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CalPERS Placement Agent Disclosure Form
This form facilitates the disclosures and contractual obligations required pursuant to the CalPERS Statement of Policy for the Disclosure of Placement Agent Fees (“Policy”). Please see the Policy and the Glossary of the Policy.
Name of Investment Transaction/Investment Management Contract with CalPERS: The Resolute Fund II, L.P. (the “Investment” or “Contract”).
Contact Person: Kristin A. Custar
Company Name: The Jordan Company
Street Address (No. P.O. Box): 767 Fifth Avenue
City: New York
State/Province: NY
Country: USA
Postal Code: 10012
E-mail Address:
Phone No: 212-572-0829
Fax No: 212-409-8611
Have you, your firm or your firm’s principals, employees, agents, or affiliates compensated or agreed to compensate, directly or indirectly, any person (whether or not employed by you) or any entity to act as a Placement Agent in connection with the Investment or the Contract by CalPERS? (Policy § IV.A.1.a.)
Yes. No.
Please list the names for each officer, partner, or principal of the Placement Agent (and any employee providing similar services) in connection with the investment by CalPERS, and attach a resume for each of them detailing each person’s (i) education, (ii) professional designations, (iii) regulatory licenses and (iv) investment and work experience. Please check the box if any person listed is a current or former CalPERS Board member, employee, or Consultant, or a member of the immediate family of any such person.* (Policy § IV.A.1.b.)
* Explain below the relationship for any individual where the box is checked.
(Policy § IV.A.1.b.)
On September 20, 2006, The Jordan Company ("TJC") entered into a contract with Credit Suisse ("CS") to act as the exclusive placement agent during the engagement period in connection with The Resolute Fund II, L.P. ("TRFII"). TRFII closed on December 21, 2007 and the overall commitments included a commitment from CalPERS. At this time, there is no open contract with CS.
Provide a description of any and all compensation of any kind provided or agreed to be provided to a Placement Agent, including the nature, timing and value thereof:
(Policy § IV.A.1.c.)
CS and TJC agreed to maintain the confidentiality of the terms of the Agreement, except as required by applicable law or legal process or pursuant to any legal, regulatory or self-regulatory body’s request for information or documents. This information is highly confidential and may not be duplicated or distributed by CalPERS without the prior written consent of both TJC and CS. TJC paid CS a fee equal to 0.5% of the aggregate principal amount of limited partnership interests in The Resolute Fund II, L.P. sold to investors. The placement fee is paid by the manager.
No other third party was paid a fee by TJC in connection with the commitment by CalPERS in The Resolute Fund II, L.P.
Describe the services to be performed by the Placement Agent, including whether the Placement Agent is utilized by you for all prospective clients or only a subset of your prospective clients. (Policy § IV.A.1.d.)
CS’s fee was paid in respect of advisory and placement services rendered, which include generally: (a) advice with respect to The Resolute Fund II, L.P.'s structure, capital raising targets, and fundraising strategy; (b) advice with respect to general market conditions and investors’ return objectives; (c) assistance with preparation of offering and due diligence materials; and (d) identification of, arrangement of meetings with and advice with respect to prospective investors.
Please attach a copy of any and all agreements between you and the Placement Agent and check the box to confirm that the agreements have been attached.
(Policy § IV.A.1.e.)
Please list the names of any current or former CalPERS Board members, employees, or Consultants who suggested the use of the Placement Agent(s) noted above.
(Policy § IV.A.1.f.)
Please check the box to indicate whether the Placement Agent is registered with the SEC or FINRA and provide the details of such registration below. Please note exactly what entities or principals are registered. (Policy § IV.A.1.g.)
Credit Suisse Securities (USA) LLC ("CS"), a registered US broker dealer that is regulated by the SEC and FINRA, is part of the Credit Suisse Group (the "CS Group"). CS Group, which is regulated by FINMA (the Swiss Financial Market Supervisory Authority), is a worldwide group of companies that is involved in a wide range of banking, investment banking, private banking, private equity, asset management and other investment and financial businesses and services, both for their own account and for the accounts of clients and customers.
Please check the box to indicate that the Placement Agent or any of its affiliates is registered as a lobbyist with any state or federal government. If so, provide the names of those registered along with the jurisdiction in which they are registered.
(Policy § IV.A.1.h.)
By executing this form the undersigned represents and warrants that the information set forth herein is true and correct. The undersigned agrees to update this information within 14 days of any changes. (Policy § IV.A.2.)
The execution and delivery of this form has been authorized by all necessary action by the undersigned.
[NAME OF FIRM]
______
Name: Kristin A. Custar Date:
Title:Chief Investor Relations Officer
Please e-mail this form and all related attachments to:
Questions related to this form and the Policy can be directed to the above e-mail address.