SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
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[x] Soliciting Material Pursuant toss.240.14a-11(c) orss.240.14a-12
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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Item 22(a)(2) of Schedule 14A.
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MILLENCO, L.P.
666 FIFTH AVENUE TELEPHONE 212.841.4100
NEW YORK, NY 10103-0899 TELEFAX 212.841.4141
IMPORTANT MESSAGE FOR MVC SHAREHOLDERS
YOUR VOTE IS IMPORTANT
SIGN, DATE, AND RETURN THE GREEN PROXY CARD
-------------------------------------------
February 13, 2003
Dear Fellow MVC Shareholder,
At the Annual Meeting of MVC shareholders scheduled for February 28, 2003, the
entire board of directors is up for election. This is because in December a
Delaware Court concluded "THAT THE ELECTION OF DIRECTORS AT BOTH THE 2001 AND
2002 ANNUAL MEETINGS WERE PROCURED BY THE USE OF MATERIALLY FALSE AND MISLEADING
PROXY MATERIALS," and ordered new director elections.
Following the Court's decision, every director of MVC resigned except for the
Chairman and CEO, John Grillos. Together with six other candidates, Mr. Grillos
is again standing for election. In opposition, we are seeking your support for
the election to the MVC Board of seven highly qualified, experienced individuals
dedicated to achieving superior long-term returns for all MVC shareholders.
Recently, CEO Grillos and the new board of MVC have sent letters to shareholders
and issued press releases riddled with factual mistakes, inaccuracies, and
misleading innuendo. Rather than dignify these attacks with a response, we ask
you to take note of the Delaware Court's ruling. We also ask you to take note of
the February 10th article in Barron's indicating that the Securities and
Exchange Commission is investigating MVC management. We have also learned that
the SEC is conducting a formal investigation into accounting practices at
SmartForce PLC, where Mr. Grillos' formerly served as director, chief operating
officer, and member of the audit committee.
Given these facts, ask yourself, should you trust MVC's management which has
used false and misleading proxy materials in the past and is reportedly being
investigated by the SEC?
Here is the reality. As CEO of MVC, Mr. Grillos has achieved a RETURN OF -79% ON
REALIZED INVESTMENTS, AND THE VALUE OF YOUR EQUITY IN THE FUND HAS PLUMMETED. At
the same time, he has attempted to invest MVC funds in support of his own
failing private businesses and has been found in breach of his fiduciary duties.
PROTECT YOUR INVESTMENT
The graph below shows the cash level of MVC as reported on its website since
last April. After the Delaware Court decision in December, the rate of
investment increased dramatically. Ask yourself, is this responsible behavior
that you should support?
MVC Total Cash
[Graph plots MVC's cash position from May 1, 2002 to February 6, 2003, and shows
a sharp decline in cash following December 19, 2002, the date of the Delaware
court decision.]
The future of our mutual investment in MVC is at stake. Launched at $20, the
share price has fallen nearly 60% to $8.10 per share. During that time, MVC
shareholders have paid out nearly $36 million in fees and expenses, representing
$2.17 per share! Its your money, and it is time for a change.
Millenco's highly qualified nominees have a straightforward plan to create
long-term value for all MVC shareholders and are dedicated to installing a
talented and experienced investment advisor that will turn MVC into a successful
company. I URGE YOU TO PROTECT YOUR INVESTMENT BY SIGNING, DATING, AND RETURNING
THE ENCLOSED GREEN PROXY CARD TODAY.
Thank you for your support.
Sincerely,
Robert Knapp
If you have any questions, or need
assistance in voting your shares,
please call our proxy solicitor,
INNISFREE M&A INCORPORATED
TOLL-FREE AT 1-888-750-5834
For further information, visit www.mevcshareholders.com.