SCHEDULE 14A INFORMATION
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meVC Draper Fisher Jurvetson Fund I, Inc.
(Name of Registrant as Specified In Its Charter)
Millenco, L.P.
(Name of Person(s) Filing Proxy Statement if other than the Registrant)
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MILLENNIUM PARTNERS, L.P.
666 FIFTH AVENUE TELEPHONE 212.841.4100
NEW YORK, NY 10103-0899 TELEFAX 212.841.4141
CONTACT
Media Investors
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Paul Caminiti/Kim Levy/Keil Decker Robert Knapp
Citigate Sard Verbinnen Millennium Partners
(212) 687-8080 (212) 841-4100
MILLENNIUM PARTNERS PROPOSES NEW BOARD OF DIRECTORS
FOR MVC SHAREHOLDER MEETING ON FEBRUARY 28
EXPERIENCED DIRECTOR SLATE COMMITTED TO ENHANCING VALUE
OF LONG MISMANAGED FUND FOR BENEFIT OF ALL MVC SHAREHOLDERS
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NEW YORK, NY -- JANUARY 31, 2003 -- Millennium Partners, L.P.
("Millennium") announced today that, through its subsidiary Millenco, L.P., it
has proposed a slate of seven nominees to replace the existing MVC Capital
(NYSE: MVC, "the Fund") Board at the annual meeting to be held on February 28,
2003. On December 19th, the Delaware Chancery Court overturned the election of
three of the Fund's directors, including that of MVC's Chief Executive Officer
John Grillos, on the grounds of proxy deception and breach of fiduciary duties
and ordered MVC to hold new elections.
The Board proposed by Millennium, MVC's largest shareholder, is
committed to working on behalf of all of MVC's shareholders to enhance the value
of the long mismanaged and under-performing Fund. Accordingly, Millennium today
filed definitive proxy solicitation materials with the Securities and Exchange
Commission asking fellow shareholders to support its slate of directors and
intends to begin soliciting proxies from MVC shareholders.
If elected, Millennium's director nominees' intend to appoint a
seasoned investment manager capable of creating enhanced value for all MVC
shareholders by managing the Fund as a more traditional Business Development
Company (BDC). This would include: 1) investing in a more diverse portfolio of
companies across a variety of industries, as opposed to pursuing management's
current strategy of investing solely in Internet and information technology
companies; 2) investing in mezzanine and income producing securities of more
mature companies; and 3) increasing the dividend yield of the Fund in order to
return value to shareholders in real time. It is Millennium's opinion that, if
run properly as a more traditional BDC, MVC could trade at a premium to net
asset value, as do many other BDCs.
"Millennium's nominees include a talented group of professionals with
relevant corporate finance, tax and investment experience," said Robert Knapp,
Managing Director of Millennium Partners. "Importantly, our director slate owns
approximately [86] times as many shares as the director slate proposed by the
Fund, reflecting our commitment to MVC and dedication to maximizing the value of
the Fund for all shareholders. We urge shareholders to take this opportunity to
effect change at the Fund, which continues to trade at a discount to its cash
value, reflecting the market's clear lack of confidence in John Grillos and his
team."
Millennium has proposed the following seven candidates for the MVC
Board:
Robert Knapp, 36, is a managing director of Millennium Partners and
specializes in identifying undervalued assets and turnaround situations. Under
Mr. Knapp's supervision, Millennium has been an investor in MVC since 2000. He
successfully led Millennium's effort to restructure the International
Biotechnology Trust in 2000, and represented Millennium on the creditors
committee that helped achieve a dramatic turnaround in the African mining
company Ashanti Goldfields in 2002. In 2001 and 2002, he served as a director of
Vietnam Frontier Fund, a Cayman Islands investment company.
Gerald Hellerman, 65, is a distinguished former public servant and
branch chief of the U.S. Securities and Exchange Commission. Beyond serving with
the SEC as a financial analyst from 1962 until 1972 and a branch chief from 1967
to 1972, Mr. Hellerman also spent 17 years at the U.S. Department of Justice. He
has been a principal of Hellerman Associates, a financial and corporate
consulting firm with clients such as the U.S. Department of Justice and the
National Oceanic Atmospheric Administration, a unit of the U.S. Department of
Commerce, for the past 10 years. Mr. Hellerman has served as a director of Third
Avenue Value Trust and is currently a director and president of The Mexico
Equity and Income Fund.
Bruce W. Shewmaker, 57, is managing director of Crossbow Ventures Inc.,
a non-registered investment management company and is a vice president of
Crossbow Venture Partners Corp., the general partner of Crossbow Venture
Partners LP, a licensed small business investment company, positions he has held
since he co-founded Crossbow in 1999. Mr. Shewmaker is a former managing
director of E*Offering Corp., an investment banking firm, and president of The
U.S. Russia Investment Fund, Inc., an international private equity and debt
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fund. Mr. Shewmaker has served as a director of ML Oklahoma Venture Partners. He
has also served as a director of several Crossbow portfolio companies.
George W. Karpus, 56, is president and chief executive officer of
Karpus Management, Inc., a registered investment advisor with approximately $700
million under management that he founded in 1986 and MVC's third largest
shareholder. A well-known shareholder activist, he led Karpus Management's
successful efforts to restructure First Australia Prime Income and the Mentor
Income Fund. He is also a general partner of Apogee Partners, L.P., Garnsey
Partners, L.P., Canalview Partners, L.P. and Fixed Income Yield Plus Partners,
L.P., which are private investment partnerships.
Emilio A. Dominianni, 71, is a retired partner of - and is currently a
consultant to - the law firm of Coudert Brothers LLP, where he was a partner
concentrating in corporate finance, acquisitions and corporate taxation matters
from 1965 until 1997, and served as special counsel from 1998 until 2001. Mr.
Dominianni is a consultant to Air Liquide America Corp., an industrial gas
corporation. He is also director and secretary of American Air Liquide, Inc. and
Air Liquide International Corp, and a director of Mouli Manufacturing Corp., a
kitchen supply company. Mr. Dominianni is a certified public accountant.
Robert S. Everett, 39, is a managing director and co-founder of Everett
& Solsvig, Inc., a firm that assists equity and debt holders who own positions
in troubled companies, and is currently serving as chief restructuring officer
of Cornerstone Propane, L.P, a propane distribution company. Prior to Everett &
Solsvig, Mr. Everett was a founder of Kulen Capital, L.P., a middle market
private investment fund. Prior to joining Kulen Capital, Mr. Everett was a vice
president at Merrill Lynch Capital Corp., where he was responsible for managing
debt and equity investments in the firm's $1.2 billion, 60 company portfolio.
Terry Feeney, 45, is vice chairman and chief operating officer of
Millennium Partners and has more than 20 years experience in securities
operations. Prior to joining Millennium Partners, Mr. Feeney was an audit
partner in the financial services division of Ernst & Young, LLP, specializing
in broker dealers. Mr. Feeney is a CPA and a member of the American Institute of
Certified Public Accountants and the Securities Industry Association.
Millennium welcomes comments and suggestions from MVC shareholders at
mevcshareholders@yahoo.com. For more information, shareholders can visit
www.mevcshareholders.com.
# # #
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To the extent that the foregoing release may be considered a "solicitation," as
defined by SEC regulations, such solicitation is being made by Millenco. L.P., a
Delaware limited partnership, which is a broker-dealer and member of the
American Stock Exchange. The general partner of Millenco is Millennium
Management, LLC, a Delaware limited liability company. The sole manager of
Millennium Management, LLC is Israel A. Englander. The principal office of
Millenco, Millennium and Mr. Englander is 666 Fifth Avenue, New York, New York
10103.
For a description of the Millenco's direct or indirect interests in the Fund, we
refer you to the Amendment No. 2 to Schedule 13D, filed by Millenco, L.P., on or
about January 16, 2003 with the Securities and Exchange Commission. That
Schedule may be found at:
www.sec.gov/Archives/edgar/data/1132413/000089109203000049/e14150sc13da.txt.
Millenco, L.P. has filed its definitive proxy statement with the Securities and
Exchange Commission, and it will file additional solicitation material with the
SEC in the future. SHAREHOLDERS SHOULD READ SUCH PROXY STATEMENT AND OTHER
SOLICITATION MATERIAL CAREFULLY BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION.
ANY AND ALL PROXY STATEMENTS AND OTHER MATERIAL FILED IN CONNECTION WITH THE
SHAREHOLDERS MEETING WILL BE AVAILABLE, FOR FREE, AT THE SECURITIES AND EXCHANGE
COMMISSION'S WEBSITE WWW.SEC.GOV AND AT WWW.MEVCSHAREHOLDERS.COM. IN ADDITION,
MILLENCO WILL MAKE AVAILABLE WITHOUT CHARGE, VIA EMAIL, ANY PROXY STATEMENT OR
OTHER SOLICITATION MATERIAL IT MIGHT ISSUE, TO SHAREHOLDERS WHO REQUEST IT BY
CONTACTING US AT: MEVCSHAREHOLDERS@YAHOO.COM.
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