REG-JZ Capital Ptnrs Ltd: Update on Secondary Sale and Monthly Net Asset Value

JZ Capital PartnersAnnouncement

23/06/2022 07:15

JZ CAPITAL PARTNERS LIMITED (the "Company" or "JZCP")
(a closed-ended investment company incorporated with limited liability under
the laws of Guernsey with registered number 48761)
LEI 549300TZCK08Q16HHU44

Further Update in relation to Secondary Sale and

Monthly Net Asset Value

23 June 2022

Secondary Sale

JZ Capital Partners Limited, the London listed fund that has investments in US
and European microcap companies and US real estate, is pleased to provide a
further update in relation to its interest in the Secondary Fund, JZHL
Secondary Fund LP and to its announcement made on 23 May 2022.

In that announcement, the Company provided an update that a portfolio company
of the Secondary Fund had executed an agreement to sell certain of its
interests with completion of the sale being subject to the satisfaction of
certain conditions, including the federal premerger notification program
established by the Hart-Scott-Rodino Act.  The sale concerned the disposal of
a portion of the Secondary Fund's interest in the portfolio company, Testing
Services Holdings, and the Company is now pleased to announce that the
conditions to the sale have been satisfied and that the sale has completed. 
As a result, the Company has received a distribution from the Secondary Fund
of approximately US$96.2 million.

The sale of a portion of Testing Services Holdings and the resultant
distribution received by the Company corresponds to a NAV uplift to JZCP of
approximately 59 cents per Ordinary Share of the Company based on the 30 April
2022 valuation and an approximately 70 cents uplift compared to the 28
February 2022 valuation reflected in the Company's annual results.  In
addition and as previously announced, the Company having now received such
distribution is expected to be able to fund its obligation to redeem its zero
dividend preference shares due on 1 October 2022, subject to compliance with
the financial covenants of the Company's Senior Facility provided by
WhiteHorse Capital Management, LLC due on 26 January 2027 and the extension of
the maturity of the Subordinated Notes made available by Jay Jordan and David
Zalaznick (and their affiliates) due on 11 September 2022.  It had previously
been indicated that when the Company had sufficient cash to redeem the zero
dividend preference shares such an extension would be negotiated and,
accordingly, the Company intends to seek to negotiate such an extension to the
maturity of the Subordinated Notes.

JZCP’s remaining interest in the Secondary Fund, following completion of the
sale of a portion of Testing Services Holdings, is valued at approximately
US$75.4 million.  As previously announced, the Company will also make further
announcements in relation to any further distributions of the Secondary Fund
(and in particular concerning any distributions as a result of its interest in
the Secondary Fund) as and when appropriate and once further information
becomes available to it.

Monthly Net Asset Value ("NAV")

The unaudited Net Asset Value per Ordinary Share of the Company as at the
close of business on 31 May 2022 was as follows:

 Company Name                 Date         NAV per Ordinary Share  
 JZ Capital Partners Limited  31 May 2022  US$4.85                 

JZCP’s NAV at 31 May 2022 is US$4.85 per Ordinary Share (US$4.36 per
Ordinary Share at 30 April 2022), the increase in NAV of 49 cents per Ordinary
Share is due to net investments gains of 48 cents (59 cents Secondary Fund
uplift less 11 cents other portfolio write downs), investment income of 1
cent, net fx gains of 2 cents offset by expenses and finance costs of (2)
cents.

Below is a summary of the Company's assets and liabilities at 31 May 2022,
together with a pro forma summary of the same at 23 June 2022 which includes
the above described distribution received by the Company from the Secondary
Fund.  As at 23 June 2022, the Company has cash and cash equivalents of
approximately US$136 million.

                                                                               Pro forma  (incl. Secondary Fund distribution) 
                                                                    31.5.2022                                       23.6.2022 
                                                                      US$'000                                         US$'000 
 Assets                                                                                                                       
 Private Investments                                                  483,289                                         387,132 
 Cash and Cash equivalents                                             40,334                                         136,491 
 Other Receivables                                                         10                                              10 
                                                                                                                              
 Total Assets                                                         523,633                                         523,633 
                                                                                                                              
 Liabilities                                                                                                                  
 Senior debt - maturity date 26th January 2027                         42,687                                          42,687 
 ZDP shares -maturity date 1st October 2022                            71,385                                          71,385 
 Loan notes - maturity date 12th September 2022                        31,824                                          31,824 
 Other liabilities                                                      2,014                                           2,014 
                                                                                                                              
 Total Liabilities                                                    147,910                                         147,910 
                                                                                                                              
 Net Asset Value                                                      375,723                                         375,723 
                                                                                                                              
 Number of Ordinary Shares in issue                                77,477,214                                      77,477,214 
 Net Assets Value per Ordinary Share                                  US$4.85                                         US$4.85 

Unless otherwise defined herein, capitalised terms used in this announcement
have the meanings given to them in the announcements of the Company dated 23
May 2022 and 7 April 2022 (as applicable).

______________________________________________________________________________________

For further information:

 Kit Dunford / Ed Berry FTI Consulting                                                                     +44 (0)7717 417 038 / +44 (0)7703 330 199  
 David Zalaznick Jordan/Zalaznick Advisers, Inc.                                                           +1 (212) 485 9410                          
 Sam Walden / Martin Chapman Northern Trust International Fund Administration Services (Guernsey) Limited  +44 (0) 1481 745385 / +44 (0)1481 745183   

Important Notice

This announcement includes statements that are, or may be deemed to be,
"forward-looking statements". These forward-looking statements can be
identified by the use of forward-looking terminology, including the terms
"believes", "estimates", "anticipates", "expects", "intends", "may", "will" or
"should" or, in each case, their negative or other variations or comparable
terminology. These forward-looking statements relate to matters that are not
historical facts. By their nature, forward-looking statements involve risks
and uncertainties because they relate to events and depend on circumstances
that may or may not occur in the future. Forward-looking statements are not
guarantees of future performance. The Company's actual investment performance,
results of operations, financial condition, liquidity, policies and the
development of its strategies may differ materially from the impression
created by the forward-looking statements contained in this announcement. In
addition, even if the investment performance, result of operations, financial
condition, liquidity and policies of the Company and development of its
strategies, are consistent with the forward-looking statements contained in
this announcement, those results or developments may not be indicative of
results or developments in subsequent periods. These forward-looking
statements speak only as at the date of this announcement. Subject to their
legal and regulatory obligations, each of the Company, Jordan/Zalaznick
Advisers, Inc. and their respective affiliates expressly disclaims any
obligations to update, review or revise any forward-looking statement
contained herein whether to reflect any change in expectations with regard
thereto or any change in events, conditions or circumstances on which any
statement is based or as a result of new information, future developments or
otherwise.



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