
Ceres Agriculture Fund Limited
27 November 2007
27 November 2007
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO
THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA OR JAPAN.
This announcement is not a prospectus but an advertisement. Investors should not
purchase or subscribe for any transferable securities referred to in this
announcement except on the basis of information in the prospectus published by
Ceres Agriculture Fund Limited on 22 November 2007 in connection with the
admission of the ordinary shares in the capital of the Company to the Official
List of the Financial Services Authority and to trading on London Stock Exchange
plc's main market for listed securities (the 'London Stock Exchange').
Ceres Agriculture Fund Limited ('Ceres' or the 'Company')
Admission to the Official List of the UK Listing Authority and First Day of
Dealing on the London Stock Exchange main market for listed securities
The Directors of Ceres announce the Company's admission to the Official List of
the UK Listing Authority and dealings on the London Stock Exchange's main market
for listed securities (CROP.L), following a placing of 134 million new ordinary
shares at US$1 per share, raising equity capital of approximately US$130 million
after expenses.
Ceres Agriculture Fund Limited is a new Guernsey domiciled, closed-ended
investment company established to invest in an actively managed portfolio of
exchange-traded agricultural commodity contracts and derivatives. The Company's
portfolio is managed by FourWinds Capital Management (the 'Manager').
Hans-Willem van Tuyll, Chairman, commented:
'We are delighted to be the first Company listed in London dedicated to
investing in the skills of discretionary traders using exchange-traded
agricultural commodity contracts and derivatives. Agricultural commodities are a
major alternative asset class with low correlation to equities, fixed income and
other established assets. By focusing on skilled traders, with active commodity
investment expertise, the Company will aim to distinguish itself from passive
strategies such as agriculture commodity index tracking products.'
Further enquiries:
FourWinds Capital Management, Investment Manager and Co-Placing Agent
Kimberly Tara info@fourwindscm.com
Marc de Hennin
Hendrik Verest
Landsbanki Securities (UK) Limited, Sponsor and Placing Agent
Paul Fincham Tel: +44 (0) 20 7426 9000
Jonathan Becher
Robert Naylor
Investment strategy
FourWinds Capital Management has been appointed the Manager of the Company with
responsibility for the discretionary management of the Company's assets.
The Manager will seek to accomplish the Company's investment policy by investing
in a diversified and actively managed portfolio of primarily exchange-traded
agricultural commodity contracts and derivatives. The strategy is intended to
allow the Company to build a fully diversified agricultural commodities
portfolio which is expected to maximise net returns while seeking to control
volatility and limit downside risk exposure.
The Company's assets will comprise mainly agriculture commodity contracts and
derivatives and other agricultural commodity-related investments. These assets
will be held mainly within proprietary managed accounts operated by specialised
commodity traders selected by the Manager. Managed account balances will be
invested by commodity traders using a variety of primarily arbitrage-based and
other trading strategies.
By focusing on active commodity investment strategies the Company will seek to
distinguish itself from passive agriculture investment vehicles and offer access
to a broader universe of active agriculture investment strategies. The Directors
believe that this strategy will generate long term risk adjusted capital
appreciation for Shareholders.
Competitive strengths
The Company will invest in a diversified basket of grains, tropicals, fibres and
livestock. This mix of largely uncorrelated complexes will be used as part of
the risk management of the portfolio. The Manager currently works exclusively in
the commodities and natural resource-related real assets sectors. The Manager
conducts research, designs customised risk management tools and structures
portfolio allocation tools that are specific to the particular characteristics
of those asset classes. The commodities team at the Manager is experienced in
commodity and commodity-focused investments, including agricultural commodities.
Directors
The Directors are responsible for the determination of the investment policy of
the Company and have overall responsibility for the Company's activities. The
Directors are Hans-Willem van Tuyll (Chairman), Martyn Henley-Roussel, Howard
Myles and Kimberly Tara. All of the Directors are non-executive directors and
are independent of the Manager apart from Kimberly Tara who is a shareholder and
managing director of the Manager.
The Manager
The Manager is a Cayman Islands exempted company with offices and subsidiaries
based in Boston, London and Geneva. The Manager focuses on the development and
risk management of novel investment vehicles for commodities and real assets.
The Manager currently has three other products under management, namely the
Zephyr Commodity Fund, the Triton Water Fund and Phaunos Timber Fund Limited.
Disclaimer
The contents of this announcement, which have been prepared by and are the sole
responsibility of the Company, have been approved solely for the purposes of
section 21(2)(b) of the Financial Services and Markets Act 2000 by Landsbanki
Securities (UK) Limited at Beaufort House, St. Botolph Street, London, EC4A 7QR.
Landsbanki Securities (UK) Limited are acting exclusively for the Company and
no-one else in connection with the placing. Landsbanki will not regard any other
person as their clients in relation to the placing and neither will they be
responsible to anyone other than the Company for providing the protections
afforded to their respective clients, nor for providing advice in relation to
the placing, the contents of this announcement or any placing, arrangement or
other matter referred to herein.
This announcement does not constitute or form part of any offer or invitation to
issue or sell or any solicitation of any offer to purchase or subscribe for, nor
shall it (or any part of it) or the fact of its distribution form the basis of,
or be relied on in connection with, any contract therefore. The distribution of
this announcement and other information in connection with the listing and the
placing in certain jurisdictions may be restricted by law and persons into whose
possession any document or other information referred to herein comes should
inform themselves about, and observe, any such restrictions. Any failure to
comply with these restrictions may constitute a violation of the securities laws
of any such jurisdiction.
Neither this announcement nor any copy of it may be made or transmitted into the
United States, its territories or possessions or distributed, directly or
indirectly, in the United States, its territories or possessions. Neither this
announcement nor any copy of it may be taken or transmitted into Australia,
Canada or Japan or to any persons in any of those jurisdictions. Any failure to
comply with these restrictions may constitute a violation of United States,
Australian, Canadian or Japanese securities law. The distribution of this
document in other jurisdictions may be restricted by law and persons into whose
possession this document comes should inform themselves about, and observe, any
such restrictions. The securities referred to herein have not been registered
under the applicable securities laws of the United States, Canada, Australia or
Japan and, subject to certain exceptions, may not be offered or sold within the
United States, Canada, Australia or Japan or to any national, resident or
citizen of the United States, Canada, Australia or Japan.
In particular, this announcement is not an offer for sale of, or a solicitation
to purchase or subscribe for, any securities in the United States. No securities
of the Company have been, or will be, registered under the US Securities Act of
1933, as amended, (the 'Securities Act') and securities may not be offered or
sold in the United States absent registration or an exemption from registration
under the Securities Act. There will be no public offer of the securities of the
Company in the United States.
Forward-looking statements
This announcement contains 'forward-looking' statements. These forward-looking
statements involve known and unknown risks and uncertainties, many of which are
beyond the control of the Company and its consolidated subsidiaries and
subsidiary undertakings ('Ceres') and all of which are based on the Directors'
current beliefs and expectations about future events. Forward-looking statements
are sometimes identified by the use of forward-looking terminology such as
'believes', 'expects', 'may', 'will', 'could', 'should', 'shall', 'risk',
'intends', 'estimates', 'aims', 'plans', 'predicts', 'continues', 'assumes',
'positioned' or 'anticipates' or the negative thereof, other variations thereon
or comparable terminology. These forward-looking statements include all matters
that are not historical facts. They appear in a number of places throughout this
announcement and include statements regarding the intentions, beliefs or current
expectations of the Directors or Ceres concerning, amongst other things, the
results of operations, financial condition, liquidity, prospects, growth and
strategies of Ceres and the industry in which it operates.
These forward-looking statements and other statements contained in this
announcement regarding matters that are not historical facts involve
predictions. No assurance can be given that such future results will be
achieved; actual events or results may differ materially as a result of risks
and uncertainties facing Ceres. Such risks and uncertainties could cause actual
results to vary materially from the future results indicated, expressed or
implied in such forward-looking statements. The forward-looking statements
contained in this announcement speak only as of the date of this document. The
Company and Landsbanki expressly disclaim any obligation or undertaking to
release publicly any updates or revisions to any forward-looking statements
contained in this document to reflect any change in its expectations or any
change in events, conditions or circumstances on which such statements are based
unless required to do so by applicable law, the Prospectus Rules, the Listing
Rules or the Disclosure and Transparency Rules of the FSA.
This announcement does not constitute a recommendation concerning the placing.
The price and value of securities can go down as well as up. Past performance is
not a guide to future performance. Information in this announcement or any of
the documents relating to the placing cannot be relied upon as a guide to future
performance. Potential investors should consult a professional advisor as to the
suitability of the placing and the Shares for the individual concerned.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO
THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA OR JAPAN.
End.
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