Tuesday 30th June 2015
NEWS TICKER, TUESDAY JUNE 30TH 2015: Pamplona Capital Management (“Pamplona”) has acquired Precyse, a health information manager in services, education and technology founded in 1999. Also, earlier this month, Pamplona sold the majority of its controlling stake in Alvogen, a high growth generic drugs company, to a consortium of investors. The Precyse investment has been made from Pamplona’s fourth private equity fund, Pamplona Capital Partners and was advised by Deutsche Bank Securities and received legal advice from Simpson Thacher & Bartlett. Pamplona is a London and New York based specialist investment manager established in 2005. In addition to Precyse, Pamplona’s healthcare investment portfolio currently includes Spreemo, a company that is bringing to the workers compensation specialty benefits management industry with a focus on radiology; Intralign, which helps hospital and surgeons achieve a rep-less, optimised surgical episode by combining assessment with clinical support and operational tools; Magnacare, a healthcare administrative services company focused on self-insured employers and workers complains in the New York and New Jersey regions; and Privia Health, a physician practice management and population health technology company. - In line with its strategy to focus on packaging solutions for its pharmaceutical customers, Gerresheimer today announced that it will sell its glass tubing business to Corning Incorporated. The €196m ($219m) deal was advised by McDermott Will & Emery - GVQ Investment Management Limited (GVQIM), a specialist fund manager that applies private equity investment techniques to the public markets, has announced the appointment of Jane Tufnell as non-executive chairman. Tufnell co-founded Ruffer Investment Management Limited, a privately owned fund management group in 1994. She is an Independent Non-Executive Director of the Diverse Income Trust and of the JP Morgan Claverhouse Investment Trust. - Insurance broker and risk advisory firm Willis Group Holdings and professional services group Towers Watson on Tuesday said they had agreed to an all-stock merger that values the combined company at $18bn. Under the deal, which has been approved by both boards, Towers Watson shareholders will get 2.6490 Willis shares for each share held as well as a one-time cash dividend of $4.87 a share. Willis Group shareholders will own 50.1% of the combined group and Towers Watson shareholders will own the rest. The combined company, to be named Willis Towers Watson, will have 39,000 employees in more than 120 countries and revenue of about $8.2bn. Willis Chairman James McCann will be chairman of the combined company and Towers Watson Chairman and Chief Executive John Haley will be its CEO. Willis CEO Dominic Casserley will be president and deputy CEO of the combined company. Its board will consist of six directors from each company. Towers Watson’s chief financial officer, Roger Millay, will be CFO - According to BankingLaw 360, the US Supreme Court has granted an appeal from Merrill Lynch, UBS Securities LLC and other financial institutions over a shareholder suit alleging they engaged in illegal and manipulative “naked” short selling - Roxi Petroleum has reported progress at its flagship BNG asset as it posted an operational update. The Central Asian oil and gas company with a focus on Kazakhstan says that a gross oil-bearing interval of at least 105 metres, from 4,332 metres to 4,437 metres, was found at its Deep Well A5. The well, which was spudded in July 2013, will require specialist equipment for a more comprehensive 30-day core sampling test, but has already began preparatory extraction work Elsewhere, Deep Well 801, spudded in December 2014, is in the production test phase. "Progress at the BNG deep wells can best be described as steady," says chairman Clive Carver. "We look forward to reporting the results of our ongoing work in the near future – Advisory firm Hargreaves Landsdown has reportedly acquired a client book of 7,000 investors with a combined £370m of assets from JP Morgan Asset Management. The book accounts for 6% of JP Morgan’s direct client business and represents clients that hold or plan to continue to invest in non-JP Morgan funds or investment trusts in wrappers other than the JP Morgan ISA. This includes clients with direct equities, gilts or exchange-traded funds, who will be moved the brokers Vantage platform. The sale follows JP Morgan's announcement in January 2014 that it would no longer offer direct clients anything other than JP Morgan funds and investment trusts and that it would close its cash ISA and Sipp. There will be no transfer charge for clients moving to Hargreaves. The terms of the deal have not been disclosed - The OECD will publish Government at a Glance 2015 on Monday July 6th. The biannual report, now in its fourth edition, presents more than 50 indicators to compare governments’ performance in everything from public finances (including government spending per person), cuts to staffing and pay in central government and the level of private asset disclosure by government officials to access to and satisfaction with the healthcare, education and the justice systems This year’s report covers non-OECD countries for some indicators including Brazil, China, Egypt, India, Russia, South Africa and Ukraine and 36 country factsheets with infographics will be published alongside it. OECD Deputy Secretary-General Mari Kiviniemi will present the report at OECD Headquarters in Paris at 09:00am - Queensland diversified property group WA Stockwell has closed its $35m bond issue oversubscribed following a strong investor response to the offer, sole lead arranger FIIG Securities has announced. The six year senior secured amortising note issue will pay a fixed rate of interest of 7.75% pa. FIIG CEO Mark Paton says the success of the Stockwell issue confirmed the market appetite, especially among wholesale investors, for credit exposure to quality Australian companies. The Stockwell issue is the fourth that FIIG has sole-arranged for a company in the property and infrastructure sector, following successful issues by ASX-listed property developer Payce Consolidated, infrastructure operator Plenary Group, and ASX-listed property funds manager 360 Capital.

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Hedge Fund Association asks SEC for clearer rules on vetting investors; supports hedge fund advertising in comment letter

Wednesday, 06 June 2012
Hedge Fund Association asks SEC for clearer rules on vetting investors; supports hedge fund advertising in comment letter The Hedge Fund Association (HFA), an international organisation that represents hedge funds, service providers and investors, says liberalised advertising and solicitations rules contained in the new Jumpstart Our Business Startups (JOBS) Act could help hedge funds raise assets and “encourage emerging managers to continue to enter the industry.”  The HFA has also asked the SEC for clearer rules to verify that potential investors are indeed accredited as a way to “add further stability to the industry.” http://www.ftseglobalmarkets.com/

The Hedge Fund Association (HFA), an international organisation that represents hedge funds, service providers and investors, says liberalised advertising and solicitations rules contained in the new Jumpstart Our Business Startups (JOBS) Act could help hedge funds raise assets and “encourage emerging managers to continue to enter the industry.”  The HFA has also asked the SEC for clearer rules to verify that potential investors are indeed accredited as a way to “add further stability to the industry.”

The HFA’s position is outlined in a comment letter submitted to the Securities and Exchange Commission on June 6th.  The SEC is soliciting comments before implementing regulations, scheduled to be published July 5th this year, which are expected to allow hedge fund management companies to communicate directly with potential investors for the first time in their history. Hedge funds would still be restricted to selling their securities to accredited investors such as individuals with a minimum $1m net worth and qualified institutional investors.

Hedge funds have been banned from soliciting or advertising their private offerings to the general public in exchange for being exempt from having to register their interests or shares with the SEC under Rule 506 of Regulation D. The lack of a clear definition of a solicitation has created confusion about what hedge fund managers can disclose in their marketing materials, at conferences or in the media.



Richard Heller, chairman of the HFA’s Regulatory and Government Advisory Board and author of the letter on behalf of the HFA, says the JOBS Act provision lifting the advertising ban does not weaken existing anti-fraud provisions forbidding people from using false or misleading statements to induce investors to invest in hedge funds. If anything, he wrote, “providing rules to strengthen a manager's decision to accept a subscriber's investment by following the rules to be drafted by the SEC that will for the first time provide a road map for managers to rely upon will, we believe, add further levels of compliance that the Dodd-Frank Act initiated.” 

The HFA’s comment letter comes two months after the historic signing of the JOBS Act, which the association praised at the time as being a boon to emerging hedge fund managers.  The HFA’s comment letter, says the association’s President, Mitch Ackles, ensures that regulators are able to consider the views of the whole industry, including its service providers, investors and those smaller managers which represent a majority of hedge fund firms.

“In addition to promoting a better understanding of and education about hedge funds, our association’s mission is to give a voice to the concerns of industry participants who may not otherwise have been heard,” says Ackles.  “That’s why we include all of our members in developing policy initiatives,” he adds.

A transcript of the letter, addressed to Elizabeth M Murphy at the SEC is provided below:


The HFA believes that amending the rules that relate to capital formation is fundamental to the continued growth of the hedge fund industry and that allowing general solicitations to further that outcome will encourage emerging managers to continue to enter the industry. Further, providing rules to strengthen a manager's decision to accept a subscriber's investment by following the rules to be drafted by the SEC that will, for the first time, provide a road map for Managers to rely upon will, we believe, add further levels of compliance that the Dodd-Frank Act initiated. While Managers have had subscription agreements in place (and internal policies to provide checks and balances for the manager), having rules in place to verify that potential investors are indeed accredited will add further stability to the industry.

The HFA recognises that the SEC may be concerned that opening the door to general solicitation may, to some degree, open the door to people who wish to perpetrate fraud in connection with false or misleading statements to induce investors to invest in hedge funds. We would remind the SEC that the JOBS Act in no way limits Section 10b-5 promulgated under Section 10 of the Exchange Act, nor does it limit Section 17(a)0 of the Securities Act. All of the state securities or "Blue Sky" rules relating to fraud remain unaffected by the JOBS Act and hedge fund managers continue to be subject to the anti-fraud provisions of the Investment Advisers Act.

Lastly, we note and support the changes to Section 3(c)(7) and would hope that the SEC will amend the language of the Investment Company Act as being available only to offerings not involving a public offering to be consistent with the JOBS Act.

The letter is signed by Mitch Ackles, president of the Hedge Fund Association and
Richard Heller,  chairman, Regulatory & Government Advisory Board, at the Hedge Fund Association.

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