Guernsey firms involved in fund conversion for Euronext listing

17 October 2014

Mourant Ozannes has advised Pershing Square Holdings on all Guernsey-related aspects of its conversion from an open-ended to a closed-ended registered fund and its listing and admission to trading of new public shares on the regulated market of Amsterdam's Euronext exchange. 

The conversion involved an upsized placing to raise gross proceeds of US$2.73 billion (excluding an over-allotment option of up to $272 million or 10 per cent. of the placing shares). Following the offering, Pershing Square Holdings will have a market capitalisation of US$6.2 billion.

Pershing Square Holdings is run by Pershing Square Capital Management, L.P., an investment manager founded by Bill Ackman in 2003 which had $15.3 billion in assets under management at the end of September 2014. Pershing Square Holdings is a concentrated, research intensive, fundamental value investor in the public markets in long and occasionally short positions in equity or debt securities of US and non-US issuers (including securities convertible into equity or debt securities), derivative instruments and other financial instruments.

The Mourant Ozannes Guernsey corporate team comprised Partner Gavin Farrell, Senior Associate Richard Holden and Associate Natalie Le Cras. Matthew Guthrie of the International trusts and private client practice assisted on the trusts aspects of the transaction. 

Mr Farrell said: "The completion of the offering of Pershing Square Holdings is an unprecedented transaction for Guernsey and a transformational event in the history of the fund following its launch in June 2012. Mourant Ozannes has been delighted to advise Pershing Square Holdings on all aspects of Guernsey law relating to the deal."

Mourant Ozannes worked with lead London law firm Sullivan & Cromwell LLP to complete the deal. Guernsey-based Elysium Fund Management has acted as administrator and company secretary to Pershing Square Holdings since its inception in 2012. The Elysium IPO team comprised of Joanna Duquemin Nicolle and Sadie Morrison advising on company secretarial matters and Steve Mann advising on accounting matters. Cleary Gottlieb Steen & Hamilton LLP advised both Deutsche Bank and UBS Limited as joint global coordinators and joint book runners.

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