The information contained in this presentation (the “Information”) is qualified in its entirety by the following important Legal Notices, all of which must be read in connection with the Information.
This Information is intended for sophisticated investors for informational purposes only and is not intended to constitute investment advice or recommendations or financial, legal or tax advice by Värde Partners, Inc. or any of its affiliates (collectively, “Värde”) or any other party. A recipient of this Information should consult with its own legal, business and tax advisors with respect to financial, legal and tax advice. Unless otherwise indicated, information, data, strategies and opinions included in this Information are provided as of the date hereof, and are subject to change without notice based on market and other developments. Therefore, neither the delivery of this Information at any time, nor any sale of interests in any Fund (as defined below), shall under any circumstances create an implication that the information contained herein is correct as of any time after such date. Neither the Securities and Exchange Commission nor any state securities administrator has approved or disapproved, passed on or endorsed the merits of this Information or the securities referenced herein.
This Information is not intended as and does not constitute an offer to sell any securities or a solicitation of an offer to purchase any investment product or any interest in any fund (each a “Fund”) managed by Värde in any jurisdiction to any person or entity. Such an offer or solicitation may be made only by the Confidential Private Offering Memorandum of a Fund (the “Memorandum”) and the governing documents of such Fund. This Information does not purport to be complete and is qualified in its entirety by, and any offer or solicitation will be made only through, a Memorandum and will be subject to the terms and conditions contained therein and in the governing documents of the applicable Fund. If you are considering whether to invest in a Fund, you should not rely on this Information, but should rely solely on the information in the Memorandum and in the governing documents of the applicable Fund. The Memorandum describes certain risks and conflicts of interest relating to an investment in a Fund and should be reviewed in its entirety to determine whether investing in a Fund is suitable for you in light of, among other things, your financial situation, need for liquidity, tax situation, and other investments. If the descriptions or terms in this Information are inconsistent with or contrary to the description in or terms of a Memorandum, partnership agreement, memorandum and articles of association (as applicable) or other documents, the Memorandum, partnership agreement, memorandum and articles of association (as applicable) or such other documents shall control. Investments in a Fund are subject to a variety of risks described in the Memoranda and Värde’s Form ADV Part 2. Investments in a Fund are suitable only for qualified investors that fully understand the risks of such investments. The information contained herein does not take into account the particular investment objectives, financial situation, need for liquidity, or tax situation of any specific person or entity who may receive it. Furthermore, Värde undertakes no obligation and assumes no liability or responsibility (whether express or implied) to any person or entity receiving this Information. Värde is not acting as an investment adviser with respect to any investor’s decision to invest in any Fund. Attachments to this Information or other materials made available in connection with any Fund may have additional important disclaimers, which you should read. Värde Partners Europe Limited (“VPE”), an affiliate of Värde, is authorized and regulated by the Financial Conduct Authority and only acts for its affiliates to whom it provides regulated investment advisory and transaction arrangement services. VPE does not act for potential investors in connection with the raising of, or subscription to, a Fund and will not be responsible to potential investors for providing them with protections afforded to clients of VPE or be advising them on their subscription. No representative of Värde has authority to represent otherwise.
This Information is not intended for distribution to, or use by, any person or entity in any location where such distribution or use would be contrary to law or regulation, or which would subject Värde or a Fund to any authorization, registration or licensing requirement within such jurisdiction. This Information is confidential and contains commercial and financial information, trade secrets and/or intellectual property of Värde. This Information is intended only for the person or entity to whom it has been furnished and under no circumstances may a copy be shown, copied, transmitted, or otherwise given to any person or entity other than the authorized recipient. Any reproduction or disclosure of the contents of this Information, in whole or in part, and any re-use of this Information by non-intended or non-authorized recipients, in each case, without the prior written consent of Värde is prohibited. If you are not an intended recipient of this Information, please notify Värde and delete any copies or printouts of this Information and do not read, act upon, print, disclose, copy, retain or redistribute any portion of this Information. If you or any of your clients (as applicable) receives a request under any applicable public disclosure law to provide, copy or allow inspection of this Information or other information regarding or otherwise relating to any Fund, you agree (at your own cost and expense) to (i) provide prompt written notice of such request to Värde, (ii) assert all applicable exemptions from disclosure available under law and (iii) cooperate with Värde and its affiliates to seek to prevent or limit such disclosure or to obtain a protective order or other assurance that the information regarding or otherwise relating to any Fund will be accorded confidential treatment.
Any past performance described herein is not indicative, or a guarantee, of future results. You should not assume that the performance of any specific investment or investment strategy will be profitable or equal to corresponding past performance levels. Any investment or investment strategy can be impacted by numerous factors, including market and economic conditions, and may result in a loss to investors. As with any investment, there can be no assurance that any investment objectives or strategies will be achieved or that an investor will not lose a portion or all of its investment. Any rates of returns described in this Information reflect particular moments in time and such returns may not be possible to replicate given the unique set of circumstances wherein investments were purchased or sold. Investors should draw their own conclusions regarding Värde’s and the Funds’ relative performance in the market. All financial information in this Information related to Värde or any Fund is unaudited. Any risk management or mitigation processes or actions discussed refer to efforts to monitor and manage risk but should not be confused with and do not imply no or low risk. You may contact Värde to ask any questions you may have with regard to this Information, including questions about the procedures and methodologies used to calculate the investment returns.
There is no assurance that any of the investments discussed herein will remain in a Fund at the time you receive this Information or that investments sold have not been repurchased. It should not be assumed and there is no guarantee that any of the transactions or holdings discussed were or will prove to be profitable, or that the investment recommendations or decisions Värde makes in the future will be profitable or will equal any investment performance discussed herein. The investments discussed in this Information were made by Värde and its affiliates through, and on behalf of, one or more Funds. None of the investments were made by Värde directly. Any investments discussed in this Information do not represent any Fund’s entire portfolio and in the aggregate may represent only a small percentage of such Fund’s portfolio holdings. In addition, any future investments by any Fund may differ from previous investments made by Värde or its affiliates in a number of respects. This Information does not include information regarding each investment or investment strategy pursued by Värde. However, additional information regarding any investment related to any Fund may be requested by the recipient of this Information.
Certain information contained herein constitutes “forward-looking statements,” which can be identified by the use of forward-looking terminology such as “expect,” “anticipate,” “estimate,” “forecast,” “initiative,” “objective,” “plan,” “goal,” “project,” “outlook,” “priorities,” “target,” “intend,” “evaluate,” “pursue,” “seek,” “may,” “would,” “could,” “should,” “believe,” “potential,” “continue,” or the negative of any of those words or similar expressions intended to identify forward-looking statements. Due to various risks and uncertainties, actual events or results or the actual performance of a Fund may differ materially from those reflected or contemplated in such forward-looking statements. Investors are cautioned not to place undue reliance on forward-looking statements.
Any target performance information stated herein or elsewhere is not intended to predict any Fund’s performance; instead, such information is meant to help explain how Värde intends to construct such Fund’s portfolio and what investments Värde intends to pursue in light of Värde and its affiliates’ experience with similar transactions. Such target performance information is intended to indicate the returns that Värde has observed in the market generally and is based on a number of factors, including, for example, observed and historical market returns, projected cash flows, projected future valuations of fund investments, relevant market dynamics (including capital markets, interest rates and other factors), anticipated contingencies and regulatory issues all of which are unpredictable in nature.
This Information is based on information provided by Värde and its affiliates and other third-party sources and data believed to be reliable; however, neither Värde nor any of its affiliates has independently verified or guarantees the accuracy or validity of such information. None of Värde, or any of its respective advisors, agents, affiliates or partners, members or employees assume responsibility for or make any representation or warranty, express or implied, with respect to the accuracy, adequacy, validity, or completeness of the information contained in this Information.
Any estimates included in this Information are based upon assumptions that Värde considers reasonable as of the date hereof and were not prepared with a view towards public disclosure or compliance with any published guidelines. Actual results may vary significantly from the estimates. The assumptions on which estimates are based may require modification as additional information becomes available and as economic and market developments warrant. Any such modification could be either favorable or adverse. The information contained herein may change at any time without notice and there is no duty to update the person or entity to whom this information is provided.
The ownership of a servicing platform by Värde or a Fund may present certain conflicts of interest, which are described in Värde’s Form ADV Part 2A.