UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of October 2020
Commission File Number: 001-39511
BURFORD CAPITAL LIMITED
(Translation of registrant’s name into English)
Oak House, Hirzel Street
St. Peter Port GY1 2NP, Guernsey
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
This report includes materials as an exhibit that have been published and made available by Burford Capital Limited as of October 8, 2020.
EXHIBIT INDEX
| Exhibit | Description | |
| Exhibit 99.1 | Burford Capital Limited Notification of Transactions by Persons Discharging Managerial Responsibilities | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Burford Capital Limited | ||||
| By: |
/s/ Mark Klein |
|||
| Name: | Mark Klein | |||
| Title: | Chief Administrative Officer & General Counsel |
|||
Date: October 8, 2020
Exhibit 99.1
8 October 2020
BURFORD CAPITAL LIMITED
Notification of transactions by persons discharging managerial responsibilities
Burford Capital Limited ("Burford"), the leading global finance and asset management firm focused on law, provides the following notification of various PDMR transactions.
Burford has been notified of certain securities purchased on 5 October 2020 by Hugh Steven Wilson, Burford’s Deputy Chairman. Mr Wilson purchased 20,590 Bank of New York Mellon-sponsored American Depository Receipts ("ADR") representing Burford shares at a price of $8.95 per ADR.
As announced in 2018 and earlier in 2020, Jonathan Molot, Burford’s Chief Investment Officer, transferred 6,000,000 ordinary shares in Burford to Jonathan Molot LLC ("JM LLC"), a company controlled by Mr Molot. Ongoing annual movement of ownership interests in JM LLC back-and-forth between Mr Molot and annual trusts established by Mr Molot of which he and his family members are the beneficiaries is expected as a normal part of the US estate planning undertaken. Certain further movement occurred on 7 October 2020, with a 5.569598% and a 25.284185% interest in JM LLC being returned to Mr Molot from the Jonathan T. Molot 2018 Trust and the Jonathan T. Molot 2019 Trust, respectively; those interests were in turn transferred on 8 October 2020 to Jonathan T. Molot 2020 Trust No. 2, of which Mr Molot is initially the sole beneficiary. These transfers do not affect the overall interest in shares in Burford held by Mr Molot and the associated annual trusts.
Additionally, Burford reports that on 5 October 2020 Burford’s Employees’ Benefit Trust delivered shares to the following persons discharging managerial responsibilities (“PDMRs”) who had previously been granted conditional share awards in prior years pursuant to the Burford Capital 2016 Long Term Incentive Plan. The vesting of the awards was subject to performance conditions, which were satisfied.
| PDMR | Number of shares vesting: | Number of shares sold to meet tax liabilities: |
Balance of shares transferred: |
| Jim Kilman | 8,570 | 0 | 8,570 |
| Mark Klein | 12,855 | 4,366 | 8,489 |
The Notification of Dealing Forms for each of the transactions mentioned above are included at the end of this announcement.
For further information, please contact:
| Burford Capital Limited | |
| Jim Kilman, Chief Financial Officer | +1 917 985 9840 |
| Robert Bailhache, Head of Investor Relations, EMEA and Asia - email | +44 (0)20 3530 2023 |
| Jim Ballan, Head of Investor Relations, Americas - email | +1 (646) 793 9176 |
| Numis Securities Limited - NOMAD and Joint Broker | +44 (0)20 7260 1000 |
| Huw Jeremy (NOMAD) | |
| Charlie Farquhar / Jonathan Abbott (Joint Broker) | |
| Jefferies International Limited - Joint Broker | +44 (0)20 7029 8000 |
| Graham Davidson | |
| Tony White |
About Burford Capital Limited
Burford Capital is the leading global finance and asset management firm focused on law. Its businesses include litigation finance and risk management, asset recovery and a wide range of legal finance and advisory activities. Burford is publicly traded on the London Stock Exchange, and it works with law firms and clients around the world from its principal offices in New York, London, Chicago, Washington, Singapore and Sydney.
For more information about Burford: www.burfordcapital.com
This release does not constitute an offer of any Burford fund. Burford Capital Investment Management LLC ("BCIM"), which acts as the fund manager of all Burford funds, is registered as an investment adviser with the U.S. Securities and Exchange Commission. The information provided herein is for informational purposes only. Past performance is not indicative of future results. The information contained herein is not, and should not be construed as, an offer to sell or the solicitation of an offer to buy any securities (including, without limitation, interests or shares in the funds). Any such offer or solicitation may be made only by means of a final confidential Private Placement Memorandum and other offering documents.
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||
| (a) Name | Hugh Steven Wilson | ||
| 2 | Reason for the notification | ||
| (a) Position/status | A PDMR occupying the position of Deputy Chairman | ||
| (b) Initial notification /Amendment | Initial | ||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
| (a) Name | Burford Capital Limited | ||
| (b) LEI | 549300FUKUWFYJMT2277 | ||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | ||
| (a) Description of the financial instrument, type of instrument | BRFRF American Depository Receipts of nil par value | ||
| Identification code | GG00B4L84979 | ||
| (b) Nature of the transaction |
Purchase of American Depository Receipts
| ||
| (c) Price(s)and volume(s) |
Price(s) |
Volume(s) | |
| $8.95 | 20,590 | ||
|
(d) Aggregated information
· Aggregated volume
· Price
|
N/A | ||
| (e) Date of the transaction | 5 October 2020 | ||
| (f) Place of the transaction | US OTC Market | ||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||
| (a) Name | Jonathan Molot | ||
| 2 | Reason for the notification | ||
| (a) Position/status | A PDMR occupying the position of Chief Investment Officer | ||
| (b) Initial notification /Amendment | Initial | ||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
| (a) Name | Burford Capital Limited | ||
| (b) LEI | 549300FUKUWFYJMT2277 | ||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | ||
| (a) Description of the financial instrument, type of instrument | 5.569598% interest in Jonathan Molot LLC, which holds 6,000,000 shares in Burford Capital Limited | ||
| Identification code | N/A | ||
| (b) Nature of the transaction | Acquisition of membership interests from Jonathan T. Molot 2018 Trust | ||
| (c) Price(s)and volume(s) |
Price(s) |
Volume(s) | |
| $3,103,615.78 | 5.569598% interest | ||
|
(d) Aggregated information
· Aggregated volume
· Price
|
N/A | ||
| (e) Date of the transaction | 7 October 2020 | ||
| (f) Place of the transaction | N/A | ||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||
| (a) Name | Jonathan T. Molot 2018 Trust | ||
| 2 | Reason for the notification | ||
| (a) Position/status | A person closely associated with Jonathan Molot, a PDMR occupying the position of Chief Investment Officer | ||
| (b) Initial notification /Amendment | Initial | ||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
| (a) Name | Burford Capital Limited | ||
| (b) LEI | 549300FUKUWFYJMT2277 | ||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | ||
| (a) Description of the financial instrument, type of instrument | 5.569598% interest in Jonathan Molot LLC, which holds 6,000,000 shares in Burford Capital Limited | ||
| Identification code | N/A | ||
| (b) Nature of the transaction | Disposal of membership interests to Jonathan Molot | ||
| (c) Price(s)and volume(s) |
Price(s) |
Volume(s) | |
| $3,103,615.78 | 5.569598% interest | ||
|
(d) Aggregated information
· Aggregated volume
· Price
|
N/A | ||
| (e) Date of the transaction | 7 October 2020 | ||
| (f) Place of the transaction | N/A | ||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||
| (a) Name | Jonathan Molot | ||
| 2 | Reason for the notification | ||
| (a) Position/status | A PDMR occupying the position of Chief Investment Officer | ||
| (b) Initial notification /Amendment | Initial | ||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
| (a) Name | Burford Capital Limited | ||
| (b) LEI | 549300FUKUWFYJMT2277 | ||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | ||
| (a) Description of the financial instrument, type of instrument | 25.284185% interest in Jonathan Molot LLC, which holds 6,000,000 shares in Burford Capital Limited | ||
| Identification code | N/A | ||
| (b) Nature of the transaction | Acquisition of membership interests from Jonathan T. Molot 2019 Trust | ||
| (c) Price(s)and volume(s) |
Price(s) |
Volume(s) | |
| $14,089,418.07 | 25.284185% interest | ||
|
(d) Aggregated information
· Aggregated volume
· Price
|
N/A | ||
| (e) Date of the transaction | 7 October 2020 | ||
| (f) Place of the transaction | N/A | ||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||
| (a) Name | Jonathan T. Molot 2019 Trust | ||
| 2 | Reason for the notification | ||
| (a) Position/status | A person closely associated with Jonathan Molot, a PDMR occupying the position of Chief Investment Officer | ||
| (b) Initial notification /Amendment | Initial | ||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
| (a) Name | Burford Capital Limited | ||
| (b) LEI | 549300FUKUWFYJMT2277 | ||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | ||
| (a) Description of the financial instrument, type of instrument | 25.284185% interest in Jonathan Molot LLC, which holds 6,000,000 shares in Burford Capital Limited | ||
| Identification code | N/A | ||
| (b) Nature of the transaction | Disposal of membership interests to Jonathan Molot | ||
| (c) Price(s)and volume(s) |
Price(s) |
Volume(s) | |
| $14,089,418.07 | 25.284185% interest | ||
|
(d) Aggregated information
· Aggregated volume
· Price
|
N/A | ||
| (e) Date of the transaction | 7 October 2020 | ||
| (f) Place of the transaction | N/A | ||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||
| (a) Name | Jonathan Molot | ||
| 2 | Reason for the notification | ||
| (a) Position/status | A PDMR occupying the position of Chief Investment Officer | ||
| (b) Initial notification /Amendment | Initial | ||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
| (a) Name | Burford Capital Limited | ||
| (b) LEI | 549300FUKUWFYJMT2277 | ||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | ||
| (a) Description of the financial instrument, type of instrument | 30.853783% interest in Jonathan Molot LLC, which holds 6,000,000 shares in Burford Capital Limited | ||
| Identification code | N/A | ||
| (b) Nature of the transaction | Transfer of membership interests to Jonathan T. Molot 2020 Trust No. 2 | ||
| (c) Price(s)and volume(s) |
Price(s) |
Volume(s) | |
| Zero | 30.853783% interest | ||
|
(d) Aggregated information
· Aggregated volume
· Price
|
N/A | ||
| (e) Date of the transaction | 8 October 2020 | ||
| (f) Place of the transaction | N/A | ||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||
| (a) Name | Jonathan T. Molot 2020 Trust No. 2 | ||
| 2 | Reason for the notification | ||
| (a) Position/status | A person closely associated with Jonathan Molot, a PDMR occupying the position of Chief Investment Officer | ||
| (b) Initial notification /Amendment | Initial | ||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
| (a) Name | Burford Capital Limited | ||
| (b) LEI | 549300FUKUWFYJMT2277 | ||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | ||
| (a) Description of the financial instrument, type of instrument | 30.853783% interest in Jonathan Molot LLC, which holds 6,000,000 shares in Burford Capital Limited | ||
| Identification code | N/A | ||
| (b) Nature of the transaction | Transfer of membership interests from Jonathan Molot | ||
| (c) Price(s)and volume(s) |
Price(s) |
Volume(s) | |
| Zero | 30.853783% interest | ||
|
(d) Aggregated information
· Aggregated volume
· Price
|
N/A | ||
| (e) Date of the transaction | 8 October 2020 | ||
| (f) Place of the transaction | N/A | ||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||
| (a) Name | Jim Kilman | ||
| 2 | Reason for the notification | ||
| (a) Position/status | A PDMR occupying the position of Chief Financial Officer | ||
| (b) Initial notification /Amendment | Initial | ||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
| (a) Name | Burford Capital Limited | ||
| (b) LEI | 549300FUKUWFYJMT2277 | ||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | ||
| (a) Description of the financial instrument, type of instrument | Ordinary shares of nil par value | ||
| Identification code | GG00B4L84979 | ||
| (b) Nature of the transaction | Vesting of share award under the Burford Capital 2016 Long Term Incentive Plan | ||
| (c) Price(s)and volume(s) |
Price(s) |
Volume(s) | |
| 545p | 8,570 | ||
|
(d) Aggregated information
· Aggregated volume
· Price
|
N/A | ||
| (e) Date of the transaction | 5 October 2020 | ||
| (f) Place of the transaction | Outside a trading venue | ||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||
| (a) Name | Mark Klein | ||
| 2 | Reason for the notification | ||
| (a) Position/status | A PDMR occupying the position of General Counsel & Chief Administrative Officer | ||
| (b) Initial notification /Amendment | Initial | ||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
| (a) Name | Burford Capital Limited | ||
| (b) LEI | 549300FUKUWFYJMT2277 | ||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | ||
| (a) Description of the financial instrument, type of instrument | Ordinary shares of nil par value | ||
| Identification code | GG00B4L84979 | ||
| (b) Nature of the transaction | Vesting of share award under the Burford Capital 2016 Long Term Incentive Plan whereby a portion of the vested shares (4,366) were sold to settle tax liability with the balance retained. After the settlement of tax, the individual described above received 8,489 shares. | ||
| (c) Price(s)and volume(s) |
Price(s) |
Volume(s) | |
|
625p
677p
|
12,855 (vested)
4,366 (sale)
8,489 (retained) | ||
|
(d) Aggregated information
· Aggregated volume
· Price
|
N/A | ||
| (e) Date of the transaction | 5 October 2020 | ||
| (f) Place of the transaction | London Stock Exchange AIM market | ||