolio should strive to be consistently exposed to the most successful managers in their areas of expertise. Strong Balance Sheet ($ millions) $76 $500 Unallocated Credit Facility $444 $393 Allocated Available Credit Facility $12 $93 Cash Credit Facility Liquid Resources Investment Pipeline Realisations During through 2014 of $405 of $520 Six Months to 31 July 2012 ZListed private equity vehicles should maintain adequate resources to finance future obligations. * Committed in July 2012, transaction expected to close later in 2012 and 2013. HVPE Key Highlights and Investment Strategy / 3 Chairman’s Letter Dear Shareholders, The Company and its Portfolio Apart from the initial public offering of Facebook and participation in the offer for the assets of Conversus At 31 July 2012, HVPE’s Net Asset Value per share Capital L.P., of which more later in this letter, the six (“NAV”) of $11.41 was just one cent lower than at months to 31 July 2012 were a relatively quiet period the year end six months earlier. The Investment for your Company. Economic activity around the Manager’s report sets out the details. Some useful world was relatively subdued as economies uplifts on realisations of investments were offset continued to struggle to unwind the problems that by the costs of running the Company and more arose as a result of the excesses of the debt-fuelled particularly by some modest reductions in value of boom years. Many of those problems are proving some of the Company’s investments. However, in to be extraordinarily difficult to resolve, both effect the six-month period was, on this occasion, economically and politically, and government flat at the end of six half yearly periods of sustained borrowing in many low growth economies remains NAV growth. stubbornly high and, in many cases, continues to At 31 January 2012, HVPE’s largest investment was increase. Short-term interest rates remain close to in Facebook (1.25% of the portfolio) representing zero in many countries. However, economic growth, $13.7 million in value, which was subsequently without which the position is unlikely to improve, is listed on NASDAQ in May. Although the post-listing proving very elusive in many of the mature economies. share price performance of Facebook has been The U.S. is the most important economy for both disappointing, some of the private equity funds in the world and for your Company. Although there are which HVPE is invested backed the company from some signs of improvement in the economy, albeit its early days and have seen spectacular gains. not in the outlook for employment, the divisive From the base of the original investment made by political battle for the presidency in November does those funds, and despite the decline in the public not bode well for agreement on decisive political share price, HVPE’s interest was valued at more than action on the economy after the election. Fortunately 250 times cost at 31 July 2012. $5.0 million of that the Federal Reserve’s mandate to some extent allows interest was sold at the IPO and the cash distributed it to act independently of the politicians, and a clear to HVPE. So although Facebook did not add to NAV understanding of the mistakes of the 1930s remains in the six months to 31 July 2012, it provided liquidity Mr. Bernanke’s specialist subject. and amply justified previous valuations, as well as showing what spectacular returns can sometimes Europe is the second most important market in which be obtained in the U.S. venture market to which your Company is invested. Here most countries, your Company has significant exposure. and certainly those within the 17 nation eurozone, continue to be affected seriously by the instability of the euro as a common currency and the inability Uplifts on Realisations of the politicians to forge a lasting solution. Although Mr. Draghi, the new chairman of the On page 16 there are details of the uplifts on European Central Bank, appears to understand realisations of the largest 43 M&A transactions in both the problems and the possible solutions, the six-month period. We measure the uplifts by political road-blocks in parliaments and electorates reference to the previous carrying values at the make it seem unlikely that the euro will become a month end prior to the announcement of a possible stable currency in the near future. Indeed I expect deal. Those carrying values will in many cases to see continuing periods of relative calm alternating already have been written up from cost. with political or economic crises. That is not a happy recipe for growth. 4 / Those 43 largest realisations showed an uplift to December 2012. In conjunction with the acquisition of carrying value of 31% and represented approximately Conversus’ investment portfolio, HarbourVest is offering 86% of the total value of M&A realisations in the period. existing Conversus unit holders the option to participate The Investment Manager will continue to refine this in the wind-down of the Conversus assets by rolling work and I hope to be able to report in more detail over into a newly formed realisation vehicle. The level at the year end. of roll over will be determined through a unit holder election process expected to be launched by Conversus in October, after which HVPE’s final level Share Price and Turnover of participation will be known. The share price ended the six months at $7.19 As was the case with Absolute, HarbourVest advised which was a welcome uplift on the price of $6.37 at your Board that it is of the opinion that this is an attractive 31 January.