Third Point Investors Limited Annual Report 2019

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FY2019 Annual Report · Third Point Investors Limited

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T H I R D P O I N T O F F S H O R E
I N V E S TO R S L I M I T E D

For the year ended 31 December 2019

Contents

01 Chairman’s Statement
Strategic Report
03
07 Directors’ Report
19 Disclosure of Directorships in Public Listed Companies
20

Statement of Directors’ Responsibilities in Respect of the
Audited Financial Statements

21 Directors’ Remuneration Report
Report of the Audit Committee
23
Investment Manager’s Review
27
Independent Auditor’s Report
30
Statements of Assets and Liabilities
36
Statements of Operations
37
Statements of Changes in Net Assets
38
39
Statements of Cash Flows
40 Notes to the Audited Financial Statements
IBC Management and Administration

CHAIRMAN’S STATEMENT

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

Chairman’s Statement

Dear Shareholder,

Any review of 2019 has been superseded by the eruption of the COVID pandemic. This report does
indeed cover the last fiscal year, but I wanted to begin with some introductory comments on COVID. It is
clear that the impact of the containment measures deployed around the world will have a profoundly
depressing effect on global economic output. Many pundits ponder the scale of the decline and look for
historical comparisons. Coming up with accurate forecasts is an impossible task, of course, as nobody
knows how long the current measures will need to be in place to control the spread of infection, and the
duration of this period will be the primary determinant of the economic impact. The abrupt cessation of
activity across many sectors has been mitigated by unprecedented fiscal and monetary stimulus in most
countries around the world. These are intended to give consumers and businesses confidence that
policymakers will ‘do what it takes’ to avoid the wholesale destruction of the economy. At the time of
writing, the effect of restrictions to bear down on the spread of the virus seem to be having an impact.
That, combined with loose policy settings around the world, have been enough to trigger a rally in
markets, but volatility is likely to lurk in the background until the path out of lockdown becomes clearer.

Turning to 2019, which feels like a different era, markets had been very buoyant, but it is worth recalling
the gloom which prevailed at the start of the year. At that point, interest rates were on an upward
trajectory and markets were unsettled by the prospect of several further rises in rates. Instead, reacting to
weaker than expected economic data, Central Banks engaged in a round of coordinated easing which
had been very supportive of risky assets like equities.

For Third Point Offshore Investors Limited (the “Company”), the fourth quarter of 2018 was chastening,
and the Master Fund in which the Company invests substantially all of its assets, under Daniel Loeb,
entered the year with net equity exposure somewhat below 50%1. This number has fluctuated somewhat
since such time, but it is important to note that the ensuing returns to NAV in 2019 were achieved with
relatively low exposure to equity markets. The return was +17.1% compared with a rise of just over 28%
for the MSCI World Index. This combination of return based on low market exposures means that risk
adjusted returns were strong. The Board believes, and we hope shareholders agree, that these risk-
adjusted returns are indicative of a thoughtful and insightful investment process.

During the year, the largest contributors to returns were from activist positions held in the underlying Master
Fund. These now indirectly represent more than 50% of the Company’s net exposure and have been a
major source of return throughout the life of the strategy. Three new activist positions were added during
the year: EssilorLuxottica SA, the French-Italian eyewear business; Sony, the warhorse of Japanese
innovation; and Prudential plc, a multinational life insurance and financial services company. A lot of
energy is invested in uncovering new activist opportunities, but some legacy positions also did very well in
2019. Campbell Soup, Nestle´, Baxter, and United Technologies were all strong contributors to profits.

On the other side of the ledger, a position in sovereign Argentinian bonds, historically a significant
contributor to Company profits, did not work well as local politics intervened. A couple of individual
longs also hurt (Chemours and Uber), and it is perhaps not surprising that the short positions also mostly
lost money. As you will recall, the Investment Manager does not as a practice disclose the identity of its
short holdings as it prefers to allow the fundamentals of these holdings to mature in their own time, rather
than seeking to influence other investors by shouting from the rooftops.

As you will know, the Company’s shares have been trading for several years at a large discount to Net
Asset Value (“NAV”). Over time, the Board has introduced a series of measures to try and improve
matters. These have included listing the Company’s shares on the Premium Section of the London Stock
Exchange, operating a buyback programme, reducing fees, and so on. Although significant, these have
not had the effect on closing the discount which the Board desires.

For this reason, we announced at the end of September that over the next three years, the Company
would be buying back up to $200 million worth of its stock. The scale of the buyback is an attempt to
demonstrate to our shareholders and the market that we are serious about reducing the discount and that
they can expect to see the Company’s returns bolstered by the accretion to NAV from buybacks. In the
past year, for example, buybacks added 45 cents to returns. We also hope that returns from the

1 Reflects the net equity exposure of the Third Point Offshore Master Fund L.P.

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

CHAIRMAN’S STATEMENT

Chairman’s Statement continued

investment strategy itself will be enhanced by the erosion of that discount. Of course, the impact of
the COVID pandemic has introduced unwelcome volatility into the picture, and the market turmoil which
has followed has led to a confusing picture. Nevertheless, the Company remains committed to its
buyback agenda and is still active in the market. I would remind shareholders that this is a three-year
programme, but that does not mean that we are committed to buying an equal amount every month. We
must instead be prudent in the exercise of the policy in the light of market conditions. As our
programme is to take place over a three-year period, we need to look through the current problems
in the expectation that some normality will eventually prevail.
A buyback on its own is not a universal panacea. Discounts exist for all sorts of reasons, and we have
concluded that we need to disseminate the Third Point story to a wider audience. This involves both
better communications and better materials. Over the past few months we have made progress on both
these fronts, but there are further improvements to come. I would add that the level of disclosure in the
portfolio may look light compared to a conventional investment trust, but a number of the key activist
positions are commercially sensitive, in particular when they are being built, and the Manager exercises
the due caution needed to ensure that positions are fully ‘sized’ before being made public. In any event,
both the Board and the Manager agree that more communication with the shareholders is key to
improving the rating of the Company’s shares, and we are committed to making this a reality. With this
in mind, the Manager recently began releasing weekly returns estimates in an effort to improve
transparency with investors. We have asked our shareholders to be patient with us and to let the
cumulative effect of the buyback and the increased communication have their desired effect. We will be
putting forward a motion to the Annual General Meeting (“AGM”) that the name of the Company be
changed to ‘Third Point Investors Limited’, so dropping the Offshore qualifier. It is felt that the adjective
‘Offshore’ connotes an entity less respectable than the reality of your Company. We hope its removal
will add at the margin to its appeal to a broader shareholder group.
There has also been some confusion about the percentage of our assets which can be held in other closed-
ended vehicles. The Company invests substantially all its assets into the Master Fund. The Company does
not invest in closed-ended investment funds which are listed on the official list of the Stock Exchange. The
Company’s Investment Policy will be clarified accordingly at the next Annual General Meeting (“AGM”).
Notice of the AGM will be sent out to investors in due course including arrangements in light of the COVID-
19 crisis.
Beyond the question of governance, the Board believes that Third Point is a unique investment vehicle
and that there are no comparable closed-ended structures available to investors in the London market.
The Manager has a strong long-term track record and a sterling reputation.
In August, Huw Evans joined the Board. He is a Chartered Accountant with a background in corporate
finance and is based in Guernsey. Chris Legge has indicated that he will retire at the AGM on 1 July 2020
and Huw will then replace him as Chair of the Audit Committee. I would like to thank Chris for his long
service to the Company and for the bonhomie which he brings to proceedings while keeping an eagle eye
on the accounts. Huw will be standing for election at the AGM and I urge you to support him.
Third Point has reacted to current market conditions by positioning itself more defensively by reducing
exposures, among other things, and continues to monitor a very fluid situation in an effort to invest
responsibly in an extremely uncertain economic backdrop. There is no historical precedent for markets
navigating their way through a crisis like this, but it seems clear that the global economy will come back
from its current slump, even if that takes a considerable time. As events unfold, Dan Loeb and his team feel
that the underlying quality of many of the companies held in the portfolio will offer attractive returns and
that the need to restructure to unlock value will be more relevant than ever. Inevitably, the volatility and
disruption we see will provide other opportunities for a well-resourced and nimble manager like Third Point.
My fellow Directors and I are honoured to serve our shareholders.
Steve Bates
28 April 2020

STRATEGIC REPORT

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

Strategic Report

The Directors submit their Strategic Report and Directors’ Report, together with the Company’s Statements
of Assets and Liabilities, Statements of Operations, Statements of Changes in Net Assets, Statements of
Cash Flows and the related notes for the year ended 31 December 2019, together the “Audited
Financial Statements”. These Audited Financial Statements have been properly prepared, in accordance
with accounting principles generally accepted in the United States of America, any relevant enactment
for the time being in force, and are in agreement with the accounting records.

The Company
The Company was incorporated in Guernsey on 19 June 2007 as an authorised closed-ended
investment scheme and was admitted to a secondary listing (Chapter 14) on the Official List of the
London Stock Exchange (“LSE”) on 23 July 2007. The proceeds from the initial issue of shares on listing
amounted to approximately US$523 million. Following changes to the Listing Rules on 6 April 2010, the
secondary listing became a standard listing. The Company was admitted to the Premium Official List
Segment (“Premium Listing”) of the LSE on 10 September 2018.

The shares of
the Company are quoted on the LSE in two currencies. On 28 March 2019, FTSE
published an update to the UK Index Series Guide to Calculation Method for the Median Liquidity Test
which stated that: “Where a security has a market quote in multiple currencies, only volume data from
the eligible Sterling quote will be used in the liquidity test.” Based on this revised calculation method the
Shares have been removed from the UK Index Series.

The Company is a member of the Association of Investment Companies (“AIC”).

Investment Objective and Policy
The Company’s investment objective is to provide its Shareholders with consistent
long term capital
appreciation utilising the investment skills of Third Point LLC (the “Investment Manager”, “Manager”, or
“Firm”) through investment of all of its capital (net of short term working capital requirements) in Class E
and N Shares of Third Point Offshore Fund, Ltd (the “Master Fund”), an exempted company formed
under the laws of the Cayman Islands on 21 October 1996.

The Master Fund is a limited partner of Third Point Offshore Master Fund L.P. (the “Master Partnership”),
an exempted limited partnership under the laws of the Cayman Islands, of which Third Point Advisors II
L.L.C., an affiliate of the Investment Manager, is the general partner. Third Point LLC is the Investment
Manager to the Company, the Master Fund and the Master Partnership. The Master Fund and the Master
Partnership have the same investment objectives, investment strategies and investment restrictions.

The Master Fund and Master Partnership’s investment objective is to seek to generate consistent long-term
capital appreciation, by investing capital
in securities and other instruments in select asset classes,
sectors, and geographies, by taking long and short positions. The Investment Manager’s implementation
of the Master Fund and Master Partnership’s investment policies is the main driver of the Company’s
performance.

The Investment Manager identifies opportunities by combining a fundamental approach to single security
analysis with a reasoned view on global, political and economic events that shapes portfolio construction
and drives risk management.

The Investment Manager seeks to take advantage of market and economic dislocations and supplements
its analysis with considerations of managing overall exposures across specific asset classes, sectors, and
geographies by evaluating sizing, concentration, factor risk, and beta, among other considerations. The
resulting portfolio expresses the Investment Manager’s best ideas for generating alpha and its tolerance
for risk given global market conditions. The Investment Manager is opportunistic and often seeks a

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

STRATEGIC REPORT

Strategic Report continued

Investment Objective and Policy (continued)
catalyst
that will unlock value or alter the lens through which the broad market values a particular
investment. The Investment Manager applies aspects of this framework to its decision-making process,
and this approach informs the timing of each investment and its associated risk.

As of 1 January 2019, the Company transferred substantially all of its holding into a newly-created share
class of the Master Fund (Class N). The new share class attracts a lower management fee and the
Company now also qualifies for an additional reduction in the management fee applicable to it based on
its size and longevity as an investor in the Master Fund. As a result, the Company’s management fee in the
newly created share class has been reduced from 2.0% to 1.25% per annum since 1 January 2019.

The new share class is subject to a 25% quarterly redemption gate.

Any Ordinary Shares bought for the Company’s account (e.g. as part of the buyback programme)
traded mid-month will be purchased and held by the Master Partnership until the Company is able to
cancel the shares following each month-end. Shares cannot be cancelled intra-month because of legal
and logistical factors. The Company and the Master Partnership do not intend to hold any shares longer
than the minimum required to comply with these factors, expected to be no more than one month.

Results and Dividends
The results for the year are set out in the Statements of Operations. As announced on 1 March 2018, the
Board, after consultation with major Shareholders, resolved that
the Company would stop paying
dividends.

the Board announced the
As an alternative means of capital
implementation of a share buyback programme, with share purchases being made through the market at
prices below the prevailing NAV per share.

return, on 5 December 2018,

Key performance indicators (“KPI’s”)
At each Board meeting,
the Board considers a number of performance measures to assess the
Company’s success in achieving its objectives. Below are the main KPI’s which have been identified by
the Board for determining the progress of the Company:

(cid:129) Change in Net Asset Value (NAV);

(cid:129) Discount to the NAV;

(cid:129) Share price; and

(cid:129) Ongoing charges.

Viability Statement
In accordance with principle 31 of the UK Corporate Governance Code, published by the Financial
Reporting Council in July 2018 (“The Code”), the Directors have assessed the prospects of the Company
over the three year period to 31 December 2022. The Directors consider that
three years is an
appropriate period based on a review of the Company’s investment horizon, anticipated cash flows,
management arrangements as well as the liquidity of the Company’s investment in the Master Fund.

The Company’s investment objective is to provide its Shareholders with consistent
long term capital
appreciation, utilising the investment skills of the Investment Manager, through investment of all of its
capital (net of short-term working capital requirements) in Class E and N shares of Third Point Offshore

STRATEGIC REPORT

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

Viability Statement (continued)
Fund, Ltd. (the “Master Fund”), an exempted company formed under the laws of the Cayman Islands on
21 October 1996.

As of 1 January 2019, the Company transferred substantially all of its holding into a newly-created share
class of the Master Fund. The new share class is subject to a 25% quarterly redemption gate.

The Company is able to redeem an appropriate amount each quarter to account for Company fees and
expenses. The Company’s performance and operations therefore depend upon the performance of the
Master Fund and the Directors in assessing the viability of the Company pay particular attention to the
risks facing the Master Fund. The Investment Manager’s Review on pages 27 to 29 sets out details of the
Company’s financial performance, and outlook.

In its assessment of the viability of the Company, the Directors have considered each of the Company’s
principal risks and uncertainties as well as the internal control and financial reporting processes detailed
above and in particular the underlying investment performance of the Master Fund, share price discount
to the NAV and the impact of Covid-19.

The Directors acknowledge the two year notice period of the Investment Manager serving notice under
the Management Agreement. To mitigate against
the Directors meet regularly with the
Investment Manager to review the Company’s performance, and closely monitor the relationship with the
Investment Manager.

this risk,

The Directors have carried out a robust assessment of the principal risks facing the Company, including
those that would threaten its business model, future performance, solvency or liquidity. This includes the
Directors assessment of the impact of Covid-19 on the Company (see page 17 for further details) The
Directors believe that the Company is well placed to manage its business risks successfully, having taken
into account the current economic outlook.

The Directors, having considered the above risks and reviewed ongoing budgeted expenses, have a
reasonable expectation that the Company will be able to continue in operation and meet its liabilities as
they fall due. The Directors confirm their belief that the Company will remain viable for the period to
31 December 2022.

Third Point Environmental, Social and Governance (“ESG”) Policies
The Company is adopting the ESG policies of the Investment Manager. They are consistent with its
thoughts about the community – inside and outside Third Point – its business, and its investments. The
Manager’s policies mark the beginning of an ongoing commitment to leading the hedge fund industry in
developing standards for environmental, social, and governance practices.

Below are some of the highlights of the ESG activities and initiatives that have been undertaken by the
Investment Manager;

Environmental initiatives
LEED-Gold Facilities: Third Point’s offices are located at 55 Hudson Yards, which is part of the first
neighbourhood in Manhattan to receive the LEED-Gold certification, awarded by the United States Green
Building Council
for its green infrastructure, public transportation linkages, and pedestrian-friendly
community design. The neighbourhood operates on a first-of-its-kind microgrid with two cogeneration
plants that saves 25,000 MT of CO2e greenhouse gases (equal to the annual emissions of 5,100 cars)
from being emitted annually.

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

STRATEGIC REPORT

Strategic Report continued

Environmental initiatives (continued)
Third Point’s reuse and recycling practices focus on recycling plastics and paper; reducing container
waste; and promoting food sustainability.

Social Initiatives
The Board and the Manager believe engaged human capital management
is essential for an asset
manager, as trained employees increasingly drive value in the data-driven economy. Third Point is an
Equal Opportunity Employer and has adopted fair chance hiring practices. They are committed to the
benefits of a diverse workforce in perspective and background. Third Point believes in life-long learning
and encourages workforce development. Third Point believes that employees should build sustainable
financial futures through their employment at the firm.

Through the “Third Point Gives” program, the Manager offers its employees multiple opportunities to
come together for service learning and contribute financially to the community.

Governance Initiatives
The Manager strongly encourages good governance practice at all its investee businesses. Furthermore,
the Board of the Company comprises 6 members of which 5 are independent of the Manager.

the impact of Covid-19 on the Company,

Going Concern
After making enquiries and given the nature of the Company and its investment, and having carried out
an assessment of
is
appropriate to continue to adopt
the going concern basis in preparing these Audited Financial
Statements. The Master Fund Shares are liquid and can be converted to cash to meet liabilities as they
fall due. These shares are subject to a 25% quarterly redemption gate. The Board considers this to be
sufficient for normal requirements. After due consideration, the Directors consider that the Company is
able to continue for the foreseeable future.

the Directors are satisfied that

Signed on behalf of the Board by:

Steve Bates
Chairman

Christopher Legge
Director

28 April 2020

DIRECTORS’ REPORT

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

Directors’ Report

Directors
The Directors of the Company during the year and to the date of this report are as listed on page 8 of
these Audited Financial Statements.

Directors’ Interests
Mr. Targoff holds the position of Chief Operating Officer, Partner and General Counsel of Third Point
LLC.

to an instrument of

Pursuant
indemnity entered into between the Company and each Director, the
Company has undertaken, subject to certain limitations, to indemnify each Director out of the assets and
profits of the Company against all costs, charges, losses, damages, expenses and liabilities arising out of
any claims made against them in connection with the performance of their duties as a Director of the
Company.

Steve & Sarah Bates held 6,122 shares as at 31 December 2019.

Christopher Legge held 6,500 shares as at 31 December 2019.

Rupert & Rosemary Dorey held 25,000 shares between them as at 31 December 2019.

Claire Whittet and her husband Martin Whittet, held 2,500 shares as at 31 December 2019 through
their joint Retirement Annuity Trust Scheme (RATS).

Huw Evans held 5,000 shares as at 31 December 2019.

Corporate Governance Policy
The Board has considered the principles and recommendations of
Investment
Companies Code of Corporate Governance (“AIC Code”). The AIC Code addresses all the principles set
out in the UK Corporate Governance Code (the “UK Code”), as well as setting out additional principles
and recommendations on issues that are of specific relevance.

the Association of

The Board has determined that reporting against the principles and recommendations of the AIC Code
the
will provide appropriate information to Shareholders. The Company has complied with all
recommendations of the AIC Code and the relevant provisions of the UK Code, except as set out below.

The UK Code includes provisions relating to:

(cid:129) the role of the chief executive;

(cid:129) executive Directors’ remuneration; and

(cid:129) the need for an internal audit function.

The Board considers these provisions are not relevant
the Company, being an
externally advised investment company with no executive directors or employees. The Company has
therefore not reported further in respect of these provisions.

to the position of

The AIC Code provides a “comply or explain” code of corporate governance designed especially for the
needs of investment companies. The AIC published the code of corporate governance and the Company
has reviewed its compliance with these standards. The UK Financial Reporting Council (“FRC”) has

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

DIRECTORS’ REPORT

Directors’ Report continued

Corporate Governance Policy (continued)
confirmed that so far as investment companies are concerned it considers that companies which comply
the UK Code and
with the AIC Code will be treated as meeting their obligations under
Section 9.8.10R(2) of the Listing Rules. In July 2018, the FRC released a revised Corporate Governance
Code which became effective for accounting periods beginning on or after 1 January 2019. The AIC
also updated its Code on 5 February 2019, to reflect the revised principle and provisions in the 2018
UK Corporate Governance Code. The 2019 AIC Code also came into effect for accounting periods
beginning on or after 1 January 2019. The Board is reporting under the 2019 AIC Code for the current
year.

The AIC Code requires the Company to appoint Nomination, Remuneration and Management
Engagement Committees. The independent directors of the Board will act as these committees and the
first meetings were held in August 2019. The Nomination and Remuneration Committee considers the
composition of and recruitment to the Board, and will consider market practice, peer group statistics and
the requirements of the role when determining remuneration levels of the Directors. The Management
Engagement Committee will review the performance of the Company’s service providers.

The Company does not have employees, hence no whistle-blowing policy is necessary. However, the
Directors, as part of the duties of the Management Engagement Committee (“MEC”), have satisfied
the Company’s service providers have appropriate whistleblowing policies and
themselves that
procedures and confirmation has been sought from the service providers that nothing has arisen under
those policies and procedures which should be brought to the attention of the Board. Furthermore, the
MEC, on an annual basis, ensures that service providers have appropriate anti money laundering,
disaster recovery and risk monitoring policies in place.

The Code of Corporate Governance (the “Guernsey Code”) provides a framework that applies to all
entities licensed by the Guernsey Financial Services Commission (“GFSC”) or which are registered or
the UK Code or the AIC
authorised as a collective investment scheme. Companies reporting against
Code are deemed to comply with the Guernsey Code. It is the Company’s policy to comply with the AIC
Code.

The Board confirms that, throughout the year covered in the Audited Financial Statements, the Company
complied with the Guernsey Code issued by the GFSC, to the extent it was applicable based upon its
legal and operating structure and its nature, scale and complexity.

Board Structure
the Board is an
The Board currently consists of six non-executive Directors. As the Chairman of
independent non-executive, the Board considers it unnecessary to appoint a senior independent Director.

Name

Position

Independent

Date Appointed

Steve Bates1
Rupert Dorey
Keith Dorrian (retired 3 July 2019)
Huw Evans
Christopher Legge
Joshua L Targoff
Claire Whittet

Non-Executive Chairman
Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director

Yes
Yes
Yes
Yes
Yes
No
Yes

5 February 2019
5 February 2019
19 June 2007
21 August 2019
19 June 2007
29 May 2009
27 April 2017

1Mr. Bates was appointed as Chairman on 5 February 2019, Mrs Whittet had previously been in the role of Interim Chair.

DIRECTORS’ REPORT

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

Board Structure (continued)
Mr. J Targoff, the Chief Operating Officer, General Counsel and Partner of the Investment Manager, is
not considered independent. All other Directors are considered by the Board to be independent of the
Company’s Investment Manager.

As required by the AIC Code, every Director is subject to annual re-election by the Shareholders. Any
Directors appointed to the Board since the previous AGM also retire and stand for election. The
Independent Directors take the lead in any discussions relating to the appointment or re-appointment of
directors, initially through the Nomination and Remuneration Committee and, when recruiting new
directors, may use an independent recruitment firm, as in the past.

New Directors receive an induction from the Investment Manager on joining the Board, and all Directors
undertake relevant training as necessary.

The Board meets at least four times a year and in addition there is regular contact between the Board,
International Fund Administration Services (Guernsey)
the Investment Manager and Northern Trust
Limited (the “Administrator” and “Corporate Secretary”). The Board requires to be supplied in a timely
manner with information by the Investment Manager, the Administrator, and the Corporate Secretary
and other advisors in a form and of a quality appropriate to enable it to discharge its duties. The Board,
excluding Mr. Targoff, regularly reviews the performance of the Investment Manager and the Master
Fund to ensure that performance is satisfactory and in accordance with the terms and conditions of the
relative appointments and Prospectus. It carries this review out through consideration of a number of
objective and subjective criteria and through a review of the terms and conditions of the advisors’
appointment with the aim of evaluating performance, identifying any weaknesses and ensuring value for
money for the Company’s Shareholders.

The Company has no executive Directors or employees. All matters, including strategy, investment and
dividend policies, gearing and corporate governance procedures are reserved for approval by the
Board of Directors. The Board receives full
information on the Company’s investment performance,
assets, liabilities and other relevant information in advance of Board meetings.

Board Tenure and Succession Planning
to annual
The Board notes the AIC Code and UK Code requirement for all Directors to be subject
re-election. In accordance with the Company’s articles of incorporation, the Independent Directors and
Mr. Targoff (treated for the purposes of the AIC Code as a Non-Independent Director) retire and offer
themselves for re-election at each AGM.

The Directors undertake an annual evaluation of the Board’s performance and continuing independence
and during this evaluation (which includes a review of the diversity of experience within the Board to
ensure that it remains appropriate) all Directors are asked to confirm their future intentions. The Board
has robust procedures for the identification of prospective Non-Executive Director candidates, and as
part of the selection process, due regard is paid to the recommendations for board diversity. However,
ability and experience will be the prime considerations.

Steve Bates was appointed Chairman of the Board on 5 February 2019 following an extensive interview
process conducted by the Independent Directors with the assistance of an independent recruitment firm.
In addition, in view of Keith Dorrian’s decision not to stand for re-election at the 2019 AGM, the Board
interviewed a number of candidates which culminated in Rupert Dorey joining the Board on 5 February
2019. He was subsequently appointed Chair of the Nomination and Remuneration Committee.

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

DIRECTORS’ REPORT

Directors’ Report continued

Board Tenure and Succession Planning (continued)
Chris Legge has indicated that he does not intend to stand for re-election at the AGM in 2020 and the
Board identified Huw Evans as a suitable replacement. Mr. Evans was appointed as a Director on
21 August 2019 and will be appointed Chair of the Audit Committee following Mr. Legge’s retirement.

Directors’ Biographies

Steve Bates
Mr. Bates has over 39 years’ experience in the investment industry. He began his career in 1980 with
James Capel & Co. as an analyst covering US markets. From 1984 to 2003, he worked for JP Morgan
and its predecessor Flemings where he was responsible for establishing and managing a range of
Emerging Markets businesses and investment activities across regions. Since then, Mr. Bates has been
Chief Investment Officer for GuardCap Asset Management Limited and its predecessor company. He is
currently Chairman of both VinaCapital Vietnam Opportunities Fund and is a Non- Executive Director of
Biotech Growth Trust, both of which are listed on the London Stock Exchange. Mr. Bates holds a law
degree from Cambridge University and is a CFA charterholder.

Rupert Dorey
Mr. Dorey has 35 years of experience in financial markets. Mr. Dorey was at CSFB for 17 years from
1988 to 2005 where he specialised in credit related products, including derivative instruments where his
expertise was principally in the areas of debt distribution, origination and trading, covering all types of
debt from investment grade to high yield and distressed debt. He held a number of positions at CSFB,
including establishing CSFB’s high yield debt distribution business in Europe, fixed income credit product
coordinator for European offices and head of UK Credit and Rates Sales. Since 2005 he has been
acting in a Non-Executive Directorship capacity for a number of Hedge Funds, Private Equity &
Infrastructure Funds, for both listed and unlisted vehicles. He is former President of
the Guernsey
Chamber of Commerce and is a member of the Institute of Directors. Rupert has extensive experience as
both Director and Chairman of exchange listed and unlisted funds, chairing nine of the funds, seven of
which have been listed and 2 of which are FTSE 250 companies. He has served on boards with
18 different managers, including Apollo, Aviva, M&G, Partners Group, Cinven, Neuberger Berman and
Harbourvest.

in 1983. He subsequently worked for

Huw Evans
Huw Evans is Guernsey resident and qualified as a Chartered Accountant with KPMG (then Peat
Marwick Mitchell)
three years in the Corporate Finance
department of Schroders before joining Phoenix Securities Limited in 1986. Over the next twelve years
he advised a wide range of companies in financial services and other sectors on mergers and
acquisitions and more general corporate strategy. Since moving to Guernsey in 2005, he has acted as a
professional non-executive Director of a number of Guernsey-based companies and funds. He holds an
MA in Biochemistry from Cambridge University.

Christopher Legge
Christopher Legge, is a Guernsey resident and worked for Ernst & Young in Guernsey from 1983 to
2003. Having joined the firm as an audit manager in 1983, he was appointed a partner in 1986 and
managing partner in 1998. From 1990 to 1998, he was head of Audit and Accountancy and was
responsible for the audits of a number of insurance, banking, investment fund and financial services
clients. He also had responsibility for the firm’s training, quality control and compliance functions. He
was appointed managing partner of Ernst & Young for the Channel Islands region in 2000. Since his
retirement from Ernst & Young in 2003, Mr. Legge has held a number of non-executive directorships in
the financial sector. He is an FCA and holds a BA (Hons)
in Economics from the University of
Manchester.

DIRECTORS’ REPORT

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

Joshua L. Targoff
Joshua L. Targoff has been the Chief Operating Officer of the Investment Manager since May 2009. He
in May 2008. Previously, Mr. Targoff was the General Counsel of the
joined as General Counsel
Investment Banking Division of Jefferies & Co. Mr. Targoff spent seven years doing M & A transactional
work at Debevoise & Plimpton LLP. Mr. Targoff graduated with a J.D. from Yale Law School, and holds a
B.A. from Brown University. In 2012, Mr. Targoff was made a Partner of the Investment Manager.

Claire Whittet
Claire Whittet
is a Guernsey resident and has 40 years’ experience in the banking industry. After
gaining an MA in Geography from Edinburgh University, she joined the Bank of Scotland where she
remained until moving to Guernsey in 1996. In the intervening period she was involved in a wide variety
transactions including commercial and corporate finance. She joined Bank of Bermuda in
of credit
Guernsey becoming Global Head of Private Client Credit and moved to Rothschild & Co Bank
International Ltd as Director of Lending in 2003. She was latterly Co-Head and Managing Director and
since May 2016 has been a Non-Executive Director of the bank. She is a Non-Executive Director of a
number of listed and unlisted funds, is a Chartered Banker and a Member of the Chartered Institute of
Bankers in Scotland, the Insurance Institute and holds the Institute of Directors Diploma in Company
Direction.

Cross Directorships
Mr. Legge and Mrs. Whittet are also both Directors of another listed Fund (TwentyFour Select Monthly
Income Fund Limited). Mr. Bates and Mr. Evans are also both Directors of another listed Fund
(VinaCapital Vietnam Opportunity Fund Limited). The Board does not believe that
these cross
directorships create any conflict or affect the independence of the respective Directors.

A number of the directors are Non-Executive Directors of other listed funds. The Board notes that none of
these funds are trading companies and confirms that all Non-Executive Directors of the Company have
sufficient
time and commitment (as evidenced by their attendance and participation at meetings) to
devote to this Company.

Meeting Attendance Records
The table below lists Directors’ attendance at meetings during the year.

Name

Steve Bates1

Rupert Dorey1

Keith Dorrian2

Huw Evans3
Christopher Legge

Joshua L Targoff4,5

Claire Whittet

Scheduled Board
Meetings
Attended
(max 4)

Audit Committee
Meetings
Attended
(max 3)

4 of 4

2 of 2
2 of 2

4 of 4

N/A

3 of 3

N/A
1 of 1

3 of 3

N/A

3 of 3

1 Mr. Bates and Mr. Dorey were appointed 5 February 2019.
2 Mr. Dorrian did not stand for re-election at AGM on 3 July 2019.
3 Mr. Evans was appointed as a Director on 21 August 2019.
4 Mr. Targoff is not a member of the Audit Committee.
5 Mr. Targoff does not attend Meetings as a Director where recommendations from the Investment Manager are under consideration.

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

DIRECTORS’ REPORT

Directors’ Report continued

Meeting Attendance Records (continued)
Following the “Women on Boards” review conducted by Lord Davies of Abersoch in February 2011, the
Board has examined Lord Davies recommendations and noted that it is consistently reviewing its policy,
and future appointments to the Board will continue to be based on the individual’s skills and experience
regardless of gender.

Committees of the Board
As set out on page 8, the AIC Code requires the Company to appoint Nomination and Remuneration
and Management Engagement Committees. The independent directors of
the Board act as these
committees and the first meetings were held in August 2019. The Nomination and Remuneration
Committee considers the composition of and recruitment to the Board, and will consider market practice,
the
peer group statistics and the requirements of
Directors. The function of the Management Engagement Committee is to ensure that
the Company’s
management agreement is competitive and reasonable for the Shareholders, along with the Company’s
agreements with all other third party service providers (other than the external auditors).

the role when determining remuneration levels of

The Committee also reviews annually the performance of
the Investment Manager with a view to
determining whether to recommend to the Board that the Investment Manager’s mandate be renewed,
subject to the specific notice period requirement of the agreement. The other third party service providers
are also reviewed on an annual basis.

The Investment Manager has wide experience in managing and administering fund vehicles and has
access to extensive investment management
the continued
appointment of the Investment Manager on the terms agreed would be in the interests of the Company’s
Shareholders as a whole.

resources. The Board considers that

Audit Committee
The Company’s Audit Committee conducts formal meetings at least three times a year for the purpose,
amongst others, of considering the appointment,
the audit and
remuneration of the auditors and to review and recommend the annual statutory accounts and interim
report to the Board of Directors. Full details of its functions and activities are set out in the Report of the
Audit Committee on pages 23 to 26 of this Annual Report.

independence, effectiveness of

Directors’ Duties and Responsibilities
The Directors have adopted a set of Reserved Powers, which establish the key purpose of the Board and
detail its major duties. These duties cover the following areas of responsibility:

(cid:129) Statutory obligations and public disclosure;

(cid:129) Strategic matters and financial reporting;

(cid:129) Board composition and accountability to Shareholders;

(cid:129) Risk assessment and management, including reporting, compliance, monitoring, governance and

control; and

(cid:129) Other matters having material effects on the Company.

DIRECTORS’ REPORT

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

Directors’ Duties and Responsibilities (continued)
These Reserved Powers of the Board allow the Directors to discharge their fiduciary responsibilities and
provide a set of parameters for measuring and monitoring the effectiveness of their actions.

The Directors are responsible for the overall management and direction of the affairs of the Company.
The Company has no Executive Directors or employees. The Company invests all of its assets in shares of
the Master Fund and Third Point LLC acts as Investment Manager to the Master Fund and is responsible
for the discretionary investment management of the Master Fund’s investment portfolio under the terms of
the Master Fund Prospectus.

Northern Trust International Fund Administration Services (Guernsey) Limited (“NT”) acts as Administrator
the Administration
and Company Secretary and is responsible to the Board under the terms of
Agreement. The Administrator is also responsible to the Board for ensuring compliance with the Rules
and Regulations of The Companies (Guernsey) Law, London Stock Exchange listing requirements and
observation of the Reserved Powers of the Board and in this respect the Board receives detailed quarterly
reports.

The Directors have access to the advice and services of the Company Secretary who is responsible to the
Board for ensuring that Board procedures are followed and that it complies with applicable rules and
regulations of The Companies (Guernsey) Law, the GFSC and the London Stock Exchange. Individual
Directors may, at the expense of the Company, seek independent professional advice on any matter that
concerns them in the furtherance of their duties. The Company maintains appropriate Directors’ and
Officers’ liability insurance in respect of legal action against its Directors on an ongoing basis and the
Company has maintained appropriate Directors’ Liability Insurance cover throughout the year.

The Board is also responsible for safeguarding the assets of the Company and for taking reasonable
steps for the prevention and detection of fraud and other irregularities.

Internal Control and Financial Reporting
The Directors acknowledge that they are responsible for establishing and maintaining the Company’s
system of
internal control and reviewing its effectiveness. Internal control systems are designed to
manage rather than eliminate the failure to achieve business objectives and can only provide reasonable
but not absolute assurance against material misstatements or loss.

The Directors review all controls including operations, compliance and risk management. The key
procedures which have been established to provide internal control are:

(cid:129) Investment advisory services are provided by the Investment Manager. The Board is responsible for
setting the overall investment policy, ensuring compliance with the Company’s Investment Strategy
and monitoring the action of the Investment Manager and Master Fund at regular Board meetings.
The Board has also delegated administration and company secretarial services to NT; however, it
retains accountability for all functions it has delegated.

(cid:129) The Board considers the process for identifying, evaluating and managing any significant risks faced
by the Company on an on-going basis. It ensures that effective controls are in place to mitigate these
risks and that a satisfactory compliance regime exists to ensure all local and international laws and
regulations are upheld. Particular attention has been given to the effectiveness of controls to monitor
liquidity risk, asset values, counterparty exposure and credit availability.

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

DIRECTORS’ REPORT

Directors’ Report continued

Internal Control and Financial Reporting (continued)
(cid:129) The Board clearly defines the duties and responsibilities of its agents and advisors and appointments
are made by the Board after due and careful consideration. The Board monitors the ongoing
performance of such agents and advisors.

(cid:129) The Investment Manager and NT maintain their own systems of internal control, on which they report
to the Board. The Company, in common with other investment companies, does not have an internal
audit function. The Audit Committee has considered the need for an internal audit function, but
because of the internal control systems in place at the Investment Manager and NT, has decided it
appropriate to place reliance on their systems and internal control procedures. Please refer to page
28 where reference is made to the internal audit functions at the Investment Manager and NT.

(cid:129) The systems are designed to ensure effectiveness and efficient operation,

internal control and
compliance with laws and regulations. In establishing the systems of internal control, regard is paid to
the materiality of relevant risks, the likelihood of costs being incurred and costs of control. It follows
therefore that the systems of internal control can only provide reasonable but not absolute assurance
against the risk of material misstatement or loss.

Board Performance
The Board and Audit Committee undertake a formal annual evaluation of their own performance and
that of their committees and individual Directors. In order to review their effectiveness, the Board and
Audit Committee carry out a process of formal self-appraisal. The Directors and Committee consider how
the Board and Audit Committee function as a whole and also review the individual performance of their
members. This process is conducted by the respective Chairman reviewing individually with each of the
to the
Directors and members of
Company. The performance of
the Chairman is evaluated by the other independent Directors. The
performance of
the Management Engagement Committee and the Nomination and Remuneration
Committee will also be evaluated annually going forward. It is intended that an external review of the
Board will be carried out in 2020.

the Committee their performance, contribution and commitment

Management of Principal Risks and Uncertainties
As noted in the Statement of Directors’ Responsibilities in respect of the Audited Financial Statements, the
Directors are required to provide a description of the emerging and principal risks and uncertainties
facing the Company. The Directors have considered the risks and uncertainties facing the Company and
have prepared and review regularly a risk matrix which documents the significant risks.

The Directors have also considered the continually emerging impact of Covid-19 on the Company.
Please see page 17 for the full assessment of the risks associated with Covid-19.

This process has been in place for the year under review and up to the date of approval of the Audited
Financial Statements and is reviewed by the Board and is in accordance with the Guidance on Risk
Management, Internal Control and Related Financial and Business Reporting, published by the FRC.

The risk matrix document considers the following information:

(cid:129) Identifying and reporting changes in the risk environment;

(cid:129) Identifying and reporting changes in the operational controls;

(cid:129) Identifying and reporting on the effectiveness of controls and remediation of errors arising; and

(cid:129) Reviewing the risks faced by the Company and the controls in place to address those risks.

DIRECTORS’ REPORT

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

Management of Principal Risks and Uncertainties (continued)
The Directors have acknowledged they are responsible for establishing and maintaining the Company’s
system of internal control and reviewing its effectiveness by focusing on four key areas:

(cid:129) Consideration of the investment advisory services provided by the Investment Manager;

(cid:129) Consideration of the process for identifying, evaluating and managing any significant risks faced by

the Company on an ongoing basis;

(cid:129) Clarity around the duties and responsibilities of the agents and advisors engaged by the Directors;

and

(cid:129) Reliance on the Investment Manager and Administrator maintaining their own systems of internal

controls.

Further discussion on Internal Control is documented in the Directors’ Report under “Internal Control and
Financial Reporting”.

The main risks and uncertainties that the Directors consider to apply to the Company are as follows:

(cid:129) Underlying investment performance of the Master Fund. To mitigate this risk the Directors receive
regular updates from the Investment Manager on the performance of the Master Fund. The Board
reviews quarterly performance updates on the Master Fund and has access to the Investment
Manager on any potential question raised;

(cid:129) Concentration and Character of the Investor Base. The Directors receive quarterly investor reports
from Numis Securities Limited (“the Corporate Broker”) and there is regular communication between
the Directors and Corporate Broker to identify potential significant changes in the Shareholder base;

(cid:129) Discount to the NAV. The Board monitors the discount to the NAV on a regular basis and maintains
regular contact with the Investment Manager. In addition, the Investment Manager, Corporate Broker
and, when considered necessary, the Board of Directors, maintain regular contact with the significant
Shareholders in the Company. The Board made updates in September 2019 to the Company’s share
repurchase programme.

(cid:129) Performance of

Directors review the performance of
representatives conduct annual visits to the Investment Manager;

the Investment Manager. Through the Management Engagement Committee, the
the Investment Manager on an annual basis and Board

(cid:129) Failure of appointed service providers to the Company. Through the Management Engagement
Committee, the Directors conduct a formal review of each service provider annually in addition to
there is ongoing
receiving regular updates
communication between the Board and the various service providers to the Company;

from each service provider and ensuring that

(cid:129) Financial Risk. The Board employs independent administrators to prepare the Financial Statements of
the Company and meets with the independent auditors at least twice a year to discuss all financial
matters including the appropriateness of the accounting policies;

(cid:129) Liquidity Risk. Shares of the Master Fund may be redeemed quarterly on 60 days’ prior written notice
or at other times with the consent of the Master Fund’s Board of Directors in order to pay Company
expenses. The majority of the investments held by the Master Fund are held in cash and securities with
quoted prices available in active markets/exchanges; and

(cid:129) Cyber Security Risk. The Company is exposed to risk arising from any cyber-attack on its service
providers. The Company requests confirmation from its service providers that they have appropriate
safeguards in place to mitigate the risk of cyber-attacks (including minimising the adverse

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

DIRECTORS’ REPORT

Directors’ Report continued

Management of Principal Risks and Uncertainties (continued)

consequences arising from any such attack), that they provide regular updates to the Board on cyber
security, and conduct ongoing monitoring of industry developments in this area.

Significant Events During The Year
The FRC and AIC have revised their corporate governance codes, which became effective 1 January
2019. The Company is reporting under these revised codes.

As of 1 January 2019, the Company transferred substantially all of its holding into a newly-created share
class of the Master Fund. The new share class is subject
to a 25% quarterly redemption gate. The
Company is able to redeem an appropriate amount each quarter to account for Company fees and
expenses. The new share class attracts a lower management fee and the Company also qualifies for an
additional reduction in management fee applicable to it based on its size and longevity as an investor in
the Master Fund. As a result, the Company’s management fee has been reduced from 2.0% to 1.25%
per annum commencing on 1 January 2019.

For the period 1 January 2019 to 31 December 2019, 4,338,078 shares have been repurchased by
the Master Fund and cancelled at an average cost per share of $14.72.

Steve Bates was appointed as Chairman on 5 February 2019.

Rupert Dorey was appointed as a Director on 5 February 2019.

On 30 April 2019, the Board announced the appointment of Numis Securities Limited as a replacement
for Jefferies International Limited as Corporate Broker to the Company.

On 3 July 2019, the Board of Directors announced the cancellation of all remaining 3,379,753 Shares
then held by the Master Fund for the benefit of the Company. The cancellation is in accordance with the
Repurchase Policy announced on 2 May 2018.

Huw Evans was appointed as a Director on 21 August 2019.

On 30 September 2019, Sarah Bates (spouse of Steve Bates, non-executive chairman of the Company)
purchased 3,200 shares in Third Point Offshore Investors Limited taking their combined total holding to
6,122 shares.

On 30 September 2019, Huw Evans purchased 5,000 shares in Third Point Offshore Investors Limited
taking his total holding to 5,000 shares.

On 5 December Rosemary Dorey, spouse of Rupert Dorey bought 13,000 shares in Third Point Offshore
Investors Limited, taking their combined holding to 25,000 shares.

There were no other events during the year which, in the opinion of the Directors, may have an impact
on the Audited Annual Financial Statements for the year ended 31 December 2019.

Significant Events After Year End
On 8 January 2020, the Master Partnership’ holding of 225,000 shares in the Company was cancelled.

For the period 1 January 2020 to 27 April 2020, 871,231 shares have been repurchased (of which
705,000 have been cancelled) at an average cost per share of $15.83.

DIRECTORS’ REPORT

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

Significant Events After Year End (continued)
The COVID pandemic has had a very significant negative effect on capital markets and the underlying
volatility has risen sharply. While the majority of the Company’s assets remain highly liquid, market
disruptions of the type engendered by the current crisis have the potential to affect market liquidity. The
majority of the employees of all the Company’s service providers are currently working remotely. Although
business continuity has been assured hitherto, there is a risk of potential disruption from this source.

Relations with Shareholders
The Board welcomes Shareholders’ views and places great
importance on communication with its
Shareholders. The Board receives regular reports on the views of Shareholders and the Chairman and
other Directors are available to meet Shareholders. Shareholders who wish to communicate with the
Board should, in the first instance contact the Administrator, whose contact details can be found on the
Company’s website. The Annual General Meeting of the Company provides a forum for Shareholders to
meet and discuss issues with the Directors of the Company. The twelfth Annual General Meeting was
held on 3 July 2019 with all proposed resolutions being passed by the Shareholders. The thirteenth
Annual General Meeting will be held on 1 July 2020.

International Tax Reporting
For the purposes of the US Foreign Account Tax Compliance Act, the Company is registered with the US
Internal Revenue Services (“IRS”) as a Guernsey reporting Foreign Financial Institution (“FFI”), received a
Global Intermediary Identification Number and can be found on the IRS FFI list.

The Common Reporting Standard (“CRS”) is a global standard for the automatic exchange of financial
account
information developed by the Organisation for Economic Co-operation and Development
(“OECD”), which has been adopted by Guernsey and which came into effect on 1 January 2016.

The Board has taken the necessary action to ensure that
regulations and guidance in this regard.

the Company is compliant with Guernsey

Criminal Finances Act 2017
In respect of the UK Criminal Finances Act 2017 which has introduced a new corporate criminal offence
(“CCO”) of ‘failing to take reasonable steps to prevent the facilitation of tax evasion’, the Board confirms
that it is committed to zero tolerance towards the criminal facilitation of tax evasion.

The Board also keeps under review developments involving other social, environmental and regulatory
matters, such as Modern Slavery and the General Data Protection Regulation (“GDPR”), and will report
on those to the extent they are considered relevant to the Company’s operations.

COVID-19 assessment
As a result of the COVID-19 impact on businesses, the Board believes it is a significant risk to the
Company mitigated by the following points:

(cid:129) Business Operations — The Board has established business continuity plans and has inquired and is
satisfied that service providers have a process in place to continue to provide required service to the
company and maintain compliance with laws and regulations in the face of the challenges faced as a
result of COVID-19.

(cid:129) Liquidity Risk — the Company’s main source of cash is via redemptions from the Master Fund. As of
December 31, 2019, over 70% of the Master Fund’s assets were invested in liquid securities (defined
as Level 1 positions) and cash and so it
is well positioned to pay redemptions as needed. The
governing documents of the Master Fund allow for a gate to permit only 20% of the Master Fund’s
Net Asset Value to be redeemed at each quarterly redemption date on a pro rata basis. To date, the

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

DIRECTORS’ REPORT

Directors’ Report continued

COVID-19 assessment (continued)

Master Fund is yet
regarding gating.

to see any significant redemptions which would cause the Directors concern

(cid:129) Performance — Gains from early 2020 have been reversed during the virus outbreak but the Board
has positioned itself more defensively by reducing exposures, among other things. As of April 22,
2020, the Master Fund net return is -13% for the year, as compared to the S&P return of -13%. It is
difficult to assess or quantify the future impact of COVID-19 but the Company will continue to actively
monitor its exposure as the situation develops.

Significant Shareholdings
As at 20 April 2020, the Company had been notified that the following had significant shareholdings in
excess of 5% in the Company:

Total Shares Held

% Holdings in Class

Significant Shareholders
Goldman Sachs Securities (Nominees) Limited
Chase Nominees Limited
Vidacos Nominees Limited
Nortrust Nominees Limited
Morgan Stanley & Co. Incorporated
Smith & Williamson Nominees Limited

The Directors confirm to the best of their knowledge:-

5,295,095
4,528,397
3,512,976
2,462,659
2,410,503
2,122,055

13.74%
11.75%
9.12%
6.39%
6.25%
5.51%

(cid:129) there is no relevant audit information of which the Company’s Auditor is unaware of, and each
Director has taken steps he/she ought to have taken as a Director to make himself/herself aware of
any relevant information and to establish that the Company’s Auditor is aware of that Information;

(cid:129) these Annual Report and Audited Financial Statements have been prepared in accordance with
accounting principles generally accepted in the United States of America and give a true and fair
view of the financial position of the Company;

(cid:129) these Annual Report and Audited Financial Statements, taken as a whole, are fair, balanced and
understandable and provide the information necessary for the Shareholders to assess the Company’s
performance, business model and strategy; and

(cid:129) these Annual Report and Audited Financial Statements include information detailed in the Directors’
Report, the Investment Manager’s Review and Notes to the Audited Financial Statements, which
provide a fair review of the information required by:-

a) DTR 4.1.8 of the Disclosure and Transparency Rules (“DTR”), being a fair review of the Company

business and a description of the principal risks and uncertainties facing the Company; and

b) DTR 4.1.11 of the DTR, being an indication of important events that have occurred since the

ending of the financial year and the likely future development of the Company.

Signed on behalf of the Board by:

Steve Bates
Chairman

Christopher Legge
Director

28 April 2020

DISCLOSURE OF DIRECTORSHIPS
IN PUBLIC LISTED COMPANIES

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

Disclosure of Directorships in Public Listed
Companies

The following summarises the Directors’ directorships in public companies:

Company Name

Steve Bates
VinaCapital Vietnam Opportunity Fund Limited

Biotech Growth Trust plc

Rupert Dorey
NB Global Floating Rate Income Fund Limited

AP Alternative Assets, L.P.

Episode LP

Huw Evans
Standard Life Investments Property Income Trust Limited

VinaCapital Vietnam Opportunity Fund Limited

Christopher Legge
Ashmore Global Opportunities Limited

NB Distressed Debt Investment Fund Limited

Sherborne Investors (Guernsey) B Limited

Sherborne Investors (Guernsey) C Limited

TwentyFour Select Monthly Income Fund Limited

Claire Whittet
BH Macro Limited

Eurocastle Investment Limited

International Public Partners Limited

Riverstone Energy Limited

TwentyFour Select Monthly Income Fund Limited

Exchange

London

Euronext

Ireland

London

Euronext

London

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

STATEMENT OF DIRECTORS’ RESPONSIBILITIES IN
RESPECT OF THE AUDITED FINANCIAL STATEMENTS

Statement of Directors’ Responsibilities in
Respect of the Audited Financial Statements

The Directors are responsible for preparing the Audited Financial Statements in accordance with
applicable Guernsey Law and accounting principles generally accepted in the United States of America.
Guernsey Company Law requires the Directors to prepare Financial Statements for each financial period
which give a true and fair view of the state of affairs of the Company and of the net income or expense
of the Company for that year.

In preparing these Audited Financial Statements the Directors should:

(cid:129) select suitable accounting policies and then apply them consistently;

(cid:129) make judgements and estimates that are reasonable and prudent;

(cid:129) state whether the applicable accounting standards have been followed subject

to any material

departures disclosed and explained in the Audited Financial Statements; and

(cid:129) prepare the Audited Financial Statements on a going concern basis unless it

is inappropriate to

presume that the Company will continue in business.

The Directors are responsible for keeping proper accounting records which disclose with reasonable
accuracy at any time the financial position of the Company and to enable them to ensure that
the
Audited Financial Statements comply with The Companies (Guernsey) Law, 2008. They are also
responsible for the system of internal controls, safeguarding the assets of the Company and hence for
taking reasonable steps for the prevention and detection of fraud and other irregularities.

The Directors have responsibility to confirm that:

(cid:129) there is no relevant audit information of which the Company’s Auditor is unaware and each Director
to have taken as a Director to make himself aware of any

has taken all
relevant information and to establish that the Company’s Auditor is aware of that information;

the steps he/she ought

(cid:129) these Annual Report and Audited Financial Statements, taken as a whole, are fair, balanced and
understandable and provide information necessary for the Shareholders to assess the Company’s
performance, business model and strategy; and

a) DTR 4.1.8 of the Disclosure and Transparency Rules (“DTR”), being a fair review of the Company

business and a description of the principal risks and uncertainties facing the Company; and

b) DTR 4.1.11 of the DTR, being an indication of important events that have occurred since the

ending of the financial year and the likely future development of the Company.

Steve Bates
Chairman

Christopher Legge
Director
28 April 2020

DIRECTORS’ REMUNERATION REPORT

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

Directors’ Remuneration Report

Introduction
The Board has prepared this report as part of
its framework for corporate governance which, as
described in the Directors’ Report, enables the Company to comply with the main requirements of the UK
Corporate Governance Code published by the Financial Reporting Council.

An ordinary resolution for the approval of this report will be put to the Shareholders at the forthcoming
AGM.

Remuneration Policy
The AIC Code requires the Company to appoint a Nomination and Remuneration Committee. The
independent directors of the Board will act as this committee and the first meeting was held in August
2019. The Committee considers the composition of and recruitment
to the Board, and will consider
market practice, peer group statistics and the requirements of the role when determining remuneration
levels of the Directors.

the fees payable to the Directors should reflect

the time spent by the
The Company’s policy is that
Directors on the Company’s affairs and the responsibilities borne by the Directors and be sufficient to
attract, retain and motivate Directors of a quality required to run the Company successfully. The
Chairman of the Board is paid a higher fee in recognition of his additional responsibilities, as is the
Chairman of the Audit Committee. The policy is to review fee rates periodically, although such a review
will not necessarily result in any changes to the rates, and account is taken of fees paid to Directors of
comparable companies.

There are no long term incentive schemes provided by the Company and no performance fees are paid
to Directors.

No Director has a service contract with the Company but each of the Directors is appointed by a letter of
the main terms of their appointment. Director appointments can also be
appointment which sets out
terminated in accordance with the Articles. Should Shareholders vote against a Director standing for
re-election, the Director affected will not be entitled to any compensation.

Directors are remunerated in the form of fees, payable quarterly in arrears, to the Director personally.
No other remuneration or compensation was paid or payable by the Company during the year to any of
the Directors apart from the reimbursement of allowable expenses.

Director fee levels are capped at an individual level as set out in the Company’s Articles of Association.
The current fee caps within the Articles are as follows; Board Chairman - £70,000 per annum, Audit
Chairman - £50,000 per annum and Director - £40,000 per annum. These caps have not changed
since the formation of the Company, and in some cases constrain the ability of the Committee to set fees
to the AGM to seek
at prevailing competitive market rates. For this reason, a resolution will be put
approval for an overall fee cap of £500,000 for the directors as a whole. This brings the remuneration
policy of the Company into line with market practice and affords greater flexibility in setting fee levels for
individual directors.

The current fees are as follows; Board Chairman - £68,000 per annum, Audit Chairman - £50,000 per
annum and Director - £40,000 per annum. Josh Targoff has waived his fees. The Nomination and
Remuneration and Management Engagement Committee Chairs will receive an additional £3,000 per
annum following the anticipated shareholder approval at the AGM on 1 July 2020.

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

DIRECTORS’ REMUNERATION REPORT

Directors’ Remuneration Report continued

Directors’ fees
The fees payable by the Company in respect of each of the Directors who served during 2019 and
2018, were as follows:

Marc Antoine Autheman1 (Chairman)

Steve Bates2 (Chairman)

Rupert Dorey2

Keith Dorrian3

Huw Evans4
Christopher F L Legge (Audit Committee Chairman)

Joshua L Targoff5

Claire Whittet6
Total

USD equivalent

2019
£
–

56,875

34,306

19,156
13,630

46,000

–

40,431
210,398

2018
£
44,272

–

38,000
–

46,000

–

45,551
173,823

US$270,396 US$241,529

1 Mr. Autheman resigned from the Board of Directors on 12 September 2018.
2 Mr. Bates and Mr. Dorey were appointed as Directors on 5 February 2019.
3 Mr. Dorrian retired at the AGM on 3 July 2019.
4 Mr. Evans was appointed as a Director on 21 August 2019.
5 As a non-independent Director and as a Partner of the Investment Manager Joshua L Targoff waived his Directors’ fee.
6 Mrs Whittet was appointed Interim Chair following Mr. Autheman’s resignation until Mr. Bates’ appointment.

Performance table
The table shown on page 27 details the share price returns over the year.

Signed on behalf of the Board by:

Steve Bates
Chairman

Christopher Legge
Director

28 April 2020

REPORT OF THE AUDIT COMMITTEE

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

Report of the Audit Committee

On the following pages, we present the Audit Committee (the “Committee”) Report for the year ended
31 December 2019, setting out
the Committee’s structure and composition, principal duties and key
activities during the year. As in previous years, the Committee has reviewed the Company’s financial
reporting, the independence and effectiveness of the independent auditor and the internal control and
risk management systems of service providers.

The Board is satisfied that for the year under review and thereafter the committee has recent and relevant
commercial and financial knowledge.

Structure and Composition
The Committee is chaired by Christopher Legge and its other members are Claire Whittet, Rupert Dorey
who was appointed on 5 February 2019 and Huw Evans who was appointed on 21 August 2019.
Keith Dorrian was a member until he retired at the 2019 AGM. The Committee operates within clearly
defined terms of reference.

The Committee Terms of Reference indicates that appointments to the Committee shall be for a period of
up to three years, which may be extended for two further three year periods, and thereafter annually,
provided that the Director whose appointment is being considered remains an Independent Director for
the period of extension.

Name of Audit Committee Member
Rupert Dorey2
Huw Evans3

Chris Legge4

Claire Whittet

Date of Appointment to
Audit Committee
February 5, 2019
August 28, 2019

June 19, 2007

April 27, 2017

Next Date for Review
April 2022
August 2022
17 April 20131
18 April 2016
N/A
April 2023

1 Date specific tenure introduced on 17 April 2013.
2 Mr. Dorey was appointed 5 February 2019.
3 Mr. Evans was appointed 28 August 2019.
4 Mr. Legge is not going to stand for re-election at the next AGM on 1 July 2020.

The Committee conducts formal meetings at least three times a year. The table on page 11 sets out the
number of Committee meetings held during the year ended 31 December 2019 and the number of such
meetings attended by each committee member. The independent auditor is invited to attend those
meetings at which the annual and interim reports are considered. The independent auditor and the
Committee will meet together without representatives of either the Administrator or Investment Manager
being present if either considers this to be necessary.

Principal Duties
The role of the Committee includes:

(cid:129) monitoring the integrity of the published financial statements of the Company;

(cid:129) keeping under review the consistency and appropriateness of accounting policies on a year to year
basis. Satisfying itself that the annual accounts, the interim statement of financial results and any other
major financial statements issued by the Company follow generally accepted accounting principles in
the United States of America and give a true and fair view of the Company and any associated

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

REPORT OF THE AUDIT COMMITTEE

Report of the Audit Committee continued

Principal Duties (continued)

undertakings’ affairs; matters raised by the external auditors about any aspect of the accounts or, of
the Company’s control and audit procedures, are appropriately considered and, if necessary, brought
to the attention of the Board, for resolution;

(cid:129) monitoring and reviewing the quality and effectiveness of

the independent auditors and their

independence;

(cid:129) considering and making recommendations to the Board on the appointment,

reappointment,

replacement and remuneration of the Company’s independent auditor;

(cid:129) monitoring and reviewing the internal control and risk management systems of the service providers;

and

(cid:129) considering at least once a year whether there is a need for an internal audit function.

The complete details of the Committee’s formal duties and responsibilities are set out in the Committee’s
terms of reference, which can be obtained from the Company’s website.

Independent Auditor
The Committee is also the forum through which the independent auditor (the “auditor”) reports to the
Board of Directors. The objectivity of the auditor is reviewed by the Committee which also reviews the
terms under which the auditor is appointed to perform non-audit services. The Committee reviews the
scope and results of the audit, its cost effectiveness and the independence and objectivity of the auditor,
with particular regard to non-audit
fees. The Committee has established pre-approval policies and
procedures for the engagement of Ernst & Young LLP to provide non-audit services.

Ernst & Young LLP has been the independent auditor from the date of the initial listing on the London
Stock Exchange.

The audit fees proposed by the auditors each year are reviewed by the Committee taking into account
the Company’s structure, operations and other requirements during the year and the Committee makes
recommendations to the Board.

Non-audit fees were paid to Ernst and Young LLP during the year in respect of the interim review of the
Company’s condensed accounts to 30 June 2019. The Committee considers Ernst & Young LLP to be
independent of the Company. The Committee also met with the external auditors without the Investment
Manager or Administrator being present so as to provide a forum to raise any matters of concern in
confidence.

Evaluations or Assessments Made During the Year
The following sections discuss the assessments made by the Committee during the year:

Significant Areas of Focus for the Financial Statements
The Committee’s review of the interim and annual financial statements focused on the following area:

The Company’s investment in the Master Fund represents substantially all the net assets of the Company
and as such is the biggest factor in relation to the accuracy of the Financial Statements. The holding in
the Master Fund has been confirmed with the Company’s Administrator and the Master Fund. This
investment has been valued in accordance with the Accounting Policies set out in Note 3 to the Audited
Financial Statements. The Audit Committee has reviewed the Financial Statements of the Master Fund
and their Accounting Policies and determined the fair value of the investment as at 31 December 2019 is
reasonable. The Financial Statements of the Master Fund for the year ended 31 December 2019 were
audited by Ernst & Young LLP in the US who issued an unmodified audit opinion dated 18 March 2020.

REPORT OF THE AUDIT COMMITTEE

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

Evaluations or Assessments Made During the Year (continued)
Effectiveness of the Audit
The Committee had formal meetings with Ernst & Young LLP during the course of the year: 1) before the
start of the audit to discuss formal planning, discuss any potential issues and agree the scope that will be
covered and 2) after the audit work was concluded to discuss any significant matters such as those stated
on the previous page.

The Board considered the effectiveness and independence of Ernst & Young LLP by using a number of
measures, including but not limited to:

(cid:129) the audit plan presented to them before the start of the audit;

(cid:129) the audit results report including where appropriate, explanation for any variations from the original

plan;

(cid:129) changes to audit personnel;

(cid:129) the auditor’s own internal procedures to identify threats to independence;

(cid:129) feedback from both the Investment Manager and the Administrator; and

(cid:129) confirmation from Ernst & Young LLP on their independence as additional comfort for the Committee.

Further to the above, at the point of substantial conclusion of the 2019 audit, the Committee performed a
specific evaluation of the performance of the independent auditor. This is supported by the results of
questionnaires completed by the Committee covering areas such as quality of audit
team, business
understanding, audit approach and management. This questionnaire was part of the process by which
the Committee assessed the effectiveness of the audit.

There were no adverse findings from this evaluation.

the outsourcing of any non-audit services such as interim review,

tax
Currently,
structuring, private letter rulings, accounting advice, quarterly reviews and disclosure are normally
permitted but should be preapproved by the Committee, or two non-executive Directors. Under the newly
released Crown Dependency rules, it is envisaged that the new Ethical Standards will apply and so the
Board will need to reconsider these non-audit services. Whilst the rules are not mandatory for periods
beginning before 15 March 2020, these rules will be adopted for the next annual report and permitted
services will change.

tax compliance,

The annual budget for both the audit and non-audit related services was presented to the Committee for
pre-approval.

Audit fees and Safeguards on Non-Audit Services
The tables below summarises the remuneration payable by the Company to Ernst & Young LLP during the
years ended 31 December 2019 and 31 December 2018.

Audit Services
Interim review
Reporting Accountant
Non-audit Services

2019
(£)

2018
(£)

Total
50,355
32,100
–

Total
40,000
41,160
82,500
32,100 123,660

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

REPORT OF THE AUDIT COMMITTEE

Report of the Audit Committee continued

Evaluations or Assessments Made During the Year (continued)
Internal Control
The Committee has examined the need for an internal audit function. The Committee considered that the
systems and procedures employed by the Investment Manager and the Administrator, including their
internal audit functions, provided sufficient assurance that a sound system of internal control, which
safeguards the Company’s assets, has been maintained. An internal audit
function specific to the
Company is therefore considered unnecessary.

The Committee has requested and received SOC1 or equivalent reports such as service provider
assessment reports from the Company’s Administrator and Master Fund’s Administrators to enable it to
fulfil its duties under its terms of reference. Representatives of the auditors, Investment Manager and the
Administrator attend the meetings as a matter of practice and presentations are made by those attendees
as and when required.

reviewing various reports such as the operational and risk management

Conclusion and Recommendation
framework and
After
performance reports from management, liaising where necessary with Ernst & Young LLP, and assessing
the significant areas of focus for financial statement issues listed on page 24, the Committee is satisfied
that the financial statements appropriately address the critical judgements and key estimates (both in
respect to the amounts reported and the disclosures).

The Committee is also satisfied that the significant assumptions used for determining the value of assets
and liabilities have been appropriately scrutinised, challenged and are sufficiently robust.

The Independent Auditor reported to the Committee that no material misstatements were found in the
course of its work. Furthermore, both the Investment Manager and the Administrator confirmed to the
they were not aware of any material misstatements including matters relating to
Committee that
the Independent Auditor has fulfilled its
presentation. The Committee confirms that it is satisfied that
responsibilities with diligence and professional scepticism.

Consequent to the review process on the effectiveness of the independent audit and the review of audit
services, the Committee has recommended that Ernst & Young LLP be reappointed for the coming
financial year.

For any questions on the activities of the Committee not addressed in the foregoing, a member of the
Committee will attend each Annual General Meeting to respond to such questions.

The Company is not required to apply the UK statutory provisions on the rotation of auditors as it is not
an EU Public Interest Entity (“PIE”) being incorporated in Guernsey. However, the Audit Committee
intends to review audit
the Crown Dependencies’ Audit Rules and
Guidance which became effective on 15 March 2020.

tenure following the release of

Christopher Legge
Audit Committee Chairman

28 April 2020

INVESTMENT MANAGER’S REVIEW

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

Investment Manager’s Review

Performance Summary1

USD Class

Share Price

Net asset value per share

Premium/(discount)

31 December 2019 31 December 2018

% Return

16.30

21.15

(22.9%)

14.00

17.24

(18.8%)

16.4%

22.7%

1 For the period 1 January 2019 to 31 December 2019.

Strategy Performance
Recent events and market
turmoil risk renders any discussion of 2019 performance meaningless.
However, it is our duty to report on the annual activity of the Fund. Therefore, we shall do so here, and
have added a more robust “Risk Outlook” section below to address the current environment.

For the twelve months ended 31 December 2019, the Third Point Offshore Investors Limited net asset
value (“NAV”) per share increased by +22.7%, significantly more than the appreciation in the
In addition to the Fund’s strong performance, NAV appreciation was
corresponding share price.
bolstered by a comprehensive and targeted share repurchase program instituted by the Board in
September 2019.

Third Point LLC (the “Investment Manager”, “Manager”, or “Firm”) is celebrating its 25th anniversary in
June 2020 and Third Point Offshore Investors Limited has been an integral part of the Firm’s strategy and
asset base for more than half of the Firm’s existence. Throughout
the Firm’s history, the Investment
Manager has opportunistically shifted its investment focus across sectors, asset classes, geographies, and
strategies according to the most compelling opportunity set given market dynamics, risk reward, and the
Investment Manager’s core competencies.

In 2019, Third Point reoriented its investment portfolio with an enhanced focus on portfolio construction.
The Investment Manager reduced net and increased gross equity exposure through thoughtful
trade
construction in activist positions and by increasing both individual shorts and portfolio hedges to dampen
volatility and amplify idiosyncratic returns. These changes enabled Third Point to generate higher-quality
returns. In 2019, the Sharpe ratio was above 2.0; the Sortino ratio was 2x its historical average, and
average volatility was slightly above 7. Efforts to optimise portfolio management
led to more alpha
generation, differentiated returns, and less market exposure.

The Manager also focused on its core strengths including activist investing and acquiring stakes in high-
quality companies during significant market selloffs. Activism, which is now over 50% of equity
exposure, has been a source of outsized returns for Third Point since 2011 and has become a more
valuable strategy in a changing market environment. The Manager has allocated additional internal
resources to sourcing and implementing activist and constructivist ideas and increased exposure to the
highest level in the Firm’s history2. The Fund initiated three new activist investments in 2019, specifically
Sony Corp., EssilorLuxottica SA, and Prudential plc. The focus on activism produced outsized results as
activism accounted for over half, or 18.4%, of the Fund’s total long equity returns of 30.7% for the year.
In addition, Third Point combined a strong risk management framework with its robust portfolio analytics
efforts to better isolate idiosyncratic returns from unwanted systematic risks on a position level basis. For
example, the Investment Manager chose to hedge out certain systematic risks – including market, sector,
or geography – in core activist names such as Sony Corp. and Campbell Soup Co.

2 Reflects the period January 1, 2009 through December 31, 2019. Prior to 2009, Third Point engaged
in activist investing almost exclusively in small cap equities, which is not a reflection of the Firm’s post-
2009 activist opportunity set.

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

INVESTMENT MANAGER’S REVIEW

Investment Manager’s Review continued

Strategy Performance (continued)
Within equities, strength on the long side was partially offset by losses in the short portfolio. Shorting
was challenging in 2019 given the market’s sharp rise. Factor moves in the fall evaporated alpha
in the year. Losses in shorting were roughly as expected considering market
generated earlier
performance, but
the effort succeeded in reducing overall volatility, beta, and correlation. Going
forward, the Investment Manager will look for opportunities to integrate market and factor observations
into its fundamental lens.

Credit investing has been an essential part of Third Point’s investment strategy since inception. During
periods of significant dislocation in credit markets or sub-markets, the Investment Manager will swiftly
reallocate the portfolio to act as a provider of liquidity in such dislocations. Periods of opportunity in
credit have produced outsized returns and there have been instances in which credit has accounted for
more than half of the total portfolio’s exposure.

In 2019, losses from an oversized position in Argentine government debt more than offset gains in
Pacific Gas & Electric corporate debt and detracted from overall fund profits for the year. These losses
put a dent in a string of successes investing in sovereign debt since 2011, in Greece and previously in
Argentina. The Investment Manager acknowledges that it underestimated both the political risk and the
reflexive reaction of the dollar-denominated debt
to the collapse of the local currency. In structured
credit, the Manager had a good year in RMBS securities but gave some profits back in marketplace
lending. Structured credit offers an important source of diversification and continues to generate strong
returns per unit of risk. Third Point is looking currently to expand its credit efforts broadly in capital,
resources, and talent as it prepares for the next credit cycle.

As of 31 December 2019, the top five single-issuer positions in the portfolio were Baxter International
Inc., Sony Corp., Prudential plc, Nestle´ SA, and United Technologies Corp.

Risk Outlook
The current Coronavirus situation presents a significant supply and demand shock for global economies.
to mitigate a complete
While central banks throughout
economic meltdown, brutal volatility persists globally across markets, sectors, and industries. Until data
indicates that the virus is under control, the Investment Manager expects the unpredictable nature of the
markets to continue.

the world have taken steps in an attempt

Third Point’s portfolio has not been immune to the recent volatility in the market due to a number of
factors, namely approximately 65% net equity exposure going into the crisis. With chances of recession
almost 100%, the Investment Manager has taken the following steps given current drawdowns and
volatility: reducing exposures and looking for opportunities in credit, while remaining opportunistic when
particularly high-quality companies appear to be “on sale”.

Third Point started as a distressed-debt
is the Investment Manager’s ability to invest
throughout a company’s capital structure that it counts as its core strength. While today’s environment
in structured credit,
represents an unprecedented investing market, Third Point’s ability to invest
the Fund and its
distressed corporate credit, and special situations will
shareholders.

inure to the benefit of

fund and it

In the meantime, the Investment Manager remains focused on bottom-up, fundamental investing and will
continue to monitor global market dynamics including political events and shifts in economic policy,
data, and forecasts.

In November, Third Point
introduced a more robust reporting program to better inform investors of
portfolio composition and performance. All investors are encouraged to visit www.thirdpointoffshore.com
for additional information.

INVESTMENT MANAGER’S REVIEW

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

Portfolio Detail as at 31 December 20191

Long

Exposure
Short

Equity
Activism

Fundamental & Event

Portfolio Hedges2
Total Equity

Credit

Corporate & Sovereign

Structured

Total Credit

Privates

Other3

Total Portfolio

Equity Portfolio Detail as at 31 December 2019

Equity Sectors

Consumer Discretionary

Consumer Staples

Energy

Financials

Healthcare

Industrials & Materials

Enterprise Technology

Media & Internet

Portfolio Hedges2

Total

54.5%

55.3%

0.0%
109.8%

8.4%

16.2%
24.6%

10.1%

0.0%

144.5%

Long

13.8%

11.9%

2.7%

20.4%

25.7%

15.5%

5.2%

14.6%

0.0%
109.8%

(12.0%)

(23.9%)

(8.5%)
(44.4%)

(0.2%)

(0.1%)
(0.3%)

0.0%

(2.0%)

(46.7%)
Exposure
Short

(5.4%)

(2.5%)

(0.4%)

(5.5%)

(6.1%)

(8.2%)

(6.1%)

(1.7%)

(8.5%)
(44.4%)

Net

42.5%

31.4%

(8.5%)
65.4%

8.2%

16.1%
24.3%

10.1%

(2.0%)

97.8%

Net

8.4%

9.4%

2.3%

14.9%

19.6%

7.3%

(0.9%)

12.9%

(8.5%)
65.4%

1 Unless otherwise stated, information relates to the Third Point Offshore Master Fund L.P. Exposures are categorised in a manner
consistent with the Investment Manager’s classifications for portfolio and risk management purposes.
2 Primarily broad-based market and equity-based hedges.
3 Primarily currency hedges. Speculative rates and macro FX excluded from the exposure figures. Corresponding net exposure is
0.16% for rates and (7.74%) for FX. MTD and YTD P&L of Other includes attribution of speculative macro investments as well as
residual gains and losses attributable to unhedged currency movements relative to USD.

Net equity exposure is defined as the long exposure minus the short exposure of all equity positions
the
(including long/short, arbitrage, and other strategies), and can serve as a rough measure of
exposure to fluctuations in overall market levels. The Investment Manager continues to closely monitor the
liquidity of the portfolio and is comfortable that the current composition is aligned with the redemption
terms of the fund.

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

INDEPENDENT AUDITOR’S REPORT

Independent Auditor’s Report

to the members of Third Point Offshore Investors Limited

Opinion
We have audited the financial statements of Third Point Offshore Investors Limited (the “Company”) for
the year ended 31 December 2019, which comprise the Statements of Assets and Liabilities, the
Statements of Operations, the Statements of Changes in Net Assets, the Statements of Cash Flows and
the related notes 1 to 13, including a summary of significant accounting policies. The financial reporting
framework that has been applied in their preparation is applicable law and accounting principles
generally accepted in the United States of America.

In our opinion, the financial statements:
(cid:129) give a true and fair view of sthtaete of the Company’s affairs as at 31 December 2019 and of its

results for the year then ended;

(cid:129) have been properly prepared in accordance with accounting principles generally accepted in the

United States of America; and

(cid:129) have been properly prepared in accordance with the requirements of the Companies (Guernsey) Law, 2008.

Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and
applicable law. Our responsibilities under those standards are further described in the “Auditor’s
responsibilities for the audit of the financial statements” section of our report below. We are independent
of the Company in accordance with the ethical requirements that are relevant to our audit of the financial
statements including the UK FRC’s Ethical Standard as applied to listed entities, and we have fulfilled our
other ethical responsibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.

Conclusions relating to principal risks, going concern and viability statement
We have nothing to report in respect of the following information in the annual report, in relation to which the
ISAs (UK) require us to report to you whether we have anything material to add or draw attention to:

(cid:129) the disclosures in the annual report set out on pages 14 to 16 that describe the principal risks and

explain how they are being managed or mitigated;

(cid:129) the directors’ confirmation set out on page 5 in the annual report that they have carried out a robust
assessment of the principal risks facing the entity, including those that would threaten its business
model, future performance, solvency or liquidity;

(cid:129) the directors’ statement set out on page 6 in the annual report about whether they considered it
appropriate to adopt
the going concern basis of accounting in preparing them, and their
identification of any material uncertainties to the entity’s ability to continue to do so over a period of
at least twelve months from the date of approval of the financial statements;

(cid:129) whether the directors’ statement

in relation to going concern required under the Listing Rules is

materially inconsistent with our knowledge obtained in the audit; or

(cid:129) the directors’ explanation set out on page 4 in the annual report as to how they have assessed the prospects
of the entity, over what period they have done so and why they consider that period to be appropriate, and
their statement as to whether they have a reasonable expectation that the entity will be able to continue in
operation and meet its liabilities as they fall due over the period of their assessment, including any related
disclosures drawing attention to any necessary qualifications or assumptions.

INDEPENDENT AUDITOR’S REPORT

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

Overview of our audit approach

Key audit matters

(cid:129) Investment Valuation

(cid:129) Investment Existence and Ownership

Audit scope

(cid:129) We performed an audit of

the complete financial

information of

the

Company for the year ended 31 December 2019.

(cid:129) Procedures were performed on the audit team’s behalf by EY New York,
under our instruction and supervision, in respect of the Company’s share of
the Master Fund’s income and expenses as reported in the Statement of
Operations on page 37.

Materiality

(cid:129) Overall materiality of US$16.7 million which represents 2% of net assets.

Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the financial statements of the current period and include the most significant assessed risks of
material misstatement (whether or not due to fraud) that we identified. These matters included those
which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and
directing the efforts of the engagement team. These matters were addressed in the context of our audit of
the financial statements as a whole, and in our opinion thereon, and we do not provide a separate
opinion on these matters.

Key observations communicated
to the Audit Committee

We confirmed there were no
matters identified during our
audit work on the valuation of
investments that we wanted to
bring to the attention of
the
Audit Committee.

Risk

Our response to the risk

Valuation of investments
(US$831m, PY comparative
US$803m)
Refer to the Report of
Committee
Accounting policies (page 41)

the Audit
(page 23 to 26);

its

The investments held are measured
at fair value through profit or loss,
and their fair value is determined
by reference to the published NAV
per share of the investee fund, as
calculated by
independent
Administrator. The valuation risk
considers the risk of an error in the
application of the published NAV
share, obtained from the
per
independent Administrator of
the
investee fund, when calculating the
the Company’s
fair
investments, as well as the effect

value of

response

comprised of
Our
substantive
of
testing
audit
investment valuation, including:

(cid:129) Agreeing the valuation per
the Company’s
share
of
investments
in the investee
fund to the NAV per share of
the investee fund published by
its independent Administrator;

(cid:129) Agreeing the valuation per
the Company’s
share of
investments in the investee
fund to the NAV per share of
the investee fund per
its
audited financial statements
ended 31
for
December
2019, which
were approved on 18 March
2020; and

year

the

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

INDEPENDENT AUDITOR’S REPORT

Independent Auditor’s Report continued

Risk

Our response to the risk

Key observations communicated
to the Audit Committee

valuation of any gating/
on
suspension of redemptions by the
investee fund.

Investment existence and
ownership
(US$831m,
US$803m)

comparative

Refer to the Report of
Committee
Accounting policies (page 41)

the Audit
(page 23 to 26);

Risk that the investments presented
in the financial statements do not
the Company does not
exist or
to cash flows
have the rights
Failure to
derived from them.
the
obtain good title exposes
Company to significant risk of loss.

We confirmed there were no
matters identified during our
audit work on existence and
ownership of investments that
we wanted to bring to the
Audit
attention
Committee.

the

Reviewing the subscriptions and
redemptions schedule of the
investee fund around the year-
end date to assess the liquidity
of the Company’s investments in
the investee fund.

Our
response comprised the
performance of substantive audit
testing of
investment existence
and ownership including:

(cid:129) Obtaining a confirmation, as
at 31 December 2019, of the
Company’s holdings in the
investee fund into which the
Company invests,
from the
independent Administrator of
the
and
agreeing it to the accounting
records of the Company; and

investee

fund,

(cid:129) Agreeing

supporting
documentation
all
for
additions and disposals of
holdings in the investee fund
took place during the
that
year ended 31 December
2019, and agreeing the
details
to the accounting
records of the Company.

Emphasis of matter – Effects of COVID-19
We draw attention to Notes 3 and 13 of
the financial statements, which describe the economic
consequences the Company is facing as a result of COVID-19 which is impacting financial markets. Our
opinion is not modified in respect of this matter.

An overview of the scope of our audit

Tailoring the scope
Our assessment of audit risk, our evaluation of materiality and our allocation of performance materiality
determine our audit scope. Taken together,
this enables us to form an opinion on the financial
statements.

Our application of materiality
We apply the concept of materiality in planning and performing the audit, in evaluating the effect of
identified misstatements on the audit and in forming our audit opinion.

INDEPENDENT AUDITOR’S REPORT

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

Materiality
“Materiality” is the magnitude of omissions or misstatements that, individually or in the aggregate, could
reasonably be expected to influence the economic decisions of the users of the financial statements.
Materiality provides a basis for determining the nature and extent of our audit procedures.

We determined materiality for the Company to be US$16.7 million (2018: US$16.3 million), which is
approximately 2% (2018: 2%) of net assets. We believe that net assets provides us with an appropriate
basis for audit materiality as it is a key published performance measure and is a key metric used by
management in assessing and reporting on overall performance.

During the course of our audit, we reassessed initial materiality and noted no matters leading us to
amend the basis of materiality (2% of net assets).

Performance materiality
“Performance materiality” is the application of materiality at the individual account or balance level. It is
set at an amount
the aggregate of
to reduce to an appropriately low level
uncorrected and undetected misstatements exceeds materiality.

the probability that

On the basis of our risk assessments, together with our assessment of the Company’s overall control
environment, our judgement was that performance materiality was 75% (2018: 75%) of our planning
materiality, namely US$12.5 million (2018: US$12.2 million). We have set performance materiality at
this percentage because we have considered the likelihood of misstatements to be low. We have
considered both quantitative and qualitative factors when determining the expected level of detected
misstatements and setting the performance materiality at this level.

Reporting threshold
The reporting threshold is an amount below which identified misstatements are considered as being
clearly trivial.

We agreed with the Audit Committee that we would report to them all uncorrected audit differences in
excess of US$0.8 million (2018: US$0.8 million), which is set at 5% (2018: 5%) of planning materiality,
as well as differences below that threshold that, in our view, warranted reporting on qualitative grounds.

We evaluate any uncorrected misstatements against both the quantitative measures of materiality
discussed above and in light of other relevant qualitative considerations in forming our opinion.

Other information
The other information comprises the information included in the annual report set out on pages 1 to 29,
other than the financial statements and our auditor’s report thereon. The directors are responsible for the
other information.

Our opinion on the financial statements does not cover the other information and, except to the extent
otherwise explicitly stated in this report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we
identify such material inconsistencies or apparent material misstatements, we are required to determine
whether there is a material misstatement in the financial statements or a material misstatement of the
other information. If, based on the work we have performed, we conclude that
there is a material
misstatement of the other information, we are required to report that fact.

We have nothing to report in this regard.

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

INDEPENDENT AUDITOR’S REPORT

Independent Auditor’s Report continued

In this context, we also have nothing to report in regard to our responsibility to specifically address the
following items in the other information and to report as uncorrected material misstatements of the other
information where we conclude that those items meet the following conditions:

(cid:129) Fair, balanced and understandable set out on page 18 – the statement given by the
directors that
they consider the annual report and financial statements taken as a whole is fair,
balanced and understandable and provides the information necessary for shareholders to assess the
Company’s performance, business model and strategy, is materially inconsistent with our knowledge
obtained in the audit; or

(cid:129) Audit committee reporting set out on pages 23 to 26 – the section describing the work of
the audit committee does not appropriately address matters communicated by us to the audit
committee is materially inconsistent with our knowledge obtained in the audit; or

(cid:129) Directors’ statement of compliance with the UK Corporate Governance Code set out
on pages 7 to 8 – the parts of the directors’ statement relating to the Company’s compliance with
the UK Corporate Governance Code containing provisions specified for review by the auditor in
accordance with Listing Rule 9.8.10R(2) do not properly disclose a departure from a relevant
provision of the UK Corporate Governance Code.

Matters on which we are required to report by exception
We have nothing to report
(Guernsey) Law, 2008 requires us to report to you if, in our opinion:

in respect of the following matters in relation to which the Companies

(cid:129) proper accounting records have not been kept by the Company; or

(cid:129) the financial statements are not in agreement with the Company’s accounting records and returns; or

(cid:129) we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the ‘Statement of Directors’ responsibilities’ set out on page 20, the directors
are responsible for the preparation of the financial statements and for being satisfied that they give a
true and fair view, and for such internal control as the directors determine is necessary to enable the
preparation of financial statements that are free from material misstatement, whether due to fraud or
error.

In preparing the financial statements, the directors are responsible for assessing the Company’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Company or to cease
operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material
if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these financial statements.

INDEPENDENT AUDITOR’S REPORT

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

A further description of our responsibilities for the audit of the financial statements is located on the
Financial Reporting Council’s website at https://www.frc.org.uk/auditorsresponsibilities. This description
forms part of our auditor’s report.

Use of report
This report is made solely to the Company’s members, as a body, in accordance with Section 262 of the
Companies (Guernsey) Law, 2008. Our audit work has been undertaken so that we might state to the
Company’s members those matters we are required to state to them in an auditor’s report and for no
other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to
anyone other than the Company and the Company’s members as a body, for our audit work, for this
report, or for the opinions we have formed.

David Robert John Moore, ACA
for and on behalf of Ernst & Young LLP
Guernsey, Channel Islands

28 April 2020

Notes:
1.

The maintenance and integrity of Third Point Offshore Investors Limited’s web site is the
responsibility of the directors; the work carried out by the auditors does not involve consideration of
these matters and, accordingly, the auditors accept no responsibility for any changes that may have
occurred to the financial statements since they were initially presented on the web site.
Legislation in the Guernsey governing the preparation and dissemination of financial statements may
differ from legislation in other jurisdictions.

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

STATEMENTS OF ASSETS AND LIABILITEIS

Statements of Assets and Liabilities

(Stated in United States Dollars)

Assets

Investment in Third Point Offshore Fund Ltd at fair value

As at
31 December 2019
US$

As at
31 December 2018
US$

(Cost: US$357,577,552; 31 December 2018: US$398,942,647)

830,922,171

803,148,852

Cash

Due from broker

Redemption receivable

Other assets
Total assets

Liabilities

Accrued expenses and other liabilities

Administration fee payable (Note 4)
Total liabilities

Net assets

Number of Ordinary Shares in issue (Note 6)

US Dollar Shares

Net asset value per Ordinary Share (Notes 8 and 11)

110,693

11,729

117,979

520,662

3,827,500

10,130,000

10,744
834,882,837

18,933
813,936,426

274,817

43,215
318,032

258,425

41,974
300,399

834,564,805

813,636,027

39,468,299

47,186,130

US Dollar Shares

$21.15

$17.24

Number of Ordinary B Shares in issue (Note 6)

US Dollar Shares

26,312,199

31,457,421

The financial statements on pages 36 to 48 were approved by the Board of Directors on 28 April 2020
and signed on its behalf by:

Steve Bates
Chairman

Christopher Legge
Director

See accompanying notes and attached Audited Financial Statements of Third Point Offshore Fund Ltd.
and Third Point Offshore Master Fund L.P.

STATEMENTS OF OPERATIONS

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

Statements of Operations

(Stated in United States Dollars)

Realised and unrealised gain/(loss) from investment transactions

allocated from Master Fund

Net realised gain from securities, derivative contracts and foreign

For the year ended
31 December 2019
US$

For the year ended
31 December 2018
US$

currency translations

25,673,428

36,297,228

Net change in unrealised gain/(loss) on securities, derivative

contracts and foreign currency translations

Net (loss)/gain from currencies allocated from Master Fund
Total net realised and unrealised gain/(loss) from investment

123,526,644

(146,195,764)

(416,065)

724,671

transactions allocated from Master Fund

148,784,007

(109,173,865)

Net investment loss allocated from Master Fund

Interest income

Dividends, net of withholding taxes of US$2,553,961;

(31 December 2018: US$2,157,699)

Other income

Incentive allocation (Note 2)

Stock borrow fees

Investment Management fee

Dividends on securities sold, not yet purchased

Interest expense

Other expenses
Total net investment loss allocated from Master Fund

Company expenses

Administration fee (Note 4)

Directors’ fees (Note 5)

Other fees

Expenses paid on behalf of Third Point Offshore Independent Voting

Company Limited1 (Note 4)

Total Company expenses

Net loss
Net increase/(decrease) in net assets resulting from operations

16,489,506

14,743,524

5,472,534

5,084,038

(15,376,422)

(253,883)

7,792,842

2,058,865

(430,284)

(131,767)

(10,515,302)

(19,188,088)

(4,406,067)

(2,904,501)

(3,102,730)

(2,433,936)

(3,790,010)
(10,398,336)

(4,053,795)
(4,547,140)

(161,297)

(270,396)

(867,973)

(166,306)

(241,529)

(1,948,125)

(85,371)
(1,385,037)

(96,687)
(2,452,647)

(11,783,373)
137,000,634

(6,999,787)
(116,173,652)

1 Third Point Offshore Independent Voting Company Limited consists of Director Fees, Audit Fee and General Expenses.

See accompanying notes and attached Audited Financial Statements of Third Point Offshore Fund Ltd.
and Third Point Offshore Master Fund L.P.

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

STATEMENTS OF CHANGES IN NET ASSETS

Statements of Changes in Net Assets

(Stated in United States Dollars)

Increase/(decrease) in net assets resulting from operations

Net realised gain from securities, commodities, derivative contracts
and foreign currency translations allocated from Master Fund

Net change in unrealised gain/(loss) on securities, derivative

contracts and foreign currency translations allocated from Master
Fund

For the year ended
31 December 2019
US$

For the year ended
31 December 2018
US$

25,673,428

36,297,228

123,526,644

(146,195,764)

Net (loss)/gain from currencies allocated from Master Fund

(416,065)

724,671

Total net investment loss allocated from Master Fund

Total Company expenses
Net increase/(decrease) in net assets resulting from operations

(10,398,336)

(4,547,140)

(1,385,037)
137,000,634

(2,452,647)
(116,173,652)

Decrease in net assets resulting from capital share transactions

Dividend distribution

Share buybacks

Share redemptions
Net assets at the beginning of the year

Net assets at the end of the year

–

(40,603,431)

(45,692,005)

(4,479,491)

(70,379,851)

(39,500,000)

813,636,027
834,564,805

1,014,392,601
813,636,027

See accompanying notes and attached Audited Financial Statements of Third Point Offshore Fund Ltd.
and Third Point Offshore Master Fund L.P.

STATEMENTS OF CASH FLOWS

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

Statements of Cash Flows

(Stated in United States Dollars)

Cash flows from operating activities

Operating expenses

Directors’ fees

Administration fee

Third Point Offshore Independent Voting Company Limited1

Redemption from Master Fund
Cash inflow from operating activities

Cash flows from financing activities

Dividend distribution

Share buybacks
Net (decrease)/increase in cash

Cash at the beginning of the year

Cash at the end of the year

For the year ended
31 December 2019
US$

For the year ended
31 December 2018
US$

(843,392)

(1,857,084)

(270,396)

(160,056)

(85,371)

(241,529)

(174,593)

(96,687)

47,043,934
45,684,719

47,553,978
45,184,085

–

(40,603,431)

(45,692,005)
(7,286)

(4,479,491)
101,163

117,979

110,693

16,816

117,979

1 Third Point Offshore Independent Voting Company Limited consists of Director Fees, Audit Fee and General Expenses.

(Stated in United States Dollars)

Supplemental disclosure of non-cash transactions from:

Operating activities

For the year ended
31 December 2019
US$

For the year ended
31 December 2018
US$

Redemption of Company Shares from Master Fund

70,379,851

39,500,000

Financing activities

Share redemptions

(70,379,851)

(39,500,000)

See accompanying notes and attached Audited Financial Statements of Third Point Offshore Fund Ltd.
and Third Point Offshore Master Fund L.P.

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

NOTES TO THE AUDITED FINANCIAL STATEMENTS

Notes to the Audited Financial Statements

For the year ended 31 December 2019

1. The Company

Third Point Offshore Investors Limited (the “Company”)
is an Authorised closed-ended investment
company incorporated in Guernsey on 19 June 2007 for an unlimited period, with registration number
47161.

2. Organisation
Investment Objective and Policy
The Company’s investment objective is to provide its Shareholders with consistent
long term capital
appreciation, utilising the investment skills of the Investment Manager, through investment of all of its
capital (net of short-term working capital requirements) through a master-feeder structure in Class N,
Series 9 and Class E, Series 55 shares of Third Point Offshore Fund, Ltd. (the “Master Fund”), an
exempted company formed under the laws of the Cayman Islands on 21 October 1996.

The Master Fund’s investment objective is to seek to generate consistent long-term capital appreciation,
by investing capital in securities and other instruments in select asset classes, sectors and geographies,
by taking long and short positions. The Master Fund is managed by the Investment Manager and the
Investment Manager’s implementation of the Master Fund’s investment policy is the main driver of the
Company’s performance. The Master Fund invests all of its investable capital in Third Point Offshore
Master Fund L.P. (the “Master Partnership”) a corresponding open-ended investment partnership having
the same investment objective as the Master Fund.

The Master Fund is a limited partner of
the Master Partnership, an exempted limited partnership
organised under the laws of the Cayman Islands, of which Third Point Advisors II L.L.C., an affiliate of
the Investment Manager, is the general partner. Third Point LLC is the Investment Manager to the
Company, the Master Fund and the Master Partnership. The Master Fund and the Master Partnership
share the same investment objective, strategies and restrictions as described above.

The Audited Financial Statements of the Master Fund and the Audited Financial Statements of the Master
Partnership, should be read alongside the Company’s Audited Annual Report and Audited Financial
Statements.

Investment Manager
The Investment Manager is a limited liability company formed on 28 October 1996 under the laws of
the State of Delaware. The Investment Manager was appointed on 29 June 2007 and is responsible for
the management and investment of the Company’s assets on a discretionary basis in pursuit of the
Company’s investment objective, subject to the control of the Company’s Board and certain borrowing
and leveraging restrictions.

The Company’s annual management fee was reduced to 1.25 per cent (from 2 per cent) effective
1 January 2019 following a transfer of substantially all of its holdings into a new share class in the
Master Fund and to reflect the Company’s size and longevity as an investor in the Master Fund. In the
year ended 31 December 2019, the Company paid to the Investment Manager at the level of the Master
Partnership a fixed management
fee of 1.25 percent per annum and a general partner incentive
allocation of 20 percent of the Master Fund’s NAV growth (“Full Incentive Fee”) invested in the Master
Partnership, subject to certain conditions and related adjustments, by the Master Fund. If a particular
series invested in the Master Fund depreciates during any fiscal year and during subsequent years there
is a profit attributable to such series, the series must recover an amount equal to 2.5 times the amount of

NOTES TO THE AUDITED FINANCIAL STATEMENTS

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

2. Organisation (continued)
depreciation in the prior years before the Investment Manager is entitled to the Full Incentive Fee. Until
this occurs, the series will be subject to a reduced incentive fee of 10%. The Company was allocated
US$15,376,422 (31 December 2018: US$430,284) of incentive fees for the year ended 31 December
2019.

3. Significant Accounting Policies
Basis of Presentation
These Audited Financial Statements have been prepared in accordance with relevant accounting
principles generally accepted in the United States of America (“US GAAP”). The functional and
presentation currency of the Company is United States Dollars.

The Directors have determined that the Company is an investment company in conformity with US GAAP.
Therefore the Company follows the accounting and reporting guidance for investment companies in the
Financial Accounting Standards Board (‘‘FASB’’) Accounting Standards Codification (‘‘ASC’’) 946,
Financial Services – Investment Companies (‘‘ASC 946’’).

The following are the significant accounting policies adopted by the Company:

Cash
Cash in the Statements of Assets and Liabilities and for the Statement of Cash Flows comprises cash at
bank and on hand.

Due from broker
Due from broker includes cash balances held at the Company’s clearing broker as of 31 December
2019. The Company clears all of its securities transactions through a major international securities firm,
UBS, pursuant to agreements between the Company and prime broker.

Redemptions Receivable
Redemptions receivable are capital withdrawals from the Master Fund which have been requested but
not yet settled as at 31 December 2019.

Valuation of Investments
fair value. Fair values are generally
in the Master Fund at
The Company records its investment
determined utilising the net asset value (“NAV”) provided by, or on behalf of, the underlying Investment
Managers of each investment fund. In accordance with Financial Accounting Standards Board (“FASB”)
Accounting Standards Codification (“ASC”) Topic 820 “Fair Value Measurement”, fair value is defined
as the price the Company would receive upon selling a security in a timely transaction to an independent
buyer in the principal or most advantageous market of the security. For further information refer to the
Master Partnership’s Audited Financial Statements.

The valuation of securities held by the Master Partnership, which the Master Fund directly invests in, is
discussed in the notes to the Master Partnership’s Audited Financial Statements. The net asset value of the
Company’s investment in the Master Fund reflects its fair value. At 31 December 2019, the Company’s
US Dollar shares represented 13.56% (31 December 2018: 13.30%) of the Master Fund’s NAV.

The Company has adopted ASU 2015-07, Disclosures for Investments in Certain Entities that calculate
Net Asset Value per Share (or its equivalent) (“ASU 201-07”) , in which certain investments measured at
fair value using the net asset value per share method (or its equivalent) as a practical expedient are not
required to be categorised in the fair value hierarchy. Accordingly the Company has not
levelled
applicable positions.

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

NOTES TO THE AUDITED FINANCIAL STATEMENTS

Notes to the Audited Financial Statements continued

For the year ended 31 December 2019

3. Significant Accounting Policies (continued)
Uncertainty in Income Tax
ASC Topic 740 “Income Taxes” requires the evaluation of tax positions taken or expected to be taken in
the course of preparing the Company’s tax returns to determine whether the tax positions are “more-
likely-than-not” of being sustained by the applicable tax authority based on the technical merits of the
position. Tax positions deemed to meet the “more-likely-than-not” threshold would be recorded as a tax
benefit or expense in the year of determination. Management has evaluated the implications of ASC
740 and has determined that it has not had a material impact on these Audited Financial Statements.

Income and Expenses
The Company records its proportionate share of the Master Fund’s income, expenses and realised and
unrealised gains and losses on a monthly basis. In addition, the Company accrues interest income, to the
extent it is expected to be collected, and other expenses.

Use of Estimates
The preparation of audited financial statements in conformity with US GAAP may require management to
make estimates and assumptions that affect the amounts and disclosures in the financial statements and
accompanying notes. Actual results could differ from those estimates. Other than what is underlying in
the Master Fund and the Master Partnership, the Company does not use any material estimates in respect
of the Audited Financial Statements.

After making reasonable inquiries and assessing all data relating to the Master Partnership’s liquidity,
particularly its holding of significant liquid Level 1 assets, the Board of Directors believe that the Company
has adequate resources to continue in operational existence for the foreseeable future and do not consider
there to be any threat, from COVID-19 or other issues, to the going concern status of the Company. For
these reasons, they have adopted the going concern basis in preparing the Financial Statements.

Foreign Exchange
Investment securities and other assets and liabilities denominated in foreign currencies are translated into United
States Dollars using exchange rates at the reporting date. Purchases and sales of investments and income and
expense items denominated in foreign currencies are translated into United States Dollars at the date of such
transaction. All foreign currency transaction gains and losses are included in the Statement of Operations.

Recent accounting pronouncements
The Company has not early adopted any standards, interpretation or amendment that has been issued
but are not yet effective. The amendments and interpretations which apply for the first time in 2019 have
been assessed and do not have an impact on the audited financial statements.

4. Material Agreements
Management and Incentive fees
The Investment Manager was appointed by the Company to invest its assets in pursuit of the Company’s
investment objectives and policies. As disclosed in Note 2, the Investment Manager is remunerated by
the Master Partnership by way of management fees and incentive fees.

Administration fees
Under the terms of an Administration Agreement dated 29 June 2007, the Company appointed Northern
Trust International Fund Administration Services (Guernsey) Limited as Administrator (the “Administrator”)
and Corporate Secretary.

The Administrator is paid fees based on the NAV of the Company, payable quarterly in arrears. The fee
is at a rate of 2 basis points of the NAV of the Company for the first £500 million of NAV and a rate of

NOTES TO THE AUDITED FINANCIAL STATEMENTS

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

4. Material Agreements (continued)
1.5 basis points for any NAV above £500 million. This fee is subject to a minimum of £4,250 per
month. The Administrator is also entitled to an annual corporate governance fee of £30,000 for its
company secretarial and compliance activities.

In addition, the Administrator is entitled to be reimbursed out-of-pocket expenses incurred in the course of
carrying out its duties, and may charge additional fees for certain other services.

Total Administrator expenses during the year amounted to US$161,297 (31 December 2018:
US$166,306) with US$43,215 outstanding (31 December 2018: US$41,974).

Related Party
The Company has entered into a support and custody agreement with Third Point Offshore Independent
in return for the services provided by VoteCo, the
Voting Company Limited (“VoteCo”) whereby,
its
Company will provide VoteCo with funds from time to time in order to enable VoteCo to meet
obligations as they fall due. Under this agreement, the Company has also agreed to pay all
the
expenses of VoteCo, including the fees of the directors of VoteCo, the fees of all advisors engaged by
the directors of VoteCo and premiums for directors and officers insurance. The Company has also
agreed to indemnify the directors of VoteCo in respect of all
they may incur in their
capacity as directors of VoteCo. The expense paid by the Company on behalf of VoteCo during the year
is outlined in the Statement of Operations on page 37 and amounted to US$85,371 (31 December
2018: US$96,687). As at 31 December 2019 expenses accrued by the Company on behalf of VoteCo
amounted to US$8,041 (31 December 2018: US$19,855).

liabilities that

5. Directors’ Fees
For the year ended 31 December 2019, the Chairman was entitled to a fee of £63,000 per annum. All
other
independent Directors were entitled to receive £38,000 per annum with the exception of
Mr. Legge who received £46,000 per annum as the audit committee chairman. Mr. Targoff waived his
fees.

With effect from 1 January 2020, the Directors’ fees have been amended. The Chairman is now entitled
to a fee of £68,000 per annum. All other independent Directors are entitled to receive £40,000 per
annum with the exception of Mr. Legge who receives £50,000 per annum as the audit committee
chairman.

The Directors are also entitled to be reimbursed for expenses properly incurred in the performance of
their duties as Director. The Directors’ fees during the year amounted to US$270,396 (31 December
2018: US$241,529) with US$nil outstanding (31 December 2018: US$nil).

6. Stated Capital
The Company was incorporated with the authority to issue an unlimited number of Ordinary Shares (the
“Shares”) with no par value and an unlimited number of Ordinary B Shares (“B Shares”) of no par value.

Number of Ordinary Shares
Shares issued 1 January 2019

Shares Cancelled
Total shares cancelled during the year
Shares in issue at end of year

US Dollar Shares

47,186,130

(7,717,831)
39,468,299

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

NOTES TO THE AUDITED FINANCIAL STATEMENTS

Notes to the Audited Financial Statements continued

For the year ended 31 December 2019

6. Stated Capital (continued)

Stated Capital Account
Stated capital account at 1 January 2019

Shares Cancelled
Total share value cancelled during the year
Stated Capital account at end of year

Retained earnings

Number of Ordinary B Shares

Shares in issue as at 1 January 2019

Shares Cancelled

Total shares cancelled during the year
Shares in issue at end of year

US Dollar Shares
US$

371,703,326

(116,071,856)
255,631,470

578,933,335

US Dollar Shares

31,457,421

(5,145,222)
26,312,199

Voting Rights
the Company and to receive any
Ordinary Shares carry the right
in a
dividends, attributable to the Ordinary Shares as a class, declared by the Company and,
winding-up will be entitled to receive, by way of capital, any surplus assets of the Company attributable
to the Ordinary Shares as a class in proportion to their holdings remaining after settlement of any
outstanding liabilities of the Company. B Shares also carry the right to vote at general meetings of the
Company but carry no rights to distribution of profits or in the winding-up of the Company.

to vote at general meetings of

As prescribed in the Company’s Articles, each Shareholder present at general meetings of the Company
shall, upon a show of hands, have one vote. Upon a poll, each Shareholder shall, in the case of a
separate class meeting, have one vote in respect of each Share or B Share held and, in the case of a
general meeting of all Shareholders, have one vote in respect of each US Dollar Share or US Dollar B
Share held. Fluctuations in currency rates will not affect the relative voting rights applicable to the Shares
and B Shares. In addition all of the Company’s Shareholders have the right
to vote on all material
changes to the Company’s investment policy.

Repurchase of Shares and Discount Control
The Directors of the Company were granted authority to purchase in the market up to 14.99 percent of
the Shares in issue at the Annual General Meeting on 3 July 2019, and they intend to seek annual
renewal of this authority from Shareholders. The Directors have utilised this share repurchase authority by
introducing a new mechanism that will hopefully enhance future capital growth. Pursuant to the Director’s
share repurchase authority, the Company, through the Master Fund, commenced a share repurchase
program in 2007. The Shares initially purchased were held by the Master Partnership. The Master
Partnership’s gains or losses and implied financing costs related to the shares purchased through the
share purchase programme are entirely allocated to the Company’s investment in the Master Fund.

As at 31 December 2018, the Master Partnership held 3,379,753 shares of the Company. On 3 July
2019, the Company announced the cancellation of these shares, for the benefit of the Company.

NOTES TO THE AUDITED FINANCIAL STATEMENTS

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

6. Stated Capital (continued)
On 26 September, 2019, it was announced that the Company, again through the Master Fund, will seek
to buy back, at the Board’s discretion and subject to the requirement to buy no more than 14.99% of its
outstanding stocks between general meetings, up to $200 million worth of stock over the subsequent
three years. Any shares traded mid-month will be purchased and held by the Master Partnership until the
Company is able to cancel the shares following each month-end. As at 31 December 2019, the Master
Partnership held 225,000 shares of the Company – these shares were subsequently cancelled in January
2020.

Further issue of Shares
Under the Articles, the Directors have the power to issue further shares on a non-pre-emptive basis. If the
Directors issue further Shares, the issue price will not be less than the then-prevailing estimated weekly
NAV per Share of the relevant class of Shares.

7. Taxation
The Fund is exempt from taxation in Guernsey under the provisions of the Income Tax (Exempt Bodies)
(Guernsey) Ordinance 1989.

8. Calculation of Net Asset Value
The NAV of the Company is equal to the value of its total assets less its total liabilities. The NAV per
Share is calculated by dividing the NAV by the number of Ordinary Shares in issue on that day.

9. Related Party Transactions
At 31 December 2019 other investment funds owned by or affiliated with the Investment Manager
owned 5,630,444 (31 December 2018: 5,630,444) US Dollar Shares in the Company. Refer to note 4
and note 5 for additional Related Party Transaction disclosures.

10. Significant Events
As of January 1, 2019, the Company transferred substantially all of its holding into a newly-created
share class of the Master Fund. The new share class is subject to a 25% quarterly redemption gate. The
Company plans to redeem an appropriate amount each quarter to account for Company fees and
expenses. The new share class attracts a lower management fee and the Company also qualifies for an
additional reduction of management fee applicable to it based on its size and longevity as an investor in
the Master Fund. As a result, the Company’s management fee has been reduced from 2.0% to 1.25%
per annum.

For the year 1 January 2019 to 31 December 2019, 4,338,078 shares have been repurchased and
cancelled at an average cost per share of $14.72.

Steve Bates was appointed as Chairman on 5 February 2019.

Rupert Dorey was appointed as a Director on 5 February 2019.

On 30 April 2019, the Board announced the appointment of Numis Securities Limited as Corporate
Broker to the Company.

On 3 July 2019, the Board of Directors announced the cancellation of all remaining 3,379,753 Shares
currently held by the Master Fund for the benefit of the Company. The cancellation is in accordance with
the Repurchase Policy announced on 2 May 2018.

Huw Evans was appointed as a Director on 21 August 2019.

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

NOTES TO THE AUDITED FINANCIAL STATEMENTS

Notes to the Audited Financial Statements continued

For the year ended 31 December 2019

11. Financial Highlights
The following tables include selected data for a single Ordinary Share in issue at the year-end and other
performance information derived from the Audited Financial Statements.

Per Share Operating Performance
Net Asset Value beginning of the year

Income from Operations
Net realised and unrealised gain from investment transactions allocated from Master

Fund
Net loss
Total Return from Operations
Share buyback accretion
Share redemption accretion
Net Asset Value, end of the year
Total return before incentive fee allocated from Master Fund
Incentive allocation from Master Fund
Total return after incentive fee allocated from Master Fund

US Dollar Shares
31 December 2019
US$

17.24

3.09
(0.03)
3.06
0.30
0.55
21.15
24.32%
(1.64%)
22.68%

Total return from operations reflects the net return for an investment made at the beginning of the year
and is calculated as the change in the NAV per Ordinary Share during the year ended 31 December
2019 and is not annualised. An individual Shareholder’s return may vary from these returns based on
the timing of their purchases and sales of shares on the market.

Per Share Operating Performance
Net Asset Value beginning of the year

Income from Operations
Net realised and unrealised loss from investment transactions allocated from Master

Fund
Net loss
Total Return from Operations
Share redemption accretion
Share buyback accretion
Distribution Paid
Net Asset Value, end of the year
Total return before incentive fee allocation from Master Fund
Incentive allocation from Master Fund
Total return after incentive fee allocation from Master Fund

US Dollar Shares
31 December 2018
US$

20.25

(2.38)
(0.05)
(2.43)
0.19
0.04
(0.81)
17.24
(10.82%)
(0.04%)
(10.86%)

NOTES TO THE AUDITED FINANCIAL STATEMENTS

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

11. Financial Highlights (continued)
Total return from operations reflects the net return for an investment made at the beginning of the year
and is calculated as the change in the NAV per Ordinary Share during the year ended 31 December
2018 and is not annualised. An individual Shareholder’s return may vary from these returns based on
the timing of their purchases and sales of shares on the market.

Supplemental data
Net Asset Value, end of the year

Average Net Asset Value, for the year1

Ratio to average net assets

Operating expenses2

Incentive fee allocated from Master Fund

Total operating expense after incentive fee allocation2
Net loss

Supplemental data
Net Asset Value, end of the year

Average Net Asset Value, for the year1

Ratio to average net assets

Operating expenses2

Incentive fee allocated from Master Fund

Total operating expense after incentive fee allocation2
Net loss

US Dollar Shares
31 December 2019
US$

834,564,805

841,992,220

(2.79%)

(1.83%)

(4.62%)
(1.40%)

US Dollar Shares
31 December 2018
US$

813,636,027

920,184,764

(3.30%)

(0.03%)

(3.33%)
(0.73%)

1 Average Net Asset Value for the year is calculated based on published monthly estimates of NAV.
2 Operating expenses are Company expenses together with operating expenses allocated from the Master Fund.

12. Ongoing Charge Calculation
Ongoing charges for the year ended 31 December 2019 and 31 December 2018 have been prepared in
accordance with the AIC recommended methodology. Performance fees were charged to the Master Fund. In
line with AIC guidance, an Ongoing Charge has been disclosed both including and excluding performance
fees. The Ongoing charges for year ended 31 December 2019 and 31 December 2018 excluding
performance fees and including performance fees are based on Company expenses and allocated Master
Fund expenses outlined below.

(excluding performance fees)
US Dollar Shares
Sterling Shares*

30 December 2019
1.87%
N/A

31 December 2018
2.82%
1.86%

THIRD POINT OFFSHORE INVESTORS LIMITED, ANNUAL
REPORT AND AUDITED FINANCIAL STATEMENTS 2019

NOTES TO THE AUDITED FINANCIAL STATEMENTS

Notes to the Audited Financial Statements continued

For the year ended 31 December 2019

12. Ongoing Charge Calculation (continued)
(including performance fees)

US Dollar Shares

Sterling Shares*

30 December 2019

31 December 2018

3.70%

N/A

2.87%

2.08%

* All Sterling shares were compulsorily converted to the US Dollar class as of 1 July 2018.

13. Subsequent Events
On 8 January 2020, the Master Partnership’ holding of 225,000 shares of the Company was cancelled.

For the period 1 January 2020 to 27 April 2020, 871,231 shares have been repurchased (of which
705,000 have been cancelled) at an average cost per share of $15.83.

As a result of the COVID-19 impact on businesses, the Board believes it is a significant risk to the
Company mitigated by the following points:

(cid:129) Liquidity Risk — the Company’s main source of cash is via redemptions from the Master Fund. As of
December 31, 2019, over 70% of the Master Fund’s assets were invested in liquid securities (defined
is well positioned to pay redemptions as needed. The
as Level 1 positions) and cash and so it
governing documents of the Master Fund allow for a gate to permit only 20% of the Master Fund’s
Net Asset Value to be redeemed at each quarterly redemption date on a pro rata basis. To date, the
Master Fund is yet
to see any significant redemptions which would cause the Directors concern
regarding gating.

(cid:129) Performance — Gains from early 2020 have been reversed during the virus outbreak but the Board
has positioned itself more defensively by reducing exposures, among other things. As of April 22,
2020, the Master Fund net return is -13% for the year, as compared to the S&P return of - 13%. It is
difficult to assess or quantify the future impact of COVID-19 but the Company will continue to actively
monitor its exposure as the situation develops.

The Directors confirm that, up to the date of approval, which is 28 April 2020, through which these
financial statements were available to be issued, there have been no events subsequent to the balance
sheet date that require inclusion or additional disclosure other than those disclosed above.

Management and Administration

Directors
Steve Bates (Chairman)*1
PO Box 255, Trafalgar Court, Les Banques,
St Peter Port, Guernsey,
Channel Islands, GY1 3QL.

Rupert Dorey*1
PO Box 255, Trafalgar Court, Les Banques,
St Peter Port, Guernsey,
Channel Islands, GY1 3QL.

Huw Evans*2
PO Box 255, Trafalgar Court, Les Banques,
St Peter Port, Guernsey,
Channel Islands, GY1 3QL.

Investment Manager
Third Point LLC
55 Hudson Yards,
New York, NY 10001,
United States of America.

Auditors
Ernst & Young LLP
PO Box 9, Royal Chambers
St Julian’s Avenue,
St Peter Port, Guernsey,
Channel Islands, GY1 4AF.

Legal Advisors (UK Law)
Herbert Smith Freehills LLP
Exchange House, Primrose Street,
London, EC2A 2HS,
United Kingdom.

Legal Advisors (US Law)
Cravath, Swaine & Moore, LLP
825 Eighth Avenue, Worldwide Plaza,
New York, NY 10019-7475,
United States of America.

Registrar and CREST Service Provider
Link Market Services (Guernsey) Limited
(formerly Capita Registrars (Guernsey) Limited)
Mont Crevelt House,
Bulwer Avenue,
St Sampson,
Guernsey GY2 4LH.

Registered Office
PO Box 255, Trafalgar Court, Les Banques,
St Peter Port, Guernsey,
Channel Islands, GY1 3QL.

Christopher Legge*
PO Box 255, Trafalgar Court, Les Banques,
St Peter Port, Guernsey,
Channel Islands, GY1 3QL.

Joshua L Targoff
PO Box 255, Trafalgar Court, Les Banques,
St Peter Port, Guernsey,
Channel Islands, GY1 3QL.

Claire Whittet*
PO Box 255, Trafalgar Court, Les Banques,
St Peter Port, Guernsey,
Channel Islands, GY1 3QL.

* These Directors are independent.

1 Appointed 5 February 2019.

2 Appointed 21 August 2019.

Administrator and Secretary
Northern Trust International Fund
Administration Services (Guernsey) Limited,
PO Box 255, Trafalgar Court, Les Banques,
St Peter Port, Guernsey,
Channel Islands, GY1 3QL.

Legal Advisors (Guernsey Law)
Mourant
Royal Chambers, St Julian’s Avenue,
St Peter Port, Guernsey,
Channel Islands, GY1 4HP.

Receiving Agent
Link Market Services Limited
The Registry,
34 Beckenham Road,
Beckenham, Kent BR3 4TU,
United Kingdom.

Corporate Broker
Numis Securities Limited3
The London Stock Exchange Building,
10 Paternoster Square,
London EC4M 7LT,
United Kingdom.

Kepler Partners LLP
9/10 Savile Row,
London W1S 3PF,
United Kingdom.

Jefferies International Limited4
Vintners Place,
68 Upper Thames Street,
London EC4V 3BJ,
United Kingdom.

3 Appointed on 30 April 2019.
4 Engagement terminated on 26 April 2019.