THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND NOT A PROSPECTUS AND IS NOT AN OFFER TO SELL OR A SOLICITATION OF ANY OFFER TO BUY ANY SECURITIES IN THE UNITED STATES OR IN ANY OTHER JURISDICTION. Investors should not subscribe for the shares referred to in this announcement except on the basis of the information contained in the prospectus published on 10 November 2006 in connection with the global offering of shares in the Company (and any supplement or amendment thereto), copies of which can be obtained from the Company's registered office: Anson House, St George's Esplanade, St. Peter Port, Guernsey GY1 3GF, or the registered office of the Company's investment manager 13th Floor, 1-11 John Adam Street, London WC2N 6HT. Marshall Wace LLP (“Marshall Wace”), one of Europe’s leading hedge fund managers, announced today the launch of an offer of shares in MW TOPS Limited, a newly formed company (“MW TOPS” or “the Company”) that will invest in a selection of Marshall Wace European TOPS (Trade Optimised Portfolio System) strategies (“TOPS”) with the objective of providing consistent absolute returns. The offer seeks to raise approximately €1 billion. The Company will apply for admission of its shares on Euronext Amsterdam. Summary of the Company The Company is a closed-ended investment company incorporated in Guernsey. It will invest initially in two existing European TOPS strategies managed by Marshall Wace. The Company will issue Euro, Sterling and US Dollar denominated shares. The Company is registered with the Dutch Authority for the Financial Markets as a collective investment scheme which may offer participations in The Netherlands pursuant to article 17c of the Supervision of Collective Investment Schemes Act (Wet toezicht beleggingsinstellingen). Investment highlights The offer provides direct access to the investment expertise of Marshall Wace, one of Europe’s leading equity long/short managers. The new publicly-listed company will invest in Marshall Wace’s successful TOPS strategies. TOPS is a process which collects and evaluates investment ideas generated across the securities industry, so as to create optimised portfolios which have historically delivered attractive risk-adjusted returns. The Company will initially invest in two existing TOPS strategies1: Opportunistic TOPS2 (inception 1 July 2002) and Fundamental TOPS3 (inception 1 October 2003), which, since inception to 31 October 2006 generated returns (on a gross of fees
1 These strategies have been utilised since July 2002 within The Eureka (Euro) Fund Limited (the “Eureka Fund”), a European equity long-short fund managed by Marshall Wace. The performance data relating to the Eureka Fund’s investment in the TOPS strategies is set out below for the periods since 1 July 2002 and 1 October 2003. Since these dates, the Eureka Fund has invested in Marshall Wace’s manager-led strategies and the relevant TOPS investment processes. 2 Opportunistic TOPS is a strategy that trades on the basis of investment ideas driven by stock and market momentum, prevailing market themes and stock-specific events. 3 Fundamental TOPS is a strategy that trades on the basis of investment ideas driven by valuation and fundamental criteria such as earnings, growth and outlook for a specific stock.
basis4) of 146.81% and 76.48% respectively (equivalent to 23.18% and 20.23% respectively5 on an annualised basis (to 31 October 2006)). The Company will target annual returns (net of fees and expenses) of 12% to 16% with a volatility of 5% to 7%6. The issue expenses paid by the Company will be capped at 1% of gross proceeds. Marshall Wace will absorb all other issuance costs itself. A trail fee of 0.5% per annum of NAV is payable by Marshall Wace (for 5 years) to qualifying investors on retention of shares subscribed in the offering. Investors in the Company will participate on an equal footing with other investors in the existing European TOPS funds. These other funds will be closed to new investors from 1 December 2006. No fee layering - investment management and performance fees are paid only at the level of the Company. Multiple discount management features designed to address the potential for any discount between the share price and NAV per share. Paul Marshall, Chairman and a Co-Founder of Marshall Wace commented: “We are very pleased to announce the launch of MW TOPS. The offer is a logical next step in the evolution of Marshall Wace as a top-tier, focused manager of long/short equity strategies as we seek to broaden substantially the TOPS investor base. We at Marshall Wace are very proud of our TOPS system and believe we have created an innovative investment process with a sustainable competitive advantage. The TOPS strategies have proven very successful for investors since they were first launched in 2002. MW TOPS will enable new investors to access the TOPS strategies directly through a listed vehicle, which will be subject to the highest standards of governance.” Deutsche Bank, Merrill Lynch and UBS have been appointed Joint Global Co-ordinators and Joint Bookrunners. The offering is expected to be completed by the year-end.