Conversus Capital, L.P. (Euronext Amsterdam: CCAP) (?Conversus?) today reported its estimated net asset value (?NAV?) as of December 31, 2009.

As of December 31, Conversus had an estimated NAV per unit of $23.10 reflecting an increase of 4.1% from the November 30 estimated NAV per unit of $22.18. Investment NAV was $1,878.1 million while unfunded commitments were $731.8 million as of December 31. By comparison, as of November 30, investment NAV was $1,838.6 million while unfunded commitments were $745.2 million.

In calculating the December 31 estimated NAV, Conversus applied discretionary adjustments to the private holdings in its portfolio. These adjustments were taken to reflect Conversus' best estimate of the portfolio company valuations as of December 31 based upon the most current information available to Conversus. The discretionary adjustments, which were applied at the individual fund level, resulted in net unrealized gains of $42.6 million.

Conversus will update its December 31 estimated NAV in its annual financial report to be filed by April 30, 2010. The updated NAV estimate will reflect the financial information provided by the general partners for the period ended December 31, to the extent available, as well as other information deemed reliable and relevant to the valuation. Conversus expects the revised NAV to be a more current and accurate reflection of the estimated portfolio value as of December 31, and the updated NAV could vary significantly from the amount reported today.

?Positive cash flow continues to distinguish Conversus, with $49 million of net positive organic cash flow in 2009, including $28 million in the month of December. The quality and maturity of our diverse portfolio of top-tier funds has driven this strong performance,? commented Bob Long, President and CEO of Conversus Asset Management, LLC. ?NAV growth during the month reflected the continuing trends of improving valuations in buyout and special situation funds, particularly in funds which have invested in credit assets.?

During December, there were $40.6 million of net unrealized gains on Conversus' private holdings which included the discretionary adjustments of $42.6 million and reversals of previously recorded net unrealized gains of $6.8 million. Net realized gains were $4.4 million during the month.

The public equity securities in Conversus' portfolio experienced net unrealized gains of $28.9 million in December. Conversus recorded an unrealized loss of $2.0 million relating to the $100 million notional swap which hedges a portion of the public equity exposure. The total unrealized loss on the swap was $4.6 million as of December 31, and the swap matures in October 2010.

In December, unrealized currency losses on private holdings and public equity securities were $3.3 million and $2.0 million, respectively.

Total expenses during December were $4.1 million and consisted of $1.5 million in net management fees to Conversus' investment manager, $1.2 million in general operating expenses, $1.0 million in fund fees and expenses and $0.4 million in interest expense.

As of December 31, 2009, 76% of the investment NAV was comprised of private holdings valued as of December 31 based upon Conversus' estimates and 3% represented direct co-investments valued as of December 31. All valuations have been adjusted for cash flows since the date of the most recent financial information provided by the general partner. A further 18% of the investment NAV was comprised of public equity securities and the swap which were marked to market as of December 31 as further described below in Valuation and Reporting Policies. The remaining 3% of the investment NAV represented cash and other net assets held by the funds in which Conversus is invested.

Net Asset Value Estimates as of December 31, 2009

(Amounts are unaudited and subject to change)

(in millions except per unit data)   December 31, 2009   November 30, 2009  

% Change

Estimated Investment NAV $1,878.1 $1,838.6 2.1 %
Cash and Cash Equivalents 32.8 40.7 (19.4)%
Other Net Assets (Liabilities) (239.5) (274.1) 12.6 %
Estimated NAV $1,671.4 $1,605.2 4.1 %
 
Common Units Outstanding 72.4 72.4 0.0 %
Estimated NAV per Unit $23.10 $22.18 4.1 %
 

Financial Results

Financial highlights for Conversus for the month ended December 31, 2009 were as follows:

  • Net unrealized gains on investments of $67.5 million
  • Net unrealized currency losses of $5.3 million
  • Net realized gains on investments of $4.4 million
  • Investment income of $3.7 million
  • Expenses of $4.1 million
  • Net increase in net assets of $66.2 million

Liquidity and Capital Resources

As of December 31, Conversus had a cash balance of $32.8 million. During the month of December, Conversus received $38.1 million in distributions and funded $10.0 million in capital calls. In addition to using cash flows from the existing portfolio to meet liquidity needs, Conversus has a $650.0 million credit facility available, subject to covenants, which is committed until July 2012. As of December 31, principal and interest borrowings of $229.0 million were outstanding under the credit facility.

Portfolio Activity

December distributions of $38.1 million were driven by our funds' sales of portfolio companies to strategic buyers, along with sales of public equities and realizations related to debt investments. Buyout funds comprised 61% of the distributions while venture funds comprised 22%. The three largest buyout distributions totaled $11.2 million and included portfolio companies United Rentals, Birds Eye Foods and Legrand.

Capital calls of $10.0 million included $8.4 million for buyout funds, $0.8 million for special situation funds and $0.8 million for venture funds. As expected, calls came from more recent year funds, with 58% attributable to fund vintage years 2008 and 2006.

During December, three Conversus portfolio companies completed IPOs. The three companies, Team Health Holdings, Kraton Performance Polymers and Crimson Exploration, had combined investment NAV of $4.8 million as of December 31. Including the December transactions, thirteen companies in Conversus' portfolio completed IPOs in 2009. These portfolio companies had a total remaining investment NAV of $46.4 million as of December 31. An additional fifteen portfolio companies representing approximately $33 million in investment NAV as of December 31 have formally filed for IPOs which may or may not be completed.

Investor Call

Conversus will hold a conference call on February 10, 2010, to provide investors with a business and market update. Participants on the call will include Bob Long, CEO of Conversus Asset Management LLC, Tim Smith, CFO of Conversus Capital, L.P. and Dr. Mark Wolfson, Founder and Managing Partner of Oak Hill Investment Management. The call is tentatively scheduled for 5:30 pm CET (Amsterdam) / 4:30 pm GMT (Guernsey/London) / 11:30 am EST (New York City) and will be broadcast live on the internet. Further details will be released approximately two weeks prior to the call.

Realization Strategy

During the second quarter of 2009, Conversus implemented a realization strategy designed to deliver the value of its portfolio to investors. The realization strategy is designed to increase the confidence of investors that the value of Conversus' current portfolio will be delivered to its unit holders over time. Conversus has discontinued substantially all investments and new commitments and is focused on realizing the value of the existing portfolio by applying cash flow to fund capital calls and expenses, repay debt and, eventually, return capital to unit holders through unit repurchases and cash distributions. Conversus will continue to manage actively its current portfolio of funded investments and unfunded commitments as well as its liquidity and capital resources to maximize unit holder value.

Conversus will consider a return to a growth strategy if it believes three criteria are met: (i) the market price for its units fairly reflects the value of the portfolio, (ii) the trading volume in its units provides sufficient liquidity for investors and (iii) the reflection of fair value in the unit price and the level of trading volume are sustainable. Conversus will continue to review its strategy in response to market conditions and will make strategic decisions consistent with the goal of maximizing unit holder value.

Valuation and Reporting Policies

Conversus carries investments on its books at fair value in accordance with accounting principles generally accepted in the United States (?U.S. GAAP?). Conversus uses the best information it has available to estimate fair value. Fair value for private equity interests begins with the most recent financial information provided by the general partners, adjusted for subsequent transactions, such as calls or distributions, as well as other information judged to be reliable that indicates valuation changes, including realizations and other portfolio company events. The value of any public equity security known to be owned by the funds based on the most recent information reported to us by the general partners has been marked to market as of December 31, 2009, and a discount has been applied to such securities based on an estimate of the discount applied by the general partners in calculating NAV.

Conversus issues Quarterly Financial Reports as of March 31, June 30 and September 30 as well as an Annual Financial Report as of December 31 of each year. These reports include financial statements prepared in accordance with U.S. GAAP. Conversus is required to consider, and will consider, all known material information in preparing such financial statements, including information that may become known subsequent to the issuance of each monthly report. Accordingly, amounts included in the quarterly and annual financial statements may differ from amounts included in the monthly NAV reports.

About Conversus Capital

Conversus Capital, L.P. (Euronext Amsterdam: CCAP) (?Conversus?) is a permanent capital vehicle and the largest publicly traded portfolio of third party private equity funds. Conversus' objective is to provide unit holders with immediate exposure to a diversified portfolio of private equity assets, access to best-in-class general partners and consistent NAV returns that outperform the public markets. Conversus Asset Management, LLC (?CAM?), an independent asset manager, implements Conversus' investment policies and carries out the day to day operations of Conversus pursuant to a services agreement. CAM leverages the platforms of Bank of America and Oak Hill, its primary owners.

Legal Disclaimer

These materials are not an offer to sell, or a solicitation of an offer to buy, securities in the United States. Securities may not be sold in the United States absent registration with the U.S. Securities and Exchange Commission or an exemption from registration under the U.S. Securities Act of 1933, as amended. Conversus is not a registered investment company under the U.S. Investment Company Act of 1940, as amended (the ?Investment Company Act?), and the resale of Conversus securities in the United States or to U.S. persons that are not qualified purchasers as defined in the Investment Company Act is prohibited. Conversus does not intend to register any offering in the United States or to conduct a public offering of its securities in the United States.

The common units and related restricted depositary units of Conversus are subject to a number of ownership and transfer restrictions. Information concerning these ownership and transfer restrictions is included in the Investor Relations section of Conversus' website atwww.conversus.com.

Forward-Looking Statements

These materials contain certain forward-looking statements. In some cases, forward-looking statements can be identified by terms such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "plan," "potential," "should," "will," and "would," or the negative of those terms or other comparable terminology. Forward-looking statements speak only as of the date of these materials and include statements relating to expectations, beliefs, projections (which may include statements regarding future economic performance, and the financial condition, results of operations, liquidity, investments, business, net asset value and prospects of Conversus), future plans and strategies and anticipated results thereof, anticipated events or trends and similar matters that are not historical facts. By their nature, forward-looking statements involve risk and uncertainty, because they relate to events and depend on circumstances that will occur in the future, and there are many factors that could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements including, but not limited to, the following: our ability to implement successful investment strategies; our limited operating history and the limited track record of CAM; risks associated with private equity investments generally, the performance and financial condition of the funds in our portfolio and their portfolio companies, and the actual realized value of investments; the size, volume and timing of capital calls, distributions and other transactions involving our investments; changes in our relationship with CAM and its relationships; potential conflicts of interest; changes in our financial condition, liquidity (including availability and cost of capital), cash flows and ability to meet our funding needs and satisfy our contractual obligations; general economic and political conditions and conditions in the equity, debt, credit, currency, foreign exchange and private equity markets; the trading price, liquidity and volatility, of our common units; competitive conditions; regulatory and legislative developments; and the risks, uncertainties and other factors discussed elsewhere in these materials or in our public filings and documents on our website (www.conversus.com). Conversus does not undertake to update any of these forward-looking statements. Past performance is not necessarily indicative of future results.

Investor Contacts:
Conversus Capital, L.P.
Tim Smith
Chief Financial Officer
+44.1481.745.175
tim.smith@conversus.com
or
Steve Hall
Director of Investor Relations
+44.1481.745.175
steve.hall@conversus.com
or
Media Contact:
ICR, Inc.
Brian Ruby
+1.203.682.8268
brian.ruby@icrinc.com