Oaktree Releases Open Letter to Shareholders: Changed Landscape Reinforces Need for Board Change

June 11, 2018

LOS ANGELES--(BUSINESS WIRE)--Jun 11, 2018--Funds managed by Oaktree Capital Management, L.P. (“Oaktree”), an approximately 19% shareholder of Ranger Direct Lending Fund PLC (LON: RDL) (“Ranger” or “RDLF” or “the Company”), today released an open letter to Ranger shareholders.

The full text of the letter follows:

June 11, 2018

Dear fellow Ranger shareholders,

The Ranger Board announced today that Ares has withdrawn its proposal to be appointed the Company’s investment manager and that the Board will now pursue a wind-down. We are pleased that the significant shareholder support for Board change has led Ares to withdraw their proposal and the Board to come to the conclusion that realizing the assets of the Company in an orderly manner is the best way to protect shareholder value.

Board change is imperative for proper oversight of value-maximizing wind-down

Oaktree believes that, now more than ever, new directors are needed to maximize shareholder value in the wind-down. Even the Board has conceded that it will need to appoint additional independent non-executive Directors to oversee the wind-down “following consultation with shareholders”. We urge the Board to put the interest of shareholders first and do the right thing by immediately entering into discussion with Oaktree to add Oaktree’s nominees instead of continuing with a costly, distracting and misguided effort to block highly-qualified, shareholder-supported nominees.

Oaktree’s nominees, Dominik Dolenec and Greg Share, provide much-needed additional oversight and experience to this complex process. Messrs. Share and Dolenec have a combined 40 years of experience in specialty finance, restructuring, and litigation (see Exhibit 1), which will be critical to overseeing an effective and efficient wind-down that maximizes shareholder returns. With the right decision finally having been made to wind down and the voice of shareholders recognized, the most efficient way to ensure success is to elect our nominees at the upcoming meeting.

Shareholders now have the opportunity to elect new, independent and qualified nominees to the Board of Directors, and can do so in a transparent manner without relying on the existing Ranger Board.

The Annual General Meeting takes place on Tuesday, June 19, 2018, and it is important to vote on or before Friday, June 15, 2018 to have your voice heard. We urge shareholders to act now to add the necessary oversight and experience to the Board at such a crucial time for the Company – vote FOR resolutions 8 and 9 for Oaktree’s highly qualified nominees, Greg Share and Dominik Dolenec.

If shareholders have questions, or need assistance in voting shares, please call: Georgeson, +44 (0) 207 019 7032 or email anthony.kluk@georgeson.com.

Sincerely, /s/ Patrick M. McCaney Patrick M. McCaney Managing Director and Portfolio Manager Value Equities Oaktree Capital Management, L.P.

Exhibit 1

About Oaktree

Oaktree is a leader among global investment managers specializing in alternative investments, with $121 billion in assets under management as of March 31, 2018. The firm emphasizes an opportunistic, value-oriented and risk-controlled approach to investments in credit, private equity, real assets and listed equities. The firm has over 900 employees and offices in 18 cities worldwide. For additional information, please visit Oaktree’s website at http://www.oaktreecapital.com/.

View source version on businesswire.com:https://www.businesswire.com/news/home/20180611005974/en/

CONTACT: Sard Verbinnen & Co

John Christiansen, +1-415-618-8750



Conrad Harrington

+44 (0) 20 3178 8914




SOURCE: Oaktree Capital Management, L.P.

Copyright Business Wire 2018.

PUB: 06/11/2018 01:59 PM/DISC: 06/11/2018 01:58 PM


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