Annual Report and Accounts 2025 ## One share. A world ## of private company ## opportunities PURPOSE ## HVPE exists to create ## value for our shareholders ## by providing easy access ## to a diversified global ## portfolio of high-quality ## private equity investments, ## managed by HarbourVest ## Partners. ### This report will refer to the Investment Manager as ### “HarbourVest Partners” or “HarbourVest”. The Investment ### Manager of HarbourVest Global Private Equity Limited (“HVPE” ### or “the Company”) is HarbourVest Advisers L.P., which is an ### affiliate of HarbourVest Partners, LLC. CONTENTS OUR YEAR IN NUMBERS ### 1 1 Gradual improvement in portfolio performance as market conditions stabilised Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ### Strategic report Financial statements Net Asset Value (“NAV”) per Share ($) 1 Our year in numbers 77 Independent Auditor’s Report ## page 3 | 3 HVPE at a glance | | 83 Consolidated Statements of Assets | | | | --- | --- | --- | --- | --- | | | | | and Liabilities | $54.17 | | 4 About the Investment Manager | At a glance | | | | | | | 84 Consolidated Statements of Operations | | 31 January 2024: $50.47 | 5 Benefits of private markets exposure 85 Consolidated Statements of Changes Share Price (£) 6 Why HVPE in Net Assets 7 HVPE structure change 86 Consolidated Statements of Cash Flows 8 Chair’s Statement ## 87 Consolidated Schedule of Investments £27.60 31 January 2024: £23.15 93 Notes to the Consolidated Financial Statements Investment Manager’s Review Net Assets ($) 11 Introduction 11 Investment Manager’s Report 12 HVPE Investment Committee ## $4.0bn 31 January 2024: $3.9bn 20 Value creation cycle Total New Commitments ($) 21 Commitment phase 23 Investment phase ## 24 Growth phase $415m 12 months to 31 January 2024: $295m 25 Mature phase 26 Recent events NAV per Share Return ($) [APM] 27 Key performance indicators (“KPIs”) and investment objective ## +7.3% 28 Managing the balance sheet ## page 8 12 months to 31 January 2024: +4.0% 33 Managing costs Chair’s statement Share Price Return (£) 34 Summary of net assets [APM] 35 Stakeholder engagement ### 38 Principal risks and uncertainties Governance Other information ## +19.2% 41 Sustainable Investing 60 Board of Directors 99 Supplementary data 12 months to 31 January 2024: +4.8% 48 Manager spotlight 62 Directors’ report 107 Glossary 1 Share Price Discount to Net Assets (£) 52 Top ten disclosable companies | 68 Board structure and committees | 109 Alternative Performance Measures | [APM] | | --- | --- | --- | | 70 Audit and Risk Committee | 111 Disclosures | | | 72 Nomination Committee and Management | 113 Key information | 35% | Navigating this document Engagement and Service Provider Committee 31 January 2024: 42% This report has been produced to 73 Remuneration Committee and Inside 2 Net Portfolio Cash Flow ($) optimise the reading experience online. Information Committee [APM] Click the links in the bar to the right to 74 Directors’ remuneration report navigate to different sections. ## 75 Statement of Compliance with the AIC Code $(61m) of Corporate Governance 12 months to 31 January 2024: $(283m) Links to a page in this report Further reading online 1 The discount is calculated based on the NAV per share available to the market at the financial year end, that being the 31 December estimate, converted to sterling at the prevailing GBP/USD foreign exchange (“FX”) rate, compared with the share prices on 31 January 2025 and 2024. Please refer to the Alternative Performance Measures (“APMs”) on pages 109 to 110 for calculations. 2 Cash distributions from private equity investments ($382 million) minus cash contributions to private equity investments ($443 million). Please refer to the Consolidated Statements of Cash Flows on page 86. HarbourVest Global Private Equity | Annual Report and Accounts 2025 [APM] Metrics with this APM icon denote our Alternative Performance Measures (“APMs”). For more information on APMs, please turn to pages 109 to 110. INSIDE THIS SECTION ### 2 Strategic report Governance Financial statements Other information ## Introduction to ## HVPE Read more on page 3 ## Chair’s Statement Read more on page 8 ## Investment ## Manager’s Review Read more on page 11 ## Value creation cycle Read more on page 20 ## Strategic HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 report HVPE AT A GLANCE ### 3 3 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ## Democratising private investments access HVPE Structure ### HVPE HarbourVest Partners General Partners (GPs) Portfolio Companies | HarbourVest Global Private Equity (“HVPE”) | Through a single access point to | Many of the most sought-after underlying | HVPE shares offer global exposure to | | | --- | --- | --- | --- | --- | | is a listed investment company, launched | HarbourVest Partners, we connect our | fund managers are often oversubscribed | a portfolio of unique and diversified | | | in December 2007, which provides access | shareholders with the deep expertise of | when they raise new funds, making these | companies not listed on public markets. | | | to investments in private companies. | private markets experts, resulting in the | funds difficult to access for many investors. | | | | These investments are made exclusively | construction of a prudently managed global | | E-commerce | Discount retailer | | through vehicles managed by HarbourVest | private companies portfolio designed to | The longevity and stability of the | | | | Partners. | navigate economic cycles as smoothly | HarbourVest team, and depth of its global | | | | | as possible whilst striving to deliver | platform, has enabled the firm to cultivate | | | | Investment into private companies | outperformance of the public markets | relationships with many of the top tier | | | SAAS communications Space technology requires experience, skill, and over the long term. and exclusive fund managers, positioning expertise. HVPE’s focus is on building HarbourVest as both a preferred prospective a comprehensive global portfolio of the HarbourVest focuses exclusively on private investor and a favoured investment partner. highest-quality investments, in a proactive markets. The firm’s powerful global platform This gives HVPE the ability to provide yet measured way, with the strength of our offers its clients investment opportunities shareholders with access to these top-tier Payment services Fintech & banking balance sheet underpinning everything we through primary fund investments, managers which are otherwise generally do. Our multi-layered investment approach secondary investments, and direct co- inaccessible to a majority of investors. creates diversification, helping to spread investments in commingled funds or risk, and produces an attractive portfolio separately managed accounts. Payment AI and machine that no individual investor can replicate. services learning HarbourVest has deep investment experience and dedicated on-the-ground teams in key private markets around the world. Net assets at 31 January 2025 AUM at 31 December 2024 HarbourVest active GP relationships at As at 31 January 2025 31 December 2024 ## $4.0bn $143bn+ 1,000+ ## 650+ underlying material company exposures Market cap at 31 January 2025 ## £2.0bn See Why HVPE for more on page 6  See HV manager for more on page 4  See largest GPs for more on page 48  See largest companies for more on page 52 HarbourVest Global Private Equity | Annual Report and Accounts 2025 INVESTMENT CASE ### 4 Strategic report Governance Financial statements Other information ## HarbourVest Partners: Frankfurt Beijing Dublin Seoul ## Unlocking the power of Toronto Zürich Tokyo ## private markets Boston Hong Kong London HVPE invests exclusively in funds managed HarbourVest’s 81 Managing Directors have Tel Aviv | by HarbourVest Partners, an independent | average industry experience of over 26 years. | Bogotá | | | --- | --- | --- | --- | | global private markets asset manager with | HarbourVest believes the experience and | | | | over 42 years’ experience. | continuity of investment personnel provides | | Singapore | a valuable historical base of knowledge. Sydney Responsible for corporate governance Assets under management Investment professionals and oversight of the Company | $143bn+ | 235+ | | --- | --- | | Years of market experience | Global offices | | 42+ | 14 | ### HVPE Board Employees globally Advisory board seats ## ¹ ## 1,200+ 950 + Number of companies in performance database Partnerships engaged with since inception Responsible for managing the portfolio in accordance with the parameters agreed with the Board ## 40,900+ 4,600+ Private equity investor HarbourVest provides HVPE with access to: Signatory of: Aligned to: Member of: All information as of December 31, 2024. AUM reflects committed capital from limited partners, inclusive of general partner commitments for all active funds/accounts but excludes leverage and any funds/accounts that are in extension, Global platform Experience Deep private market Robust private Top-tier liquidation, or fully liquidated. HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 of scale and stability expertise markets database network of GPs 1 Advisory board seats include all advisory/company board seats (including advisory/non-voting roles) held through a HarbourVest fund/account investments. INVESTMENT CASE CONTINUED ### 5 5 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ## Benefits of private markets exposure DRIVES Alignment of interests and strong governance Outperformance of public markets – The private equity “active ownership” model aligns the interests – Private equity returns have exceeded public equity market returns over the of the investor with the company medium and long term with a lower level of risk – Private equity investor is incentivised to grow and improve – Private equity returns are typically less volatile than listed equity returns the company during its ownership period 3 Time-weighted returns of private equity vs public equities – Long-term investment horizons, extensive firm resources and Buyout  MSCI ACWI deep industry expertise allow GPs to develop, improve and transform companies Year 5 – This contrasts with public equity markets, where investors may 11. 3% be more passive in their nature and may make decisions on a 13. 9% shorter-term basis Year 10 9.0% 14.9% Year 15 10.9% Growing opportunity set Diversification – Morningstar data shows that private companies used to stay private – Private market assets add diversification to a portfolio for 6.9 years a decade ago. That has increased to 10.7 years today, – Private equity managers tend to invest in higher margin, more resilient, resulting in the universe of public companies shrinking and less capital-intensive business – The number of publicly traded companies in the US declined – Each private market sub-asset class has distinct return drivers, risk factors, 1 by 34% between 2000 and 2023 and degrees of sensitivity to the macro cycle – Conversely, the number of private equity-backed companies 2 4 in the US rose by 459% over the same period Public Companies – 25x as many private companies compared to public companies – These private companies can be at the forefront of exciting technologies and sectors such as space travel and AI 25x as many Private Companies compared to Public Companies Number of US companies over time ALLOWS FOR 8,000 6,000 4,000 2,000 12,000 0 1 Public companies are domestic 3 Sources: MSCI Private Capital Solutions, S&P Capital IQ. All returns in USD. Past performance is not a 10,000 | 2000 2001 | 2002 2003 | 2004 2005 | 2006 2007 | 2008 2009 | 2010 2011 | 2012 | 2013 2014 2015 | 2016 2017 | 2018 2019 | 2020 2021 | 2022 | 2023 2024* | | US firms listed on the NYSE | | reliable indicator of future results. All data as of 30 June 2024. | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | | | | | | | | | | | | | and Nasdaq. | 4 Sources: Private company count: Pitchbook as of 2 October 2024, Public company count: MSCI ACWI | | | | Public companies PE-backed companies | | | | | | | | | | | | 2 Source: Pitchbook. | | | as of 30 September 2024. | HarbourVest Global Private Equity | Annual Report and Accounts 2025 * As of June 30, 2024. Source: Pitchbook. Private-equity-backed companies exclude venture capital. Public companies are domestic US firms listed on the NYSE and Nasdaq. 15 .1% INVESTMENT CASE CONTINUED ### 6 Strategic report Governance Financial statements Other information ## Own shares in HVPE for global exposure ## to companies not listed on public markets | Benefits of HVPE | | Best in class corporate | | | --- | --- | --- | --- | | share ownership | | governance | | | – Inclusive access to a highly | | – Fully independent board | | | | diversified private markets | – Distribution pool policy driving | | | | portfolio, invested via HarbourVest | | market-leading buyback programme | | | commingled funds. SMA will simplify | – First Listed Private Equity Fund | | | | structure going forward (See page 7) | | of Funds Investment Company to | | – Diversification and reach across a | | | introduce a Continuation Vote | | | range of private market strategies | – Simplified investment structure | | | – Depth of expertise and resources | | | going forward | of a market leading global private markets specialist – Superior performance of private markets over the long-term NAV per Share Performance vs Share Price (USD) ### HVPE’s investment company structure affords investors the ### performance benefits of private markets investments without 50% ### many of the hurdles of traditional structures such as high 300% ### 0 minimum investment requirements and illiquidity.” 250% -50% 20192018201720162015 2020 2021 2022 2023 2024 2025 Carolina Espinal 200% Managing Director, HarbourVest Partners Nav per share ($) Share price ($, converted)* FTSE AW TR ($) 150% 100% * HVPE introduced an additional US dollar share price on 10 December 2018; from this date onwards, the actual US dollar share price, as reported by the London Stock Exchange, has been used. Prior to this date, the US dollar share price had been converted HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 from the sterling share price at the prevailing exchange rate. INVESTMENT CASE CONTINUED ### 7 7 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ## HVPE structure change We announced on 30 January 2025 that HarbourVest and the Board were in the process of finalising a revised arrangement whereby capital will be deployed by the Investment Manager via a dedicated HVPE vehicle directly into third-party General Partner funds, secondary opportunities and co- investments. Over time, this arrangement, typically referred to as a Separately Managed Account (“SMA”), will simplify HVPE’s investment structure, ### allow increased flexibility over portfolio management and reduce the Company’s debt exposure. There will be no change to the arrangements with respect to HVPE’s existing portfolio of It will take time for the NAV of the SMA assets to build up, particularly for the primary portion of HarbourVest funds, which will continue to call remaining committed capital as new investments the portfolio as the SMA will still be making commitments to underlying funds with multi-year are made and make distributions as investments are sold. The existing portfolio will gradually investment timelines. run-off as the HarbourVest funds mature. Further detail on the new SMA structure can be found on the HVPE website at https://www.hvpe.com/portfolio/structure-of-hvpe/. HarbourVest’s commingled funds ### Existing structure | | | Fund | Fund | Fund | Fund | Fund | Fund | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | A | B | C | D | E | F | | | | 31 January 2025 | | | | | | | Direct private markets | | As at 31 January 2025 all private market | | Fund | Fund | Fund | Fund | Fund | Fund | investments/Funds | | investments were via funds managed | | G | H | I | J | K | L | | by HarbourVest Partners ## New SMA structure means capital will be invested by a dedicated HVPE vehicle directly into ## third-party General Partner funds, secondary opportunities and co-investments HVPE SMA ### Future intended investments ### from 1 February 2025 ### Direct private markets investments/Funds Intended that future investments will be made under the SMA, removing the layer of HVP funds from the ownership structure HarbourVest Global Private Equity | Annual Report and Accounts 2025 CHAIR’S STATEMENT ### 8 Strategic report Governance Financial statements Other information As I write this statement, we find ourselves in a Over the past year, HVPE’s share price has markedly different environment from this time increased by 19% to £27.60, supported by the ## Reasons for optimism | | last year. Some developments offer grounds | value accretion from $106 million of share | | --- | --- | --- | | | for optimism. In particular, interest rates have | buybacks. Additionally, the decisive actions | | | started to fall around the world, triggering a | taken by the Board and the Investment | | in spite of recent | pick-up in corporate activity that is unshackling | Manager have contributed to the discount to | | | private capital. However, since early April 2025, | NAV reducing from 42% to 35%. This increase | | | the economic picture has shifted once again. | in HVPE’s share price positioned the Company | | | The announcement of the Liberation Day tariffs | as the second-best performer in the Listed | ## market volatility by President Trump, along with subsequent Private Equity Fund of Funds sector. developments, has introduced fresh volatility | into the markets. While there has been a pause | We remain optimistic as we navigate 2025. | | --- | --- | | on the most severe measures and some early | Greater clarity and a more measured tone | | signs of a willingness to negotiate, a lack of | around global trade policy could support | | clarity around the path forward has once | a gradual return to stability in the coming | | again heightened economic uncertainty with | months, supporting the much-needed recovery | | a knock-on impact on market confidence. | in the IPO and M&A markets, and we would | expect this to be accompanied by a stronger Investors can be reassured that despite the alignment of buyer and seller expectations – backdrop, the Board remains confident in our a key catalyst for unlocking value in the sector. strategic approach to effectively navigate this Your Investment Manager also shares this short-term volatility in the global markets, positive outlook and is encouraged by potential and we remain encouraged by HVPE’s long IPOs in the venture space, which bodes well for term success. HVPE given its exposure to this segment. The Board is fully aware that the Company’s share price is still trading at a meaningful NAV per Share at 31 January 2025 discount to NAV and shares your frustrations on this matter. This is why we introduced ## three ambitious measures on 30 January $54.17 2025 to help address the discount: doubling 2024: $50.47 the allocation to HVPE’s share buybacks to 30% of gross cash realisations, simplifying HVPE’s investment structure, and introducing a Share Price at 31 January 2025 Continuation Vote at the 2026 Annual General ## Meeting (“AGM”). £27.60 2024: £23.15 By its very nature, HVPE is a long-term value creation vehicle, designed to generate sustainable growth over extended periods. Share buybacks for year ended 31 January 2025 Over the past ten years, we have delivered a NAV per share total return of 242% in dollar ## $106m terms. In sterling terms, for the same period, 2024: $39m HVPE’s share price return of 227% has outperformed the FTSE 250 Index (returned +69%), and the FTSE All World Total Return Index (returned +221%). HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 HarbourVest Global Private Equity | Annual Report and Accounts 2025 CHAIR’S STATEMENT CONTINUED ### 9 9 | | | | | Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information | | --- | --- | --- | --- | --- | | Narrowing the Discount to NAV | Increased Allocation to Share Buybacks | Best in Class Corporate Governance | | | | The Board’s responsibilities to its shareholders | As outlined in our update on narrowing the | Finally, as further confirmation of the | Key Definitions | | | include the ongoing evaluation of HVPE’s | discount on 30 January 2025, the Board | Board’s continued commitment to best-in- | Mergers and acquisitions (“M&A”) | | | performance to ensure that its shareholders | believes that share buybacks at the current | class corporate governance, we announced | – The consolidation of companies, | | | are being best served by both its strategy and | discount to NAV are a driver of shareholder | in January 2025 that we will introduce a | for example where the ownership of | | | its Investment Manager. As part of this, we | value and therefore an efficient use of capital. | Continuation Vote at HVPE’s AGM in July 2026. | a company in the underlying portfolio | | | recognise the importance of open dialogue | This is why we announced the doubling of the | This will give shareholders the opportunity | is transferred to, or combined with, | | 1(APM) | with our investors and during the course of | Distribution Pool | from 15% to 30%. We | to express their views and decide on the | another entity. | | --- | --- | --- | --- | --- | | the year met with a large number of investors | expect this move to generate significant NAV | | Company’s future. The Board considers this an | Initial Public Offering (“IPO”) – The | | and key stakeholders, and commissioned a | accretion should HVPE’s shares continue to | | important step in strengthening shareholder | first offering of stock by a company | | follow-up perception study undertaken by an | trade at a material discount to NAV. | | democracy, with HVPE being the first listed PE | to the public on a regulated exchange. | | independent agency. The results of the Board’s | | | fund of funds investment company to adopt | Discount – An investment company | | engagement with shareholders revealed broad | Simplified Structure | | such a measure. Shareholders will be asked | trades at a discount if the share price | | support for the Company’s strategy. We are | This month, we finalised the details of the | | to decide by a simple majority vote on the | is lower than the NAV per share. The | | reassured that shareholders share the Board’s | new investment structure that will see | | Company’s continuation. It is, of course, our | discount is shown as the percentage | | view that HVPE plays a critical role in providing | HVPE’s capital deployed through a dedicated | | hope that you will take this opportunity next | difference between the share price | | all investors of any size with access to a wide | vehicle investing in third-party primary funds, | | year to endorse HVPE’s strategy and its future. | and NAV per share. | | range of private equity investments, offering | secondaries, and direct co-investments. | | | | | exposure to emerging, high-growth companies | This Separately Managed Account (SMA) | | Buybacks | | | in the form of a liquid and freely traded share. | will simplify HVPE’s investment framework | | The Board has been active in buying back | | 2024) due to net investment into the portfolio, over time and benefit shareholders with shares in the last financial year, investing share buybacks and operating expenses. The feedback we received helped inform increased control and flexibility around $106 million (£84 million) to buy back 3,414,837 the Board’s decision-making regarding the investment pacing and portfolio liquidity, shares at an average price of £24.48 in the Dedication to Best Practice introduction of the three new initiatives and reduced look-through gearing. year. This was equivalent to 2.7% of opening Your Board is dedicated to observing the best announced at the end of the financial year. NAV and boosted NAV per share by 1.9%. standards of corporate governance within the HVPE undertook the largest share buyback investment company sector. Over the past programme in the Listed Private Equity Fund few years, we have undertaken transformative of Funds peer group by volume and the second efforts to enhance the Board’s independence largest as a percentage of NAV. and ensure our structure serves the best interests of our shareholders. Key initiatives Portfolio Cash Flows, Commitments ## Investors can be reassured that despite include the introduction of a strict nine-year and Balance Sheet tenure policy for Directors, and, critically, the HVPE was a net investor by $61 million during establishment of a fully independent Board. ## the backdrop, the Board remains the financial year, with $443 million invested The independent shareholder perception and $382 million realised. There were also studies that we have undertaken are a $415 million of new fund commitments in ## confident in our strategic approach demonstration of our commitment to listen the year. The Board and Investment Manager to HVPE’s shareholders. We have not hesitated negotiated a new credit facility, which was to act decisively to address any concerns, and ## to effectively navigate this short-term increased from $800 million to $1.2 billion will continue putting shareholder interests at in June 2024. The cash balance for HVPE at the heart of all we do. 31 January 2025 was $123 million (down from ## volatility in the global markets.” $140 million on 31 January 2024), with a net debt position of $357 million at 31 January Ed Warner 2025 (up from $135 million on 31 January HVPE Chair 1 (APM) Metrics with this APM icon denote our Alternative Performance Measures (“APMs”). For more information on HarbourVest Global Private Equity | Annual Report and Accounts 2025 APMs, please turn to pages 109 to 110. CHAIR’S STATEMENT CONTINUED ### 10 Strategic report Governance Financial statements Other information Increased Engagement BST on 16 July 2025. Formal notice will be ### Current structure | | We made a strategic decision to invest | sent to registered shareholders shortly and | | --- | --- | --- | | The diagram below shows HVPE’s structure as at 31 January 2025. | in strengthening our marketing efforts | we encourage all registered shareholders to | | | to improve our connection with existing | exercise their votes by proxy. | and potential investors in 2024, building | a comprehensive programme from the | Outlook | | --- | --- | | ground up. We have started to see the | The turbulence in markets in recent weeks, | | benefits of this initiative, holding 120 | as investors attempt to separate noise from | | individual meetings with wealth managers, | signal in the pronouncements from the US | | family offices, and institutional investors – | administration, has had the immediate effect | | an increase of over 20% from the previous | of dampening activity in private markets. | | year. This year also saw the launch of a | Early signs are that this will prove merely a | ## 61 dedicated LinkedIn page to expand our postponement of transactions and that, as ## 49% 30% 21% HarbourVest funds confidence resettles, the pick-up in volumes online presence, an advertising campaign | primary fund | secondary | | HVP direct | | in the second half of 2024 that reached | evident across the turn of the year will resume. | | --- | --- | --- | --- | --- | --- | --- | | of funds | fund of funds | co-investment funds | | | 59,000 households, and a trebling of | While the effect on HVPE may be a lower overall | | | | | | | the number of retail and professional | quantum of distributions from our investments | | | | | | | events held compared to the previous | in 2025 than originally anticipated before the | | | | | | | year – with a particular focus on the UK | tariffs shock, we remain confident that HVPE’s | | | | | | | and Switzerland. The latter has been | high quality, diversified global portfolio ensures | | | | | | | particularly impactful, resulting in an | it is very well placed to capitalise on the many | | | | | | | increase in demand from Swiss investors. | exciting opportunities that the improving | | | | | | 1,202 | | conditions in private markets will present. | | Primary | Secondary | | | | | | | | | | | underlying funds | In addition, we have started producing | On behalf of the Board, I would like to thank | | partnerships | partnerships | | | | | | | | | | | | a series of educational videos and | all shareholders for your continued support. | expanded our thought leadership work | to engage investors in a more accessible | Ed Warner | | --- | --- | | and informative way. Our Investor Meet | Chair | | Company events have also proved | 28 May 2025 | highly effective in strengthening investor engagement, attracting almost 600 14,396 companies Companies investors across the four meetings held (1000+ material) so far. In the coming months, we have several key engagements scheduled – with the Capital Markets Day on 12 June ### HVPE Future Simplified Structure 2025 at the centre of this activity, where I ### HVPE’s structure will be simplified over time as it transitions hope to see many of you. The Company’s AGM with be held in Guernsey at 1.00PM ### away from a commingled funds portfolio to a portfolio of ### investments held through a dedicated SMA vehicle. ### What is an SMA? ### A Separately Managed Account (“SMA”) is a tailored portfolio Register here to join our distribution list ### of investments administered by a financial adviser or asset ### manager on behalf of a client to match the unique objectives HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 that they have specified. INVESTMENT MANAGER’S REVIEW ### 11 11 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ### In this section, Richard Hickman, Managing Director, who is responsible ## “Over the long term, HVPE’s NAV per share return ### for the day-to-day management of the Company and a member of the ## has been strong. The 31 January 2025 figure of ### HVPE Investment Committee, reflects on the financial year and shares his $54.17 is almost double the NAV per share figure outlook. Richard joined HarbourVest in 2014 and has a total of 19 years’ ### experience in the listed private equity sector. ## reported five years earlier and over three times Introduction as M&A activity started coming back to life. ## the respective figure ten years earlier.” | After more than two years of challenging | In 2024, global M&A markets were up 19% | | --- | --- | | global macro conditions, the recovery in public | by value and 13% by volume compared with | | markets that began in Q4 2023 gained traction | 2023, with private equity’s share rising as 2024 | 1 | and accelerated through 2024. Central banks | progressed | . Evidence of a narrowing valuation | | --- | --- | --- | | in several key Western economies started | gap between the price expectations of buyers | | | reducing interest rates, albeit gradually, and | and sellers was also evident. | | market confidence returned. As inflationary pressures began to abate, the European Central PE exit activity strengthened in the second half Bank and the Federal Reserve made interest of 2024, but this was still not sufficient to ease rate cuts of 1.0% and 0.75% respectively during the liquidity pressures that have been faced by the year. Whilst inflationary risk remained, and Limited Partners (“LPs”) since 2022. Although an uncertain geopolitical backdrop continued to estimated PE exit volume of $871 billion during | present its own challenges, investor sentiment | 2024 was comfortably ahead of the $759 | | --- | --- | | improved as the year progressed. Most major | billion recorded for the same period in 2023, | | equity indices posted double-digit gains, with | it remained substantially below 2021’s peak, | 2 the S&P 500, Nasdaq and FTSE All-World which saw $1.7 trillion of private equity exits finishing at, or close to, new record highs. globally, and below the average of $1.0 trillion 2 | | seen over the prior five years | . Whilst IPOs | | --- | --- | --- | | Following the year-end, the Liberation Day US | tend to make up a small percentage of exit | | | trade tariff announcements introduced new | activity, it is worth noting that IPO markets did | | | macroeconomic and geopolitical risks into | not make the meaningful return in 2024 that | | | the investment environment, causing markets | many had hoped for, with the number of IPOs | | 3 to drop sharply initially. While there has been globally falling 10% to 1,215 , significantly below 4 some recovery in equity indices and market the peak of 2,388 seen in 2021 and the annual 5 sentiment since then, an elevated level of average of 1,639 seen over the last five years . uncertainty persists, which is likely to continue affecting both public and private equity markets With activity in the traditional exit channels throughout the remainder of 2025. for private markets remaining low by historical standards, the secondaries market has been | Private Markets Industry | increasingly accessed by both GPs and | | --- | --- | | The improvement in public equity market | LPs as they seek to generate liquidity from | | confidence during 2024 was also reflected | portfolios. LPs are becoming more tactical | | in private market dealmaking. After a tepid | in managing their PE programmes and are | | start, global private equity (“PE”) investment | using secondaries to fine-tune their exposures, | | activity accelerated as the year progressed, | with LP-led deals accounting for around | 1 Source: PitchBook, Q1 2025 Global M&A Report, 28 April 2025. 2 Source: PitchBook, Q1 2025 Global PE First Look, 1 April 2025. 3 Source: EY Global IPO Trends 2024. 4 Source: EY Global IPO Trends 2021. HarbourVest Global Private Equity | Annual Report and Accounts 2025 5 Source: EY Global IPO Trends 2024 & 2021, Baker McKenzie IPO Report 2020. INVESTMENT MANAGER’S REVIEW CONTINUED ### 12 Strategic report Governance Financial statements Other information | | 1 | | 7 | | --- | --- | --- | --- | | 54% of market volume in 2024 | . Meanwhile, | growing by 39% and 8% respectively | . Unlike | | GPs also see the secondary market as an | | other regions, European fundraising was | | ### HVPE Investment Committee increasingly useful mechanism for creating strong, with GPs raising a record €133 billion HarbourVest has established the HVPE Investment Committee as a dedicated body liquidity from their top performing companies during 2024, which was above the previous to provide investment recommendations to the HVPE Board. and are embracing continuation solutions record of €126 billion raised in 2021 and the 8 to maintain partial exposure to their future €124 billion raised in 2023 . Despite these The Committee meets regularly and is the key decision-making entity through which growth potential. These trends helped drive healthy market indications, a significant HarbourVest fulfils its obligations to HVPE under the Investment Management Agreement. global secondary volume in 2024 to record rebound in Europe’s PE exits did not materialise The Committee is responsible for monitoring and reviewing the Company’s Strategic levels, with $162 billion of transaction volume, in 2024, with total exit value of €281 billion, Asset Allocation targets and for recommending any changes, thereby seeking to optimise 2 against a prior record of $132 billion in 2021 . which was only 5% above the total for 2023 the risk-adjusted performance of HVPE’s portfolio. On an annual basis, the Committee | | Despite this growth, private equity asset | (€269 billion) and significantly below the record | | | --- | --- | --- | --- | | proposes a commitment plan for consideration by the HVPE Board and, once approved, | | | 9 | | | turnover on the secondary market remains a | of €414 billion seen in 2021 | . The region’s | is responsible for executing against this plan. During the year, the Committee also reviews | | relatively small proportion of the overall market | | economic recovery still faces challenges, | | --- | --- | --- | --- | | and recommends specific investment opportunities to the HVPE Board as they arise. | | 3 | | | | (at around 2%) | , meaning that there is still | including geopolitical conflict and a growing | | | significant scope for this market to grow in | | need to innovate as industrial companies shift | The HVPE Investment Committee comprises four Managing Directors of HarbourVest Partners: the future. towards new business models that incorporate digital technologies. Despite these obstacles, | Trends by region | we believe that managers with the skills and | | --- | --- | | The recovery in private market deal activity | resources to capitalise on these opportunities | | was not spread equally by region. At $391 | will be able to generate strong returns for | | billion, US PE exit activity for 2024 was | investors in growth sectors such as AI and | | significantly ahead of the 2023 exit value | automation as well as from trends such as the | 4 ($287 billion) . This upturn was supported reshoring of supply chains. by a competitive debt financing backdrop as | | | banks returned to the syndicated loan market. | Private equity and venture capital transactions | | --- | --- | --- | --- | | Carolina Espinal | Richard Hickman | | | | Managing Director, | Managing Director, | US venture capital is taking somewhat longer | across Asia-Pacific (“APAC”) totalled $101 | | HarbourVest Partners | HarbourVest Partners | to recover, with new deal and exit activity | billion in 2024, roughly in line with the 2023 | | | | remaining muted in 2024. However, the strong | total ($102 billion), supported by buyout | | | | performance of some of the venture capital- | deals in Japan, Korea, and India and several | 10 | backed IPOs that did occur in 2024 (such as | large transactions in China | . Overall exit | | --- | --- | --- | | Reddit and Astera Labs), indicates that there is | volume increased 18% year-on-year to $60 | | | investor appetite for companies at the forefront | billion, with India representing the largest exit | | 11 | | | of innovation in sectors such as artificial | | market for the region | . India’s IPO market | | | --- | --- | --- | --- | --- | --- | --- | | | | intelligence, climate tech, cybersecurity, and | | was exceptionally strong, with over 300 IPOs | | | | | | health tech. This is echoed by private market | | being launched by Indian companies, taking | | | | | | fund raising transactions such as OpenAI’s | | advantage of strong investor confidence | | | | | | $6.6 billion round, valuing the company at | | and a burgeoning pool of domestic investors | | | | | | | 5 | | | 12 | | | | $157 billion | and Databricks’ $10 billion round, | participating in equity markets | | . With total | | Gregory Stento | John Toomey | | | | | | 6 valuing the company at $62 billion . disposable incomes across the region projected Chief Investment Officer, Chief Executive Officer, 13 | HarbourVest Partners | HarbourVest Partners | | to double in real terms from 2021 to 2040 | , | | --- | --- | --- | --- | --- | | | | Europe saw a healthy uptick in PE investment | the growth in spending power is fuelling deal | | | | | activity with buyout deal values and volumes | opportunities in areas such as healthcare, | | financial services, and consumer services. 1 Source: Jefferies Global Secondary Market Review January 2025. 9 Source: Pitchbook Q1 2025 European PE First Look, 1 April 2025. Asia is also seeing the emergence of the first 2 Source: Jefferies Global Secondary Market Review January 2025. 10 Source: AVCJ, APER, supplemented by HarbourVest analysis of other activity in the market, wave of generative-AI related investments, with 3 Source: Global secondary volume as proportion of private equity NAV per Preqin October 2024. as of 31 December 2024. companies such as DeepSeek rising as new 4 Source: Pitchbook Q1 2025 US PE Breakdown. 11 Source: AVCJ, APER, supplemented by HarbourVest analysis of other activity in the market, 5 Source: https://openai.com/index/scale-the-benefits-of-ai/. as of 31 December 2024. challengers to more established names in the HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 6 Source: Databricks website. 12 Source: EY Global IPO Trends 2024. space and offering the potential to disrupt and 7 Source: Pitchbook Q1 2025 European PE First Look, 1 April 2025. 13 Source: https://www.euromonitor.com/income-and-expenditure-in-asia-pacific/report. transform traditional business models in the 8 Source: Pitchbook Q1 2025 European PE Breakdown, 9 April 2025. years to come. INVESTMENT MANAGER’S REPORT ### 13 13 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information A Summary of HVPE’s Year in the years ahead as the funds in its existing Move to SMA structure commingled portfolio mature and pay down HarbourVest Partners recently agreed the debt. Furthermore, the Company’s pipeline of final heads of terms on a revised structural unfunded commitments to HarbourVest funds arrangement with the Board for the deployment will also decline, leading to more predictable of capital into new private markets investment cash flows and a reduced need for borrowing opportunities. Going forward, capital will at the HVPE level. be deployed via a dedicated HVPE SMA | vehicle directly into third-party GP funds, | | It is important to note that the new SMA | | --- | --- | --- | | secondary opportunities and co-investments. | | represents a more refined way of managing | | This arrangement, referred to as a SMA, will | | the HVPE portfolio moving forward. It does | | simplify HVPE’s investment structure over | | not represent a change in the overall purpose | | time. HarbourVest is an experienced partner | | of HVPE, which continues to be to provide | | of choice for bespoke private market solutions | | shareholders with easy access to a diversified | | across investment strategies, geographies | | global portfolio of high-quality private equity | | and stages, managing over 150 SMAs globally | | investments. Additionally, HVPE will continue | | with a combined assets under management | | to be offered the opportunity to invest in | | | 1 | every new fund raised by HarbourVest | | (“AUM”) of over $57 billion | . | | Partners, retaining the option to invest if the The SMA structure will allow a greater degree circumstances appear particularly attractive. of flexibility in both the deployment of capital | into new opportunities and the management | Distributions | | --- | --- | | of liquidity within the portfolio. This increased | During the year to January 2025, HVPE’s | | flexibility comes with no expected material | portfolio demonstrated a realisation pattern | | change in the future diversification of the | that broadly mirrored that seen in the global | | portfolio and no expected increase in the level | PE market. After a slow start to the first half | | of HarbourVest Partners’ fees, despite the | of the year, which saw $136 million distributed, | | more tailored nature of the new structure. The | the pace of distributions picked up in the | | management fee on HVPE’s SMA, at 60 basis | second half with $246 million being received. | | points on NAV, is no greater than the current | The $382 million realised for the full year | | effective management fee rate incurred on | represented a 23% increase on the prior year, | | HVPE’s existing portfolio of HarbourVest funds. | although it remained well below the $835 | million peak seen in the year ended 31 January The SMA structure will mean that committed 2022 and the five-year average of $455 million. ## We remain confident in the power of private markets, capital is allocated to underlying investments Realisations during the year included the sale of in annual tranches, as opposed to in a tail-end positions within the secondary portfolio ## whose capacity for uncovering opportunities and | | commingled fund where commitments are | as HarbourVest looked to proactively generate | | --- | --- | --- | | actively building value through uncertainty makes | allocated to underlying investments over a | additional liquidity to counteract the continued | | | multi-year period. Committed capital will | weakness seen across the wider PE exit market. | | for a highly resilient, all-season asset class.” | therefore be invested more quickly than in | | | | the commingled structure, so there will be no | New commitments | | John Toomey | requirement to maintain such a large pipeline | HVPE made total commitments of $415 million | | CEO, HarbourVest Partners | of unfunded commitments. The SMA structure | across seven HarbourVest funds over the | | HVPE Investment Committee member | will also mean that HVPE’s overall exposure | financial year to 31 January 2025 (12 months to | | | to debt will reduce, with borrowing at the | 31 January 2024: $295 million). Total unfunded | | | HarbourVest fund level declining materially | commitments were $2.5 billion as at 31 January | 2025, which was in line with the prior year figure. HarbourVest Global Private Equity | Annual Report and Accounts 2025 1 Source: HarbourVest Partners, as at 30 June 2024. INVESTMENT MANAGER’S REPORT CONTINUED ### 14 Strategic report Governance Financial statements Other information | New commitments made during the year | indicating there is still a selective demand | The nature of private market investing means | | --- | --- | --- | | were lower than historical averages due to | for high-quality assets in specific attractive | the most valid measure of success is long-term | | the continued depressed level of portfolio exit | sub-sectors. Falling interest rates and the | performance. HVPE continues to demonstrate | | activity. Post year-end, no new commitments | recovery of broadly syndicated loans as a | a track record of outperforming listed global | | have been made to HarbourVest funds, given | viable source of debt have resulted in credit | equities. Over the 10 years ended 31 January | | the Company’s move to its new SMA approach | spreads tightening for senior private credit, | 2025, HVPE’s NAV per share return exceeded | | as announced on 30 January 2025. We expect | which should help facilitate a broader range | that of the FTSE All-World Total Return Index by | | to increase the level of new commitments once | of new buyout deals. | an annualised 2.7 percentage points. | positive cash flow has been sustained for an | extended period. | Additionally, there is evidence that the | HarbourVest Partners is a highly experienced | | --- | --- | --- | | | prolonged period of reduced transaction | private markets investment manager, and we | | Our medium-term focus continues to be on | volume in the buyout market has helped | continue to have strong conviction that our | | moving the portfolio gradually towards the | converge buyers’ and sellers’ pricing | strategy of operating a globally diversified | | revised target allocations set out in last year’s | expectations. GPs also have access to a | portfolio of high-quality private market assets | | Investment Manager’s report following our | significant amount of uninvested capital, which | will deliver long-term investor value. Our new | | strategic asset review. | they are under increasing pressure to deploy. | and more flexible investment approach will | | | Prior commitments from LPs are continuing to | allow us to manage the portfolio in a more | | Outlook | age, with approximately 26% of buyout funds’ | agile fashion, helping to ensure that we capture | | The US administration’s evolving tariff policy | available invested capital now being four or | the best value creation opportunities through | 2 | has temporarily dampened private market deal | more years old | . These dynamics could drive | the cycle while managing portfolio liquidity | | --- | --- | --- | --- | | activity as buyers and sellers pause to assess | a renewed upturn in deal activity, which would | | more actively. Combining our highly disciplined | | the full impact. Both the heightened economic | bode well for liquidity in HVPE’s portfolio if the | | investment approach with market-leading | | uncertainty and trading disruption faced by | uncertainty around tariffs were to subside. | | corporate governance will help ensure that we | | companies could lead potential buyers to | | | maximise long-term value for our shareholders. | | pull back from the market or apply higher | Turning to the listed private equity market, a | | | | risk premiums when pricing assets. This may | resumption of the upward trajectory for exit | | Richard Hickman | | result in a widening of the bid-ask spread | activity seen in Q1 would provide increased | | Managing Director | | and a reduction in private market exit activity. | liquidity for share buybacks while enabling a | | | greater level of new investment in attractive While we wait for this uncertainty to abate, we opportunities. This process of reinvestment remain optimistic that the resilience and long- while maintaining a balanced vintage exposure term horizon of private capital will continue to is vital to the sector being able to create deliver more advantageous returns than public long-term value for investors. Furthermore, markets. In fact, the current market dislocation given the healthy uplifts to GP valuation marks presents buying opportunities for secondary at which private market exits are typically managers, such as HarbourVest, when private completed, this activity will likely help allay market investors seek to free up capital or the valuation scepticism which has been a rebalance their portfolio exposures. key factor in the persistently wide discounts observed in the listed PE sector in recent years. Market indicators show there is some cause for cautious optimism. Venture capital rounds in the US and Europe appear to have bottomed 1 out and there has been a healthy flow of new venture deals, particularly in the AI space, 1 Source: https://nvca.org/document/q1-2025-pitchbook-nvca-venture-monitor/. HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 2 Source: https://www.bain.com/insights/private-equity-outlook-liquidity-imperative-global-private-equity-report-2024/. INVESTMENT MANAGER’S REVIEW CONTINUED ### 15 15 | | | | | Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information | | --- | --- | --- | --- | --- | | NAV per Share – 12 Months to | Over the long term, HVPE’s NAV per share | the top 1,000 companies represented 81% | As at 31 January 2025, HVPE held investments | | | 31 January 2025 | return has been strong. The 31 January 2025 | (31 January 2024: 81%). | in 61 HarbourVest funds and 16 secondary | | 2 | HVPE’s NAV per share increased by 7.3% (or | | figure of $54.17 is almost double the NAV | | co-investments | | (compared with 63 and 16 | | --- | --- | --- | --- | --- | --- | --- | | $3.70) in the 12 months to 31 January 2025, | | per share figure reported five years earlier | The direct portfolio was the best performing | respectively at 31 January 2024). Of these, | | | | ending the financial year at $54.17. The FTSE | | (31 January 2020: $27.58) and over three | strategy in percentage terms, delivering value | the largest fund contributors to NAV per share | | | | All-World TR Index (in US dollars), increased | | times the respective figure ten years earlier | growth of 10.1% over the 12 months. This | movement in absolute terms during the 12 | | | | by 21.0% in the same period. It is worth noting | | (31 January 2015: $15.86). As a reminder, these | compared with growth of 6.7% for secondaries | months to 31 January 2025 are described below: | | | | that the performance of the FTSE All-World | | figures are net of all fees and costs. | and 5.0% for primaries. Geographically, North | | | | | was significantly inflated by the “Magnificent | | | America, Europe and Asia categories all saw | | – Fund XI Buyout, a US-focused buyout fund | | | 7” stocks, which posted a 45% return over | | HVPE remains well diversified by sector, which | growth at 7.5%, 6.9% and 3.7% respectively, | | of funds, was the largest contributor to NAV | | | | 1 | we believe is key to achieving consistently | while the Rest of the World saw a decline | | per share, adding $0.42 over the reporting | | | the period | . | | | | | | | | | strong returns from a private markets portfolio. | (-5.3%). Looking at stages, the Mezzanine | | period. With a vintage year of 2018, this | | | | | As at 31 January 2025, no single company | and InfRA portfolio was the strongest | | fund is in its growth phase. The increase | | | | | represented more than 2.2% of the Investment | performer, growing 9.7% in the 12 months | | came predominately from unrealised gains. | | | | | Portfolio value (31 January 2024: 2.1%), helping | ended 31 January 2025. Buyout and Venture | | – Asia Pacific 5, an Asia-pacific focused | | | | | to mitigate company-specific risk. The top 100 | & Growth Equity stage assets also grew, | | multi-strategy fund of funds, was the | | | | | companies in the portfolio represented 29% | recording gains of 6.4% and 6.0% respectively. | | second-largest contributor over the | | | | | of total value (31 January 2024: 28%), while | | | reporting period, adding $0.36 to NAV per | | share. With a vintage year of 2021, this fund is in its investment phase. The increase 3 NAV per Share Movement ($) in the 12 Months to 31 January 2025 came predominately from unrealised gains. – Fund XII Buyout, a US-focused buyout fund 0.96 54 .17 of funds, was the third-largest contributor, (0.32) (0.23) adding $0.33 to NAV per share. With a vintage year of 2021, this fund is in its (0.62) investment phase. The increase came (0.46) predominantly from unrealised gains. – Co-Investment VI, a global direct co- 0.21 | | | 0.32 | investment fund, was the fourth-largest | | --- | --- | --- | --- | | | 0.33 | | contributor over the reporting period, | | 0.36 | | | adding $0.32 to NAV per share. With a | 2.73 0.42 vintage year of 2021, this fund is in its investment phase. This increase came 50.47 predominantly from unrealised gains. – Co-Investment V, a global direct co- investment fund, was the next largest contributor over the reporting period, adding $0.21 to NAV per share. With Fund Asia Fund Co- Co- Other Management Performance Net Operating Foreign Share NAV per Share a vintage year of 2018, this fund is in XI Buyout Pacific 5 XII Buyout Investment VI Investment V HarbourVest Fees 5 Fees 6 Expenses 7 Currency Buyback at 31 Jan 2025 its growth phase. This increase came Funds 4 Gross Realised Gain/Value Change predominantly from realised gains. All of the remaining HarbourVest funds in the 1 Source: S&P CapitalIQ, weighted by opening market cap. portfolio together contributed to an aggregate 2 These include four Secondary Overflow III investments, 11 Secondary Overflow IV investments, and Conversus, referred to as “HVPE Charlotte Co-Investment L.P.” in the Audited Consolidated Schedule of Investments. $2.73 increase to HVPE’s NAV per share over 3 Realised and unrealised gains are shown net of management fees, performance fees, and foreign currency in the Audited Consolidated Statements of Operations. the year. 4 Realised gain/value changes from the balance of 56 other HarbourVest funds and 16 secondary co-investments in the Investment Portfolio. 5 Management fees include management fees from HarbourVest funds and secondary co-investments as shown in the Audited Consolidated Statements of Operations ($110k). HarbourVest Global Private Equity | Annual Report and Accounts 2025 6 Please refer to page 33 for more information on the performance fees. 7 Operating expenses exclude management fees ($110k) and are shown net of interest and other income ($6.0 million). NAV per Share at 31 Jan 2024 INVESTMENT MANAGER’S REVIEW CONTINUED ### 16 Strategic report Governance Financial statements Other information | Portfolio Cash Flows and Balance Sheet | The top ten HarbourVest fund calls in | Portfolio Companies | | and generated proceeds of $16.6 million | | --- | --- | --- | --- | --- | | In the 12 months to 31 January 2025, HVPE | aggregate accounted for $376 million (85%) of | During the year, the ten largest individual | | following a sale to American life science | | received cash distributions of $382 million | the total calls and came from a broad mix of | company realisations generated total | | company, Thermo Fisher Scientific (NYSE: | | (12 months to 31 January 2024: $310 million) | funds. The majority of total calls by value (84%) | distributions of $118 million, accounting for | | TMO) in July 2024. | | while funding capital calls of $443 million for | were into primary opportunities. | approximately 31% of all proceeds received. | | – SRS Distribution is a distributor of | | new investments (12 months to 31 January | | Of these ten companies, four were disclosed | | commercial and residential roofing | | 2024: $593 million). The result was net negative | The top ten HarbourVest fund distributions | in HVPE’s top 100 portfolio companies as at | | products. SRS Distribution as HVPE’s | | cash flow of $61 million over the reporting | totalled $169 million, or 44% of the total | the end of the prior financial year. | | 92nd largest company at 31 January 2024, | | period (12 months to 31 January 2024: negative | proceeds received in the period. Distributions | | | and generated proceeds of $13.1 million | | $283 million). The impact of the negative | by value were split between primary | Further details are provided on these four below | | following a sale to The Home Depot, a home | | portfolio cash flow on the balance sheet | investments (66%) and secondary investments | (ordered by size of distribution). The top ten | | improvement retailer, in March 2024 | | and the resultant use of the credit facility is | (19%), with the remainder coming from direct | distributions by value are listed on page 25. | | – Action Nederland is a leading European | | provided on page 29. | co-investments. | | | discount general merchandise retailer. | | | | – CrownRock develops oil and gas properties | | Action Nederland was HVPE’s 5th largest | | Distributions were weighted towards the | The HarbourVest fund-level borrowing as at | | in the Permian Basin and Rocky Mountain | company at 31 January 2024 and continues | | second half of the year as exit activity | 31 January 2025 is reported in Managing the | | regions of the United States. CrownRock was | to be so at 31 January 2025 following a | | accelerated, with $246 million being received | Balance Sheet on page 30. | | HVPE’s 2nd largest company at 31 January | partial realisation during the year, which | | compared with $136 million in the first half. | | | 2024, and generated proceeds of $30.0 | generated proceeds of $6.1 million. | million following a sale to Occidental (NTSE: | The largest HarbourVest fund capital calls and | OXY), which was announced in August 2024. | | --- | --- | | distributions over the reporting period are set | – Olink Proteomics is a platform for high- | | out in the tables below. | throughput protein biomarker discovery. | Olink Proteomics was HVPE’s 12th largest company at 31 January 2024, Top Five HarbourVest Fund Calls Top Five HarbourVest Fund Distributions HarbourVest Fund Name Vintage Year Description Called Amount HarbourVest Fund Name Vintage Year Description Distributed Amount Asia-pacific focused multi-strategy fund ## Asia Pacific 5 2021 $85.5m Co-Investment V 2018 Global direct co-investment fund $25.0m of funds Fund XII Buyout 2021 US-focused buyout fund of funds $79.2m HIPEP VIII Partnership 2017 International multi-strategy fund of funds $20.2m HIPEP IX Partnership 2020 International multi-strategy fund of funds $67.9m HIPEP VII Partnership 2014 International multi-strategy fund of funds $18.6m ## Fund XI Buyout 2018 US-focused buyout fund of funds $28.0m Fund IX Buyout 2011 US-focused buyout fund of funds $17.3m Fund XII Venture 2021 US-focused venture fund of funds $25.7m Fund IX Venture 2011 US-focused venture fund of funds $16.4m HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 INVESTMENT MANAGER’S REVIEW CONTINUED ### 17 17 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information M&A Transactions and IPOs There was a relatively even split across buyout Breakdown of known M&A transactions and IPOs During the 12 months ended 31 January and venture transactions where, of HVPE’s (by quarter end) | 2025, there were a total of 496 known M&A | total 496 known M&A transactions and | | | | | | --- | --- | --- | --- | --- | --- | | transactions and IPOs, an uptick on the 362 | IPOs, 255, or 51%, related to buyout-backed | | | | | | total transactions reported in the 12 months to | companies with the other 241, or 49%, relating | | | | | | 31 January 2024. Additionally, within HVPE’s | to venture-backed companies. Over the period, | | | | | | | | Quarter 01 | Quarter 02 | Quarter 03 | Quarter 04 | | portfolio, we have seen positive news flow | the weighted average uplift to pre-transaction | | | | | | in recent months that companies such as | carrying value for a large sample of | | | | | 1 Revolut and Klarna are considering IPOs, transactions was 37% . Total which is an encouraging sign that we could | see further improvement in exit activity in | The top five M&A and IPO transactions during | | | --- | --- | --- | | 2025 and beyond. | the period (by contribution to HVPE NAV per | | | | share) are listed below. | Breakdown of known M&A transactions and IPOs | (by count) Of these 496 known transactions, 90% (446) were M&A (trade sales or sponsor-to-sponsor transactions), with the remaining 10% (50) being IPOs. IPOs tend to represent a relatively small proportion of exits for HVPE, consistent with wider industry trends. M&A IPO Buyout M&A – 47%   Venture M&A – 43%   Buyout IPO – 4%   Venture IPO – 6% | Top Five M&A transactions in the 12 months ended 31 January 2025 | | Top Five IPOs in the 12 months ended 31 January 2025 | | | --- | --- | --- | --- | | | 2 | | 2 | | (by contribution to HVPE NAV per share | ) | (by contribution to HVPE NAV per share | ) | Information ## CrownRock, L.P. Other Energy +$0.21 Rubrik, Inc. Venture +$0.05 Technology ## Revolut Venture Financials +$0.18 ServiceTitan, Inc. Venture Industrials +$0.02 Information ## AuditBoard, Inc. Venture +$0.11 Galderma Buyout Health Care +$0.02 Technology | SRS Distribution Inc. | | | | | | Consumer | | | --- | --- | --- | --- | --- | --- | --- | --- | | | Buyout | Industrials | +$0.10 | Swiggy | Venture | | +$0.01 | | (The Home Depot) | | | | | | Staples | | | Olink Proteomics Holding AB | | | | Emcure Pharmaceuticals, | | | | | | Buyout Health Care | | +$0.08 | | Buyout Health Care | | +$0.00 | | (Thermo Fisher Scientific) | | | | Ltd. | | | | 1 These figures represent the weighted average percentage uplift to carrying value of 134 individual company M&A and IPO transactions during the year ended 31 January 2025. This analysis takes each company’s value (whether realised or unrealised) at 31 January 2025 and compares it to the carrying value prior to announcement of the transaction. This analysis represents 87% of the total value of transactions in the year ended 31 January 2025 and does not represent the portfolio as a whole. Additionally, it does not reflect management fees, carried interest or other expenses of the HarbourVest funds or the underlying managers, which will reduce returns. Past performance is not necessarily indicative of future returns. 127 HarbourVest Global Private Equity | Annual Report and Accounts 2025 2 As measured since the announcement of the transaction or IPO filing. 105 148 116 90% 496 10% INVESTMENT MANAGER’S REVIEW CONTINUED ### 18 Strategic report Governance Financial statements Other information ### 1 ## Diversification at 31 January 2025 Geography Stage Strategy North America Europe Buyout Venture and Primary Secondary Growth Equity | | Actual | | Actual | | Actual | | --- | --- | --- | --- | --- | --- | | North America 62% | | Buyout 61% | | Primary 49% | | | Europe 21% | | Venture and Growth Equity 31% | | Secondary 30% | | | Asia 15% | | Mezzanine, Infrastructure & Real Assets 8% | | Direct Co-investment 21% | | Rest of World 2% | Phase | | | Industry | | | Currency | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | Investment (39%) | | | Tech & Software (34%) | | | US dollar (81%) | | | | Growth (49%) | | 5% | Consumer (14%) | | 1% 1% | Euro (14%) | | | 12% | | | | | | 3% | | 4% Mature (12%) Medical & Biotech (13%) 13% Sterling (3%) 8% Financial (13%) Australian dollar (1%) 33% 38% Industrial & Transport (10%) Other (1%) 10% Business Services & Other (8%) Media & Telecom (5%) Energy & Cleantech (3%) 50% 13% 14% 82% 13% 1 Diversification by geography, stage, strategy, phase, and currency is based on the estimated net asset value of partnership investments within HVPE’s fund of funds and company investments within HVPE’s co-investment funds. HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 Industry diversification is based on the reported value of the underlying company investments for both fund of funds and co-investment funds. ## 62% 49% 61% 30% 31% 21% ## 62% 30% Buyout Venture and Growth Equity INVESTMENT MANAGER’S REVIEW CONTINUED ### 19 19 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ## Innovative technology The venture and growth equity portion of the portfolio, which accounts for $1.5 billion or 31% of the overall portfolio, contains a range of exciting companies at the forefront of new and emerging technologies. As at 31 January 2025, 26% of this segment of the portfolio, worth approximately $390 million, relates to “innovative technology”, a breakdown for which, along with a sample of the types of company in each sub-category, is shown below: 0.3% Process Automation13.6% SaaS 14.8% Systems Software 11.0% Application Software | | | | i o n | | --- | --- | --- | --- | | | | | a t | | | | l i s | | | | i | t a | | | | i g | | | | 0.1% Nanotechnology | D | | | C l o 13.9% u d T e | 1.0% Virtual Reality (“VR”) | | | | c | | | | --- | --- | --- | --- | --- | --- | --- | | | | s | | h | | | | | | h e i | | a | | | | | c | g | | | n | | | | w e o | | | | d | | | | e t l | | | | | | | 1.1% Quantum Technologies | w o | | | | D | 9.4% CloudTech and DevOps Services | | | N n | | 35.2% | | e | | | | e h | 8.2% | | | | | v | | N c | | o | | --- | --- | --- | --- | | | e | | p | | | T | | s | | 1.8% Autonomous Cars | | V E N T U R E | | & GROWTH 2.0% Robotics and Drones | | B | | I N N O V A T I V E | | | --- | --- | --- | --- | --- | | | i o | | | | | | t | | | TECH | | | e | 14.5% | | | | 2.2% Space Technology | c | | | | h n o l o g y 1.2% Other Services 26.3% AI and Machine Learning 28.2% 2.7% Pharma A I & D a t a B i g 10.6% R&D 1.9% Big Data HarbourVest Global Private Equity | Annual Report and Accounts 2025 - VALUE CREATION CYCLE ### 20 Strategic report Governance Financial statements Other information ## Value creation ### Commitment phase The first phase at which the Investment Manager and the Board consider making ## cycle new commitments to the portfolio. ## Investing in private markets requires ## $415m | a considered, long-term approach. | commitments made to HarbourVest funds | | | Investment phase | | --- | --- | --- | --- | --- | | | | in the 12 months to 31 January 2025 | | The second phase where the | | HVPE provides a complete solution | | | HarbourVest funds invest HVPE’s | | commitments over a period | for public investors by managing | | | of approximately four years. | | --- | --- | --- | --- | | the portfolio through four phases of | | 02 | | | the cycle: Commitment, Investment, | 01 | | $443m | invested into HarbourVest funds in ## Growth, and Mature. the 12 months to 31 January 2025 ### The value creation cycle describes the movements during V A L U E the year ended 31 January 2025, during which time all ### C R E A T I O N investments were made to HarbourVest commingled funds. ### It does not reflect the future structure of investments made CYCLE under the SMA, which will have different phase lengths. ### Mature phase The fourth phase within approximately seven to ten years of the HarbourVest fund’s life, where underlying managers ## 03 are typically realising investments. ## 04 ## $382m ### Growth phase in proceeds received from HarbourVest The third phase where most HarbourVest funds are funds in the 12 months to 31 January 2025 fully invested during years five to nine, and managers are actively driving growth. The majority of value accretion typically takes place during this phase. ## $256m increase in the Investment Portfolio in the 12 months to 31 January 2025 HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 Click to read more about How we do it - VALUE CREATION CYCLE CONTINUED ### 21 21 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ## 01. Commitment phase 01 ### A J-curve is a term given to the typical shape adopted by the annual returns from a private equity ### fund during its lifecycle when graphed. Due to the investment process, capital calls and fees ### precede value creation and potential distributions. ### Understanding the J-curve 0% Years 1 2 3 4 5 6 7 8 9 10 Capital Calls   Distributions   Cumulative Net Cash Flow Distributions: Cash flows back to investors Capital is called from investors Investors commit capital Indication of fund performance over a period of time ### Contributing factors Time private equity portfolios can Fees and expenses on committed capital Underperformers within the portfolio can Gains usually come in the later years as take several years to reach their generally cause a negative return early in occur in the early years, creating further companies mature and increase in value investment targets a fund’s life negative performance and are sold HarbourVest Global Private Equity | Annual Report and Accounts 2025 VALUE CREATION CYCLE CONTINUED ### 22 Strategic report Governance Financial statements Other information ## 01. Commitment phase continued 01 Allocated and Unallocated Investment Commitments Made to HarbourVest funds Projected timeline for capital calls from total Investment Pipeline 1 Pipeline in the 12 Months to 31 January 2025 The graph below details the projected timeline of the anticipated capital calls from HarbourVest funds, taken from the (in order of the size of the commitment) base case scenario. For more details on cash flows and modelling, please refer to page 29. Of the $2.5 billion included in the investment pipeline, we expect to fund $542 million in the next 12 months (22% of the investment pipeline) and $1.4 4% HIPEP X Fund billion over the next three years (58% of the investment pipeline). We expect an additional $493 million to be funded over 11% (International multi-strategy fund of funds) time with $549 million unlikely to be called (22% of the investment pipeline). For further details on sources of liquidity 24% and coverage, please see the Medium-term Coverage Ratio on page 32. ## $195m 2 Anticipated capital calls per financial year ($m) Fund XIII Buyout (US-focused buyout fund of funds) 542 34% 500 469 27% ## $70m 400 400 Credit Opportunities III 300 267 (US-focused credit fund) Unallocated Allocated 200 133 | (Years since allocation made) | | $50m | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | | | | | 100 | 59 | | | | | 1-3 years | 7-10 years | | | | 30 | | | | | | Fund XIII Venture | | | | 3 | 0 | | 4-6 years | >10 years | | | | | | | 0 (US-focused venture fund of funds) ## In order to reflect the differences in expected $40m drawdown periods appropriately, the Company Infrastructure Opportunities III divides its Investment Pipeline of unfunded (Global infrastructure and real assets fund) ### commitments into two categories: HIPEP X ($195 million Committed) – “Allocated” – Unfunded commitments HIPEP X was HVPE’s largest fund commitment in the 12 months to 31 January 2025. ## $25m (Investment Pipeline) which have been allocated by HarbourVest funds to Fund XIII Small Cap HIPEP X is a fund seeking to provide investors Committed underlying partnerships. (US-focused small buyout fund of funds) with access to the core private equity markets – “Unallocated” – Unfunded commitments of Europe, Asia Pacific, and other markets on an (Investment Pipeline) which have yet to opportunistic basis. The primary programme ## $20m be allocated by HarbourVest funds to is complemented by up to 35% secondary ## $195m underlying partnerships and therefore Private Equity Continuation Solutions transactions and direct co-investments, which cannot be drawn down in the short term. (Global continuation solutions fund) are intended to enhance cashflow dynamics and mitigate the J-Curve effect. Note: All of the Company’s commitments ## $15m 600 to HarbourVest direct co-investment and secondary funds are classified as “allocated” Total commitments because their drawdown profiles 1 All capital commitments were made under the commingled investment structure as at 31 January 2025. are closer to those of third-party funds. 2 This is intended to be an illustrative example of the pace at which capital may be called by a fund. Investors and prospective ## $415m investors should bear in mind that the future data presented is hypothetical and, as such, does not reflect actual timing or (12 Months to 31 January 2024: $295m) underlying investment performance and should not be construed as predicting the future. These projections should be used HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 solely as a guide and should not be relied upon to manage investments or make investment decisions. Jan 33 Jan 34Jan 32Jan 31Jan 30Jan 29Jan 28Jan 27Jan 26 VALUE CREATION CYCLE CONTINUED ### 23 23 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ## 02. Investment phase 02 ### In the 12 months to 31 January 2025, HVPE invested $443 million into HarbourVest funds (see Consolidated ### Statements of Cash Flows on page 86). The majority of investments were into primary funds at 84%, followed by ### secondaries at 11%, and direct co-investments at 5%. The most active Primary managers were in North America ### and had a buyout focus, as highlighted in the table below. Top Ten Primary Managers by Amount Invested ($m) Strategy Geography | Avataar Capital Management | | | | | $9.5m | Venture/Growth Asia | | --- | --- | --- | --- | --- | --- | --- | | GTCR, L.L.C. | | | | $8.3m | | Buyout North America | | AIP, LLC | | | $7.9m | | | Buyout North America | | Index Ventures | | | $7.6m | | | Venture/Growth Europe | | Accel | | $5.8m | | | | Venture/Growth North America | | Falfurrias Capital Partners | | $5.7m | | | | Buyout North America | | Thoma Bravo | $5.2m | | | | | Buyout North America | | ECI Partners LLP | $5.1m | | | | | | Buyout Europe Frazier Healthcare Partners $4.8m Buyout North America H.I.G. Capital $4.7m Buyout North America ### Asia Pacific 5 ($86 million call) Asia Pacific 5 was HVPE’s largest source of capital calls in the 12 months to 31 January 2025. Asia Pacific 5 is a 2021-vintage fund and provides Call a turnkey investment solution for investors seeking to invest in Asia Pacific based buyout, growth and venture investments. HarbourVest intends to combine its deep local presence with ## global expertise to create a diversified portfolio of $86m partnerships that covers a broad investment size ranging from $5 million to over $300 million. The fund focuses on primary partnership investments in Asia Pacific based companies, complemented by secondary investments and direct co- investments (up to a limit of 40% of the fund). HarbourVest Global Private Equity | Annual Report and Accounts 2025 HarbourVest Global Private Equity | Annual Report and Accounts 2025 VALUE CREATION CYCLE CONTINUED ### 24 Strategic report Governance Financial statements Other information ## 1 ## 03. Growth phase 03 ### In the 12 months to 31 January 2025, the Investment Portfolio increased by $256 million (see Audited Consolidated ### Statements of Operations on page 84). Movements by stage, geography, and strategy are outlined in the tables and ### graphics below (percentage change over the 12 months adjusted for new investments over the period). The size of ### each shaded area represents the relative weighting of each category in the portfolio diversification. Growth by Stage Growth by Geography Growth by Strategy ### Fund XI Buyout – Largest A breakdown by sub-sector for each stage: A breakdown by sub-sector for each region: A breakdown by sub-sector for each strategy: 2 ### gain ($32 million gain) Fund XI Buyout was HVPE’s +9.7% largest fund gain in the 12 months +10.1% to 31 January 2025. +7.5% +6.7% Gain +6.4% +6.9% ## +5.0% $32m +3.7% +6.0% -5.3% | | Share of portfolio Performance | | Share of portfolio Performance | | Share of portfolio Performance | | --- | --- | --- | --- | --- | --- | | Large Buyout 18.3% +5.3% | | US Buyout 38.1% +7.0% | | Asia Primary 6.2% -2.5% | | | Medium Buyout 26.5% +6.6% | | US Venture 18.3% +7.4% | | Rest of World Primary 1.0% -5.8% | | | Small Buyout 16.4% +7.3% | | US Other 5.9% +10.3% | | Europe Primary 9.7% +6.8% | | | Total Buyout 61.2% +6.4% | | Total North America 62.3% +7.5% | | US Primary 32.2% +6.5% | | | Early Venture 10.3% +3.0% | | Europe Buyout 15.7% +5.9% | | Total Primary 49.1% +5.0% | | | Balanced Venture 6.0% +8.4% | | Europe Venture 4.2% +10.1% | | Asia Secondary 5.4% +6.2% | | | Growth Equity 14.5% +7.1% | | Europe Other 1.6% +8.5% | | Rest of World Secondary 0.3% -8.5% | | | Total Venture 30.8% +6.0% | | Total Europe 21.5% +6.9% | | Europe Secondary 6.4% +5.3% | | | Credit 3.2% +7.6% | | Asia Buyout 6.0% +6.8% | | US Secondary 17.8% +7.7 % | | | Infra 4.8% +11.2% | | Asia Venture 8.1% +1.4% | | Total Secondary 29.9% +6.7% | | | Other 0.0% -7.1% | | Asia Other 0.5% +0.5% | | Asia Direct 3.0% +15.5% | | | Total Mezzanine 8.0% +9.7% | | Total Asia 14.6% +3.7% | | Rest of World Direct 0.3% -1.1% | | 1 Note that the net gain of $256 million is at the fund level Total Portfolio 100.0% +6.6% Total Rest of World 1.6% -5.3% Europe Direct 5.4% +9.0% and net of all management fees and carry charged by Total Portfolio 100.0% +6.6% US Direct 12.3% +9.8% underlying GPs and HarbourVest, while the percentage gains are at the underlying partnership level and are net of Total Direct 21.0% +10.1% GP fees and carry, gross of HarbourVest fees and carry. Total Portfolio 100.0% +6.6% 2 Gross of management fees, carried interest and other HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 expenses related to the fund. VALUE CREATION CYCLE CONTINUED ### 25 25 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ## 04. Mature phase 04 ### In the 12 months to 31 January 2025, HVPE received proceeds of $382 million from HarbourVest funds ### (see Audited Consolidated Statements of Cash Flows on page 86). The top ten company distributions ### are outlined below. Top Ten Company Distributions ### HarbourVest Partners Co-Investment V 1 February 2024 to 31 January 2025 1 Co-Investment V was HVPE’s largest fund distribution in the 12 months to 31 January 2025. Company Description Distributed Value Co-Investment V is a fund that invests in | | Q3 2024 M&A transaction – proceeds received | | | Distribution | | --- | --- | --- | --- | --- | | CrownRock, L.P. | | | a diversified global portfolio of direct co- | | | | from full realisation | $30.0m | | | investments in buyout, growth equity, and other private market transactions alongside top-tier | | Q3 2024 M&A transaction – proceeds received | | private markets managers. Co-Investment V | | | --- | --- | --- | --- | --- | | Undisclosed | | | | $25m | | | from full realisation | $19.8m | offers a portfolio of co-investments diversified | | by lead manager, industry, stage, and geography, utilising HarbourVest’s repeatable process to Q3 2024 M&A transaction – proceeds received Olink Proteomics Holding AB access and create compelling opportunities. ## from full realisation $16.6m Q2 2024 M&A transaction – proceeds received SRS Distribution Inc. ## from full realisation $13.1m Q1 2024 M&A transaction – proceeds received Undisclosed ## from full realisation $8.1m Q4 2024 M&A transaction – proceeds received PlayCore, Inc. ## from partial realisation $6.3m Q2 2024 private transaction – proceeds received Information Resources, Inc. ## from full realisation $6.2m Q4 2023 M&A transaction – proceeds received GGW Holding ## from full realisation $6.2m Q2 2024 private transaction – proceeds received Action Nederland BV ## from partial realisation $6.1m Q3 2024 M&A transaction – proceeds received Vitamin Well ## from full realisation $5.6m 1 This amount represents HVPE’s share of the distributed value from primary, secondary, and direct co-investment realisations received during the financial period. It does not represent the net distribution received by HVPE from the HarbourVest funds. Past performance is not necessarily indicative of future returns. HarbourVest Global Private Equity | Annual Report and Accounts 2025 HarbourVest Global Private Equity | Annual Report and Accounts 2025 RECENT EVENTS ### 26 Strategic report Governance Financial statements Other information ## Recent Events | HVPE Estimated NAV as at 30 April 2025 | Buybacks | | --- | --- | | HVPE releases an estimated NAV on a | Post year-end, HVPE has been in the market | | monthly basis. These reports are available on | for 52 days buying back shares. During | | the Company’s website, generally within 20 | this time, 1,010,373 Ordinary Shares have | | calendar days of the month-end. | been repurchased for cancellation at an | average price of £25.92 per share for a total | On 23 May 2025, HVPE published an estimated | consideration of £26 million ($34 million). | | --- | --- | | NAV per share at 30 April 2025 of $55.54 | The total number of shares in issue is now | | (£41.67), an increase of $1.37 (+2.5%) since | 73,258,298. | the final 31 January 2025 NAV (US Generally Accepted Accounting Principles (“GAAP”)) As at 23 May 2025, the Distribution Pool figure of $54.17. This latest NAV per share is balance was $23 million. based on a valuation breakdown of: 4% actual | 30 April 2025 (reflecting the public company | Transition to SMA structure | | --- | --- | | in the portfolio), 5% actual 31 March 2025 and | On 22 May 2025 HVPE announced that it had | | 91% actual 31 December 2024. Consistent with | agreed the final heads of terms of its strategic | | previous estimated NAV reports, valuations are | transition to a new, simplified investment | | also adjusted for foreign exchange movements, | model with HarbourVest Partners, as | | cash flows, and any known material events to | announced on 30 January 2025. | 30 April 2025. Credit Facility | The Investment Pipeline of unfunded | Post year-end, HVPE initiated a $35 million | | --- | --- | | commitments decreased from $2.5 billion | draw on the Facility. As at 23 May 2025, a | | at 31 January 2025 to $2.4 billion at 30 April | total of $515 million is currently drawn on the | | 2025, based on capital funded and taking | $1.2 Billion Facility. More details regarding the | | foreign exchange movements into account. | Facility are available on page 28. | | HVPE’s cash and cash equivalents decreased | Share Price since 31 January 2025 | | from $123 million at 31 January 2025 to $111 | The closing price of £24.35 on 23 May 2025 | | million at 30 April 2025. The undrawn facility | represents a fall of 11.8% since the year-end. | | balance decreased from $720 million at | This compares to the FTSE AW TR Index’s | | 31 January 2025 to $685 million at 30 April 2025. | decrease of 6.2% in sterling terms over the | same period. The market capitalisation of the | HVPE’s look-through exposure to borrowing at | Company as at 23 May 2025 was £1.8 billion | | --- | --- | | the HarbourVest fund level increased by $30 | and, as of the same date, HVPE was ranked | | million, from $539 million at 31 January 2025 to | 65th in the FTSE 250. | $569 million at 30 April 2025. The latest balance sheet ratios can be found in the factsheet on the HVPE website: www.hvpe.com. HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 1 KPIs AND INVESTMENT OBJECTIVE ### 27 27 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ### The Company’s investment objective is to generate superior shareholder returns through long-term ### capital appreciation by investing primarily in a diversified portfolio of private markets investments. | Total Shareholder Return | | | Balance Sheet Strength | | | | --- | --- | --- | --- | --- | --- | | | Absolute performance (sterling) [APM] | | | 1. Total Commitment Ratio [APM] | | | (1 year and 10 years) | 1 year to 31 January: | | | | | | | | | The Board and the Investment | 2025 | 170% | | | 2025 | £27.60 (+19.2%) | | 2024 | 167% | Manager actively monitor HVPE’s The key measure of HVPE’s 2024 £23.15 (+4.8%) balance sheet by means of a set of 2023 167% performance is the total return 2023 £22.10 (-20.4%) key ratios, with a view to maintaining 2022 155% experienced by its shareholders. 2022 £27.75 (+48.4%) a robust financial position under all While NAV per share is the major plausible forecast scenarios. value driver, the level of any 3 2. Net portfolio cash flow [APM] premium or discount to NAV at 10 years to 31 January 2025: Please see Managing the Balance which HVPE’s shares trade is $(61)m 2025 Sheet on page 32 for more details also a key factor for shareholders. ## +227% $(283)m 2024 on the ratios and page 16 of the 10 years to 31 January 2024: +251% Investment Manager’s Report for more $(56)m 2023 detail on the net portfolio cash flow. 2022 $320m ### NAV per Share Return Liquidity in the Shares 4 A. Absolute performance (US dollar) [APM] A. Change in mean daily trading volume 1 year to 31 January: ### (1 year and 10 years) (Daily Trading Volume) 2024 $50.47 (+4.0%) 2024 108,438 (-7.3%) HVPE seeks to achieve growth in Current and prospective shareholders 2023 $48.52 (-1.2%) 2023 116,939 (-24%) NAV per share materially ahead of place a high value on liquidity as it 2022 $49.11 (+36.5 %) 2022 153,887 (+40.2%) public markets over the long term, provides reassurance that there is as defined by the FTSE All-World 10 years to 31 January 2025 (total return): a ready market in the shares should Total Return (“FTSE AW TR”) Index they wish to manage their position. ## in US dollars. The FTSE AW TR is a +242% The Board and the Investment global equity index with geographical 10 years to 31 January 2024: +251% Manager monitor liquidity on a weightings comparable to HVPE’s regular basis using the daily mean. 2 portfolio. Please refer to the B. Relative performance vs FTSE AW TR [APM] 1 year to 31 January: Alternative Performance Measures Daily liquidity, measured by mean on pages 109 to 110 for details of daily trading volume, increased over (-11.3%) 2024 performance calculations. the period. This reflects the improved 2023 (+6 .1%) sentiment seen across global 2022 (+22.8%) equities markets during the period, 10-year relative outperformance to 31 January 2025: as well as increased buyback activity. ## +2.7% 10-year relative outperformance to 31 January 2024: +4.3% 1 Please note some of these KPIs are also Alternative Performance Measures (“APMs”). Please see pages 3 Cash distributions from private equity investments ($382 million) minus cash contributions to private equity investments 109 to 110 for our APMs. ($443 million). Please refer to the Consolidated Statements of Cash Flows on page 86. HarbourVest Global Private Equity | Annual Report and Accounts 2025 2 Note “%” here refers to percentage points outperformance. 4 Includes trading volume for both tickers, HVPE and HVPD. Historic years have been trued up to this effect. 2025 2025 (-13.7%) 2025 140,687 (+29.7%) $54.17 (+7.3 %) MANAGING THE BALANCE SHEET ### 28 Strategic report Governance Financial statements Other information ## Managing the balance sheet ### Effective and prudent balance This section aims to outline HVPE’s approach The Importance of the Credit Facility to managing its balance sheet and explain HVPE makes commitments to HarbourVest- ### sheet management is critical when Key Definitions the steps it takes to ensure that the Company managed vehicles, which typically call Capital Call – A request made by the ### running a closed-ended vehicle is sufficiently resourced in preparation for capital over a period of several years. This HarbourVest fund or General Partner for investing into a portfolio of private periods of significant market stress. long- duration cash flow profile necessitates a portion of the capital committed by a a large pipeline of unfunded commitments ### market funds with varying cash flow Limited Partner. The chart below shows the gross and net in order to ensure that the Company remains ### profiles. This is particularly true for cash flows in US dollar terms since inception. approximately fully invested over time – this is Capital Distribution – The payment of ### a company such as HVPE which This reflects the cash flow cycles that our known as an over-commitment strategy and is cash by the HarbourVest fund or General balance sheet management is designed to critical to optimising long-term NAV per share ### has historically maintained a large Partner to a Limited Partner following a accommodate. growth. In most years, the capital called from ### pipeline of unfunded commitments portfolio company liquidity event. HVPE by the HarbourVest-managed vehicles is | (the “Investment Pipeline”), which is | Move to the SMA Structure | taken from the cash distributions flowing from | | | --- | --- | --- | --- | | the amount of capital committed to | The narrative below covers the year ended | liquidity events within the portfolio. At times, | | | | 31 January 2025. During this time all | | A subsequent year may see the reverse | however, capital calls will exceed distributions, ### underlying HarbourVest funds, but commitments were made through HarbourVest situation, with net positive cash flow used to potentially by a meaningful amount, and it may ### not yet drawn down for investments. commingled funds. Going forward, repay the borrowing. In this way, the credit be necessary to draw on the credit facility to commitments will be made under the SMA facility acts as a working capital buffer and fund the difference. structure, as detailed on page 13. enables HVPE to manage its commitments to the level required in order to optimise returns through the cycle. ### Calls and distributions since inception, annual to 31 January ($m) The Board is conscious of the need to ensure that the credit facility is always of a size and duration appropriate to HVPE’s needs. In June 2024, 532 HVPE secured a new larger credit line to provide | | | | | | | 405 | | | | | 382 | an enhanced level of support for its balance | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | | 356 | 363 | | | | | | | | | | | | | | | | | 307 | 308 | 290 | 310 | | sheet, reflecting the strong growth in HVPE’s net | | | | 257 | | | 251 | | | | | | | | | 181 | 204 | | | | | | | | | | | assets to $4.0 billion at the time the agreement | 137 83 was finalised. This restored the credit facility to 48 52 a size equivalent to approximately 30% of NAV, comparable to 2015-2019 levels. This new $1.2 | | | (74) | | | | | | | | | | 835 | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | (97) | | | | | | | | | | | | | | | | billion multi-currency credit facility (increased | | | (128) | | (141) | | | | | | | | | | | | | | | | | | | | | (163) | (162) | | | | | | | | | | | | | | | | (199) | | | (211) | | | | | | | | from $800 million), added Ares Management | | | | | | ( 251) | | | | | (270) | | | | | | | | | | | | | | | | | | | (313) | | (324) | | | | Credit funds and Apollo-managed funds as | | | | | | | | | | | | | (396) | | | | | new syndicate members to join the two existing | | | | | | | | | | | | | | | (431) | | (443) | | | | | | | | | | | | | | | | | (515) | | lenders, Mitsubishi UFJ Trust and Banking | Corporation (“MUTB”) and The Guardians of New Zealand Superannuation, with the new 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 syndicate demonstrating their confidence in 862 631 718 850 944 1,030 1,167 1,266 1,337 1,475 1,714 1.924 2,203 2,873 3,922 3,838 3,921 4,023 HVPE’s portfolio and business model. The facility has a five-year term, expiring in June 2029. In November 2024 MUTB, which has supported Distributions ($m)   Calls ($m)   Net Position ($m)    Net Asset Value ($m) HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 HVPE as a major lender since 2019, syndicated (588) (593) MANAGING THE BALANCE SHEET CONTINUED ### 29 29 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information $100 million of HVPE’s Credit Facility to Nomura Understanding HVPE’s Investment Since July 2022, HVPE’s portfolio cash flow Cash Flows, Modelling and Stress Corporate Funding Americas, LLC. The Board Pipeline (Unfunded Commitments) has been negative, as capital calls have Testing the Balance Sheet and Investment Manager are confident that this At 31 January 2025, HVPE’s total pipeline of exceeded distributions. Initially, the shortfall Cash flows from individual private equity revised facility provides sufficient headroom for unfunded commitments – commitments was met from the cash surplus accumulated investments can be irregular and unpredictable, HVPE’s existing and planned commitments over to HarbourVest funds which have yet to be through 2021 and early 2022. In the first half of and as a result, monitoring these is a complex the period. called – stood at $2.5 billion. This total pipeline 2023, the cash balance fell below our approved and time-consuming task for investors in multiple comprised “allocated” investments of $1.9 billion agreed minimum level and we subsequently funds such as HVPE. When managing a closed- In the 12 months to 31 January 2025, HVPE and “unallocated” investments of $0.6 billion. drew on our credit facility. Periods of negative ended vehicle that makes significant, irrevocable received cash distributions of $382 million “Allocated” refers to the portion of commitments cash flow do occur from time to time and commitments to underlying funds, effective cash while funding capital calls of $443 million for which have been allocated by HarbourVest are factored into our cash flow projections. flow modelling is essential, first to ensure that new investments. The result was net negative funds to underlying partnerships. “Unallocated” Prior periods of negative cash flow have been the Company has sufficient capital available to portfolio cash flow of $61 million over the commitments are those which have yet to be relatively brief, but nevertheless we do plan honour its existing commitments, and second reporting period. Additionally, there were non- allocated by HarbourVest funds to underlying for extended periods of weak distributions to inform the decisions it makes around future portfolio net cash outflows of $150 million, partnerships, and therefore cannot be drawn combined with normal or elevated capital calls. commitment levels. primarily related to buybacks ($106 million) and down in the short term. It is important to note operating expenses ($53 million). Therefore, that, of the allocated pipeline, approximately 63% We cannot be sure that previous patterns will be The Investment Manager builds a bottom-up to ensure that HVPE had sufficient liquid of commitments are to primary funds, which repeated and must consider the possibility that forecast based on an aggregation of individual resources to meet its near-term obligations, and have a longer drawdown profile, whilst secondary capital calls could remain elevated even during a HarbourVest fund models and then applies to satisfy the requirement to draw a minimum of and direct co-investment funds represent period of suppressed distribution activity. A large a sensitised top-down analysis informed by 40% of the new facility, HVPE initiated a further approximately 25% and 12%, respectively. Further credit facility committed for an extended period, historic actual calls and distributions. Short- net draw of $205 million on its credit facility detail on this, including the age breakdown of the provides reassurance that the Company would be term broader market trends and systemic | during the period, increasing the credit facility | allocated pipeline, is provided on page 22. | able to remain operational under such conditions, | factors are also considered. | | --- | --- | --- | --- | | drawn balance to $480 million. This left HVPE | | with the additional flexibility to continue to take | | | with $720 million remaining of its credit facility | | advantage of attractive investment opportunities | Finally, a range of scenario tests are conducted. | | as at 31 January 2025, and 9% geared. The cash | | as they arise. HVPE’s credit facility enabled it to | HVPE has a 17-year track record in monitoring | | balance at 31 January 2025 was $123 million, | | be a net investor through the period 2008 to 2011, | and interpreting cash flows arising from | | down from $140 million as at 31 January 2024. | | which has helped the Company to deliver very | activity in the underlying portfolio. This detailed | | This resulted in a net debt position of $357 | | attractive long-term returns for shareholders. | modelling is typically updated on an annual | | million at 31 January 2025, up from $135 million | | We continue to assess the credit facility to ensure | basis and reviewed quarterly for any changes | | as at 31 January 2024. | | that its size and cost remain proportionate to the | to key assumptions. The scenarios under which | | | | benefits that it brings to HVPE. | Directors consider the Company to be a Going | | Further detail on how we stress test the balance | | | Concern can be found on page 66. | sheet can be found later on in this section. Key Definitions Committed capital – The capital a Limited Partner has agreed to contribute to a fund across its lifespan. Investment Pipeline (or unfunded commitments) – Total commitments to HarbourVest funds, which are to be prospectively called or invested by an underlying General Partner. This is comprised of allocated investments and unallocated investments. HarbourVest Global Private Equity | Annual Report and Accounts 2025 MANAGING THE BALANCE SHEET CONTINUED ### 30 Strategic report Governance Financial statements Other information | HarbourVest Fund-level Borrowing | increase of $31 million can be attributed to new | | --- | --- | | HarbourVest funds employ credit lines for | commitments made during the period, as well | | two main purposes: bridging capital calls | as underlying realisations continuing to be at | | and distributions, and financing specific | depressed levels. Post year-end, as at 30 April | | investment projects where the use of debt may | 2025, the HVP fund-level borrowing increased | | be advantageous. The majority of this fund- | by $30 million and stood at $569 million. | level borrowing represents delayed capital | calls, where a proportion of the unfunded | HVPE’s year-end total exposure of $539 | | --- | --- | | commitments has been invested through | million includes $509 million (94%) of bridging | | the use of subscription credit lines at the | finance (also known as subscription line | | HarbourVest fund level, but the capital has | finance), which is used to delay and smooth | | not yet been called from HVPE. | the pacing of capital calls to investors in the | funds, including HVPE. Typically, these bridging | HVPE has indirect exposure, on a look- | facilities are committed by the lenders for a | | --- | --- | | through basis, to its pro rata share of borrowing | minimum of 12 months. The remaining $30 | | carried on the balance sheets of some of the | million (6%) is project debt, held in the most | | HarbourVest funds in which HVPE is a LP | part by the HarbourVest secondary funds to | | (referred to as HarbourVest Partners (“HVP”) | finance specific projects. The bridging finance, | | fund-level borrowing). This borrowing does not | should it be repaid in full or in part, will result | | represent an additional liability above and beyond | in capital calls to investors in the HarbourVest | | the commitments that HVPE has made to the | funds, including HVPE, as this type of | | HarbourVest funds. | borrowing represents a portion of HVPE’s | existing unfunded commitment (Investment The HVPE team monitors the HVP fund-level Pipeline) figure. Furthermore, during the borrowing in absolute terms, and as a percentage period in which the debt is outstanding, there of NAV. This borrowing is also considered is a gearing effect on HVPE’s NAV, as the when evaluating balance sheet ratios: the Total investments have already been made while Commitment Ratio within the Investment HVPE’s share of the capital has not yet been Pipeline, and the Medium-Term Coverage Ratio called. Project finance has only a very limited within the three-year capital call projections. impact on prospective cash flow but does HarbourVest fund-level borrowing is also contribute to the gearing effect. included when assessing the credit facility’s loan- | to-value ratios, as mentioned in Note 6, “Debt | In order to estimate the total potential gearing | | --- | --- | | Facility” on page 96 of the Financial Statements. | effect on HVPE as at 31 January 2025, an | | Possible changes in this borrowing (and hence | investor should take the HVP fund-level | | the timing of capital calls payable by HVPE) | borrowing figure of $539 million and add | | are also incorporated into the balance sheet | the Company’s net debt of $357 million. The | | scenario tests conducted as part of the annual | resulting net total borrowing figure of $896 | | commitment planning exercise. | million would translate to an approximate | level of look-through gearing of 22% of NAV | As at 31 January 2025, HVPE’s share of HVP | at the financial year end. Further detail on | | --- | --- | | fund-level borrowing on a look-through basis | the credit facility and the criteria upon which | | was $539 million, a net increase of $31 million | it can be drawn can be found under Note | | from the $508 million reported at 31 January | 6, “Debt Facility” on page 96 of the Audited | | 2024. Expressed as a percentage of NAV, | Consolidated Financial Statements. | this figure was 13%, which was unchanged from the figure as at 31 January 2024. The HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 MANAGING THE BALANCE SHEET CONTINUED ### 31 31 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information Expected Future Impact of the SMA on the Balance Sheet ## Commitment pacing under the SMA As described in more detail on page 13, HVPE will make future commitments via an SMA structure rather than through commingled ### – Commitments are made to the SMA programme on an annual basis. The amounts committed to the SMA funds. Amounts committed to the SMA are programme are then allocated to underlying investment opportunities over an expected 12-month period. allocated to underlying investments annually. This differs from a commingled structure ### – This differs from a commingled fund where amounts committed are allocated to underlying investment where it normally takes several years to allocate ### opportunities over a multi-year period. committed capital to underlying investments. – As a result, the new commitment level needed to achieve a set underlying investment allocation in a The impact of moving to the SMA will be a 12-month period is substantially higher under the commingled structure compared to the SMA structure. reduction in HVPE’s unfunded commitments balance going forward, as the revised structure ### – The simple example below compares a $100 million SMA commitment against a $400 million commingled will require lower unallocated commitments. ### commitment, which is assumed to allocate to underlying investments evenly across a four-year period. – The move to the SMA structure will greatly reduce HVPE’s “Unallocated” commitment figure over time. HVPE’s look-through exposure to borrowing at the HarbourVest fund level will decline materially in the years ahead as the funds in its existing portfolio mature and pay down debt. Additionally, the Company’s pipeline of Existing Structure unfunded commitments to HarbourVest funds will also decline, leading to more predictable cash flows and a reduced need for borrowing at the HVPE level. Both these factors will ## $400m reduce HVPE’s overall debt exposure in the Commingled commitment YEAR 01 YEAR 02 YEAR 03 YEAR 04 years ahead. with assumed four-year allocation pace The transition period to the new structure will, by necessity, be gradual. New commitments made going forward will be into the SMA, while the existing portfolio of HarbourVest funds will continue to operate as before. Future Structure As the SMA was put in place after the year-end, there was no impact on the commitment or gearing levels during the year ended 31 January 2025. ## 4x $100m YEAR 01 YEAR 02 YEAR 03 YEAR 04 SMA Commitment (allocated in 12 months) Substantially lower commitment figure required under the SMA structure to achieve the same amount underlying investment allocation in year one. HarbourVest Global Private Equity | Annual Report and Accounts 2025 MANAGING THE BALANCE SHEET CONTINUED # Balance Sheet Ratios at 31 January 2025¹ # Commitment Ratios The Board and the Investment Manager refer to three key ratios when assessing the Company's commitment levels # 1. Total Commitment Ratio ("TCR") The level of the TCR is a key determinant of the Company's total commitment capacity for new HarbourVest funds and co-investments within a given time period. The TCR increased slightly during the year. Total exposure to private markets investments as a percentage of NAV | Investment Portfolio + Investment Pipeline | $6.8bn | | --- | --- | | Divided by the NAV | $4.0bn | | 170% (167% at 31 January 2024) | | # 2. Commitment Coverage Ratio The nature of HVPE's structure, whereby it commits to HarbourVest-managed vehicles, which in turn invest in private equity managers, means that it typically takes longer for commitments to be drawn down compared with other listed private equity funds. As a result, to remain fully invested, it has to maintain a larger pipeline of unfunded commitments. This means that HVPE's Commitment Coverage Ratio may appear relatively low in comparison with other firms within its peer group.² This ratio has increased over the financial year due to the increase in facility size. Short-term liquidity as a percentage of total investment Pipeline | Cash + available credit facility | $0.8bn | | --- | --- | | Divided by the Investment Pipeline | $2.5bn | | 34% (27% at 31 January 2024) | | # 3. Medium-term Coverage Ratio ("MCR") HVPE uses this third specific metric to provide greater insight into the Company's balance sheet position and a more relevant comparison with the Company's peer group.³ This ratio increased over the financial year due to higher available liquidity. A measure of medium-term commitment coverage based on current commitments | Cash + available credit facility (total $0.84bn) + next 12 months' estimated distributions ($0.62bn)² | $1.5bn | | --- | --- | | Divided by the next 36 months' estimated investments | $1.4bn | | 104% (88% at 31 January 2024) | | The most recent published ratios, as at 30 April 2025, can be found within HVPE's latest monthly factsheet on its website. 1 These metrics are considered Alternative Performance Measures. More detail can be found on pages 109 to 110. 2 The peer group refers to the UK listed private equity fund of Funds. CT Private Equity Trust, IDS Enterprise Trust, Pan these International Plc and Patna Private Equity Trust. 3 Estimated distributions (end estimated) investments taken from base case scenario. For further details on cash flows and modelling, please see page 26. ![img-0.jpeg](img-0.jpeg) 32 Strategic report Governance Financial statements Other information HarbourVest Global Private Equity | Annual Report and Accounts 2025 MANAGING COSTS ### 33 33 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ## Managing costs ### HVPE Total Expense Ratio as a % of Average NAV ### Total Expense Ratio (“TER”) ### HVPE’s TER reflects the total cost incurred by the Company in assembling .50% 4.50 ### and maintaining its portfolio of HarbourVest funds and co-investments. .00% 4.00 ### The figure is broken down into four distinct categories of expense. | | | .50% | | | | | | | | | | | | | | | | | 3.50 | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | .00% | | | | | | | | | | | | | | | | | 3.00 | | First, there is the direct cost of running the | Finally, performance fees are charged on | | | | | | | | | | | | | | | | | | | | | | .50% | | | | | | | | | | | | | | | | | 2.50 | | Company in its own right, encompassing items | secondary investments and direct co- | | | | | | | | | | | | | | | | | | | | | | .00% | | | | | | | | | | | | | | | | | 2.00 | | such as the maintenance and use of the credit | investments (not on primary investments | | | | | | | | | | | | | | | | | | | | | | .50% | | | | | | | | | | | | | | | | | 1.50 | | facility, Board fees and expenses, professional | which make up 49% of HVPE’s portfolio). | | | | | | | | | | | | | | | | | | | | fees, marketing, financial reporting, the services | In total, these accounted for 0.44% of average | .00% | | | | | | | | | | | | | | | | | 1.00 | | of a dedicated team from the Investment | NAV in the 12 months to 31 January 2025 | .50% | | | | | | | | | | | | | | | | | 0.50 | | Manager, and compliance costs. These costs, | (12 months to 31 January 2024: 0.48%). | .00% | | | | | | | | | | | | | | | | | 0.00 | | totalling 1.33% of average NAV in the 12 months | The performance fee figure varies from period | | | | | | | | | | | | | | | | | | | | to 31 January 2025 (12 months to 31 January | to period and is driven by the performance | | 2010 | 2011 | 2012 | 2013 | 2014 | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 | | | 2024: 0.72%), are categorised as recurring | achieved by the relevant HarbourVest funds. | | | HVPE Net Recurring Operating Expenses Fund Level Operating Expenses | | | | | | | | | | | | | | | | | operating expenses as shown in the first line | | | | Attributable Management Fee (Co-investment) Attributable Management Fee (Funds) | | | | | | | | | | | | | | | | | of the table below. The increase in operating | Together, these four cost components give a | | | | | | | | | | | | | | | | | | | | expenses is due to the greater utilisation of the | TER, net of interest income (0.15%), of 2.46% | | | | | | | | | | | | | | | | | | | | credit facility during the year. | for the 12 months to 31 January 2025. It is | | | | | | | | | | | | | | | | | | | | | important to note that, while the operating | Future costs associated with the SMA structure | | | | | | | | | | | | | | | | | | | Second, operating costs borne by the | expenses and the management fees do not | | | | | | | | | | | | | | | | | | | ### (from 1 February 2025) | | HarbourVest funds amounted to a further | | vary greatly from one year to the next, the | | | | | --- | --- | --- | --- | --- | --- | --- | | | 0.22% of average NAV in the 12-month period | | performance fee figure will vary significantly | | | | | | to 31 January 2025 (12 months to 31 January | | depending on the returns delivered by the | | | HarbourVest will charge carried interest on the secondary and direct co-investment portfolios | | | 2024: 0.22%). | | relevant underlying HarbourVest funds. | | | held within the SMA, at rates of 12.5% and 13.25% respectively, subject to a hurdle of 8% IRR. | | | | | The TER for the 12 months to 31 January | | | Investments in each annual SMA tranche are pooled together for the purposes of calculating | | | Third, HVPE pays management fees to | | 2025 of 2.46% was 67 percentage points | | | carried interest, effectively treating each tranche like an individual “fund”. No HarbourVest | | | HarbourVest with respect to the funds in | | higher than the same period in the prior year, | | | carried interest will be charged on primary investments. HVPE will retain its existing stakes | | | which it invests, and also for the secondary | | predominantly owing to an increase in credit | | | in the HarbourVest funds, so the SMA fee and carried interest will be combined with the fees | | 5.00% | | 1 | | 5.00% | | on the funds in HVPE’s reporting from the current financial year onwards. Since the terms are | | | co-investment in Conversus | made alongside | facility costs. | | | | | 4 | the HarbourVest funds. The total of all | | | | % | substantially similar to the existing arrangements, we do not expect the introduction of the SMA | | | management fees in the 12 months to | | The calculation above excludes the fees | | | to give rise to a material change in HVPE’s cost structure. | | 4 | | | | | % | | | 3 | 31 January 2025 was equivalent to 0.62% | | charged by the underlying partnerships held | | % | | | | of average NAV (12 months to 31 January | | by the HarbourVest funds. It is important to | | | | | 3 | | | | | % | | | | 2024: 0.60%). | | note that all performance data we report to | | | | | 2 | | | | | % | | shareholders is, and always has been, net of 2 % all fees and expenses. | 1 | | | % | | --- | --- | --- | --- | | 1 | | | % | | 0 | | | % | | 0 | | | % | | | HarbourVest Global Private Equity \| Annual Report and Accounts 2025 | 1 “HVPE Charlotte Co-Investment L.P.” in the Audited Consolidated Schedule of Investments. | | Attributable Performance Fees HVPE Total Expense Ratio MANAGING COSTS CONTINUED ### 34 Strategic report Governance Financial statements Other information | Total Net Expense Ratio Breakdown | | | The Private Equity Cycle | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | | | 12 months to 31 | 12 months to 31 | | 12 months ended | | 12 months ended | | | | January 2025 | January 2024 | | 31 January 2025 | | 31 January 2024 | | | | | | | | (millions*) | | (millions*) | 1 Operating expenses 1.33% 0.72% 1. Commitments 2 HarbourVest fund operating expenses 0.22% 0.22% New commitments to HarbourVest funds $415 $295 3 Management fees 0.62% 0.60% Investment Pipeline Operating expense ratio 2.17% 1.54% Allocated $1,867 $1,870 4 Interest income (0.15%) (0.23%) Unallocated $585 $631 Net operating expense ratio 2.02% 1.31% Total Investment Pipeline $2,452 $2,501 5 Performance fees 0.44% 0.48% 2. Cash Invested 6 Total net expense ratio 2.46% 1.79% Invested in HarbourVest funds $443 $593 | | | | | | | 7 | 8 | | --- | --- | --- | --- | --- | --- | --- | --- | | | | | | | % of average Investment Pipeline 18% | 22% | | | Summary of Net Assets | | | | | 3. Growth | | | | | 31 January 2025 | | 31 January 2024 | | Investment Portfolio (beginning) $4,058 $3,616 | | | | | | (millions*) | | (millions*) | | | | Cash invested $443 $593 Investment Portfolio $4,375 $4,058 Investment Portfolio growth $256 $140 Cash and cash equivalents $123 $140 Distributions received $(382) $(310) Drawings on the HVPE credit facility $(480) $(275) 9 Accrued distribution $0 $18 Net other assets/liabilities $5 $(2) Investment Portfolio (end) $4,375 $4,058 NAV $4,023 $3,921 4. Distributions Received NAV per share ($) $54.17 $50.47 Cash received from HarbourVest funds $382 $310 FX rate 1.2395 1.2673 10 11 % of average Investment Portfolio 9% 8% NAV per share (£) £43.70 £39.82 Cash + cash equivalents + available credit facility $843 $665 1 Operating expenses includes total expenses shown in the Audited Consolidated Statements of Operations, excluding management 7 This represents the percentage for the amount invested divided by the average of the Investment Pipelines at 31 January 2024 and fees from the secondary co-investments which are included in the management fees in this table. 31 January 2025. 2 HVPE’s share of fund-level operating expenses (professional fees and organisational costs) which are included in realised and 8 This represents the percentage for the amount invested divided by the average of the Investment Pipelines at 31 January 2023 and unrealised gains (losses) on investments in the Audited Consolidated Statements of Operations. 31 January 2024. 3 This includes fund-level management fees payable to HarbourVest which are included in realised and unrealised gains (losses) 9 The accrued distribution of approximately $18 million represents a reporting timing difference, whereby shares in HarbourVest on investments in the Audited Consolidated Statements of Operations, together with the management fees relating to secondary Infrastructure Income Partnership (“HIIP”) were redeemed effective 1 October 2022 but the cash distribution was not received until co-investments noted in 2 above. February 2023. As of 31 January 2023, the distribution was recorded on the balance sheet as an accrued distribution/accounts receivable, 4 This is shown as interest from cash and cash equivalents on the face of the Audited Consolidated Statements of Operations. and was subsequently reversed upon receipt of the cash distribution in February 2023. 5 This includes fund-level performance fees payable to HarbourVest which are included in realised and unrealised gains (losses) on 10 This represents the percentage for the cash received divided by the average of the Investment Portfolios at 31 January 2024 and investments in the Audited Consolidated Statements of Operations. 31 January 2025. 6 TERs are calculated using the average NAV over the respective periods ($4.0 billion at 31 January 2025 and $3.9 billion at 31 January 2024). 11 This represents the percentage for the cash received divided by the average of the Investment Portfolios at 31 January 2023 and HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 * Unless otherwise stated. 31 January 2024. STAKEHOLDER ENGAGEMENT ### 35 35 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ### Directors’ Responsibilities and Stakeholder Engagement | The Board of Directors seeks to ensure | consideration of the Company’s impact | The Directors engage with key stakeholders | two-way debate – the same approach that it | | --- | --- | --- | --- | | high standards in corporate governance | on the environment and wider society. | through a combination of face-to-face | adopts within its own deliberations. | | by adhering to the principles of the 2019 AIC | The Board believes that the success of the | meetings, formal and informal reporting, and | | | Code of Corporate Governance (the “AIC Code”) | Company relies to a great extent upon its | regular monitoring. This is designed to provide | The following section, (pages 35 – 37), identifies | | which states that all companies, regardless | stakeholders and that the interests of the | sufficient understanding of the needs and | key stakeholders, explains their significance, | | of their domicile, should report on the matters | Company and its stakeholders are fostered | priorities of stakeholders for them to be factored | and outlines how the Company engages with | | set out in Section 172 of the UK Companies | by a culture of mutual honesty, transparency, | into the Board’s decision-making process, and | them. The outcomes of that engagement are | | Act 2006. Accordingly, the Board has prepared | and accountability. | to maintain and enhance the Company’s long- | reflected in the key decisions made by the Board | | the following summary of some of the ways in | | term viability. Throughout these interactions | during the year with stakeholder interests being | | which it builds and maintains its relationships | | the Board encourages open and constructive | considered at every Board meeting. | with its stakeholders while also integrating Stakeholder How the Board Engages Shareholders and Prospective Investors – The Board communicates with shareholders through the Company’s regular financial reporting and monthly NAV updates which are Shareholders and prospective investors are today’s and published on HVPE’s website. It meets shareholders in person at HVPE’s annual Capital Markets Day and other ad-hoc shareholder tomorrow’s owners of the Company and their interests are at meetings. Results presentations from these events are also made available to all shareholders on the Company’s website. The the core of every decision made by the Board. The creation of Board takes the opportunity presented by occasions such as the Capital Markets Day to address investors’ concerns openly. The long-term value for its shareholders is central to the Company’s Board welcomes the views of shareholders who may contact any Board member directly, including the Chair, the Senior Independent purpose. Support from this group of stakeholders is critical to the Director (the “SID”) and the Chair of the Audit and Risk Committee, through the Company Secretary in writing to the registered office success of HVPE and to the delivery of its investment objective. or by email to hvpecosec@bnpparibas.com. – The Chair and the SID have held meetings with shareholders throughout the year at both HVPE’s and investors’ instigation, and the Chair has offered meetings to many other investors. He has also responded to shareholder questions via letter and email. The content of these interactions is shared with other Board members and with the Investment Manager as a priority, to ensure that shareholder views are considered in HVPE’s decision making. – The Board engages regularly with the corporate brokers, receiving weekly market and trading updates, and formal reports at each Board meeting. A major component of these reports involves conveying the views of investors as expressed to the brokers. – The Investment Manager communicates directly with shareholders and a summary of investor meetings held is delivered to the Board by the Investment Manager as a standing item on the Board agenda. Investor relations forms a central item on the agenda at every quarterly Board meeting, with a comprehensive report delivered twice a year. – The Board regularly commissions a third party to engage with investors to listen to their views on HVPE and to understand what they need and expect from the Company. During the year ended 31 January 2025, the Board commissioned a follow-up shareholder perception study which was carried out by an independent agency. – HVPE incorporates the results of this shareholder engagement activity into Board discussions, its reflections on strategy, and the decisions that it makes (such as the three new initiatives that were announced at the end of the financial year). HarbourVest Partners (the Investment Manager) – Whether individually or collectively, Board members maintain a continuous dialogue with the Investment Manager and with It is essential that the Board maintains a strong relationship different members of its dedicated HVPE team. This includes calls, correspondence, and meetings which take place regularly. with its Investment Manager. As set out in the Strategic Report, The nature of this open two-way interaction allows for clear communication, robust and constructive challenge, and a strong HarbourVest is fundamental to HVPE’s business and to its ability partnership with a distinct focus on promoting the success of HVPE for the benefit of all its stakeholders. to achieve its strategic objectives. HVPE invests in HarbourVest- – The Board requests and receives detailed monitoring reports from HarbourVest on the investments and investment processes managed funds in order to achieve its purpose of providing easy on a regular basis and in response to specific events. The Investment Manager also proactively communicates with the Board access to a diversified global portfolio of high-quality private on any matters which it believes are pertinent to it. The emphasis is on detailed and informative dialogue. investments. It is heavily reliant on HarbourVest’s expertise, its – The Board undertakes strategic planning with the Investment Manager to assist the Company in achieving its investment access to investment opportunities and its sophisticated and objective. Directors visit the Investment Manager’s offices, meet members of its global team in a wide range of investment highly developed investment processes. and operational functions, request information and receive presentations from relevant members of those teams and have the opportunity to attend the Investment Manager’s annual investment conference. – The Board works with the Investment Manager to ensure that Board reports are continually evolving to remain current and to provide the HarbourVest Global Private Equity | Annual Report and Accounts 2025 most useful and relevant information on which the Board can base its decisions. STAKEHOLDER ENGAGEMENT CONTINUED ### 36 Strategic report Governance Financial statements Other information Stakeholder How the Board Engages Community and Environment – The Board receives formal updates on HarbourVest’s Sustainable Investment initiatives and processes at least twice a year, and The impact of the Company on the community and the the HVPE Board’s engagement with these matters helps to drive the sustainability agenda at HarbourVest. environment in which it operates, the positions adopted by – The Board monitors the development of the Investment Manager’s processes as they relate to the investments held by HVPE and its service providers, and, most importantly, the consideration has developed reporting metrics to assist it in identifying progress made. that the Investment Manager gives to Environmental, Social – The Board maintains an open dialogue on governance matters with all stakeholders. It also examines each of its material and Governance matters both in its own business and in its identified risks to identify the impact that Environmental, Social and Governance considerations have on them. investment processes, are important topics at Board meetings. – Questions about Environmental, Social and Governance policies and sustainability initiatives are incorporated as part of the annual Management Engagement and Service Provider Committee (“MESPC”) review and where appropriate, the Board engages with More details on our approach to Environmental, Social and service providers about their responses. Governance matters can be found on page 64. A description of the Investment Manager’s Sustainable Investing practices, including engagement with General Partners, can be found on pages 41 to 47. BNP Paribas (the Company Secretary and Administrator) – The Board holds regular meetings, which ensures clear communication between BNP Paribas, the Company, and its Directors. BNP Paribas S.A., Guernsey Branch (“BNP Paribas”) fulfils the The dedicated HVPE team at the Investment Manager is also in frequent and regular communication with BNP Paribas. essential functions of Company Secretary and Administrator. – All Directors have open access to any member of the relevant BNP Paribas team. These are regulated roles which include oversight of the NAV – Regular oversight of the full range of BNP Paribas’ functions is conducted through Board and Committee reporting, and formal process, the issuing of regulated news announcements to the MESPC review. market, and the key company secretarial role of facilitating the – The Board provides and encourages regular and timely two-way feedback. functioning of the Board according to the policies and procedures of the Company and best corporate governance practice. Credit Facility Providers – The Board regularly reviews the adequacy of the credit facility with reference to its costs, the growth of the Company’s NAV and The credit facility is a key component of the Company’s balance the likely future size of the Company. sheet management in pursuing an over-commitment strategy in – The Board receives regular updates from the Investment Manager on the status of the credit facility. The Board is conscious of order to remain as fully invested as possible. It is essential for the the need to ensure that the credit facility is always of a size and duration appropriate to HVPE’s needs. As a consequence, the Company to have funding available as it is needed. size of the facility was increased during the year. – The Board ensures that the Investment Manager is in regular dialogue with the Company’s lenders. Regulators – Through the activities of the Audit and Risk Committee (“ARC”) and in conjunction with the Administrator and the Investment Regulators are key stakeholders for HVPE in ensuring the Manager, the Board has established systems of controls which collectively ensure compliance with required regulation. maintenance of the Company’s listing and an adequate and – The Board receives regular reports on the monitoring of those controls, which is overseen by the ARC. transparent level of disclosure in its communications. This enables – The Board regularly considers how it meets regulatory and statutory obligations. its shareholders to trade in its shares and to receive clear, current, – Directors undertake individual training to keep them updated with regulatory developments. and meaningful information about the Company. Key among them is the FCA in its capacity as the UK Listing Authority, the FRC in its oversight of UK accounting and governance issues, and the Guernsey Financial Services Commission. Membership of the AIC and compliance with the AIC Code forms a central element of the Board’s efforts to maintain compliance with relevant regulation and guidance. Other Service Providers – The Board has access to all service providers, as do both the Investment Manager and the Administrator. The Company depends on a number of service providers who – The brokers provide regular reports to the Board and attend Board Meetings to respond to Directors’ questions. are essential to the maintenance of its listed status and the – The performance of all service providers is formally assessed by the MESPC on an annual basis together with the commercial delivery of its purpose. These include its brokers, legal advisers, sustainability of the terms of their engagement, for all relevant parties. PR advisers and the Registrar. – The MESPC has continued to develop its annual review of service providers to ensure that service providers remain productively engaged with the process and offer fresh perspectives on their relationship with the Company through open two-way dialogue. HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 STAKEHOLDER ENGAGEMENT CONTINUED ### 37 37 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information Set out below are examples of the Board’s discussions and principal decisions made during the year under review. These have been selected to illustrate how the Board incorporated stakeholder considerations into some of the key decisions that it made and how these decisions have enabled ### the Company to make progress towards achieving its purpose. Decision Impact on Long-term Success Stakeholder Consideration Announcement of a new and extended revolving credit facility. The increase in the credit facility restored it to an optimal size The Company engaged with its lenders and welcomed Ares At $1.2 billion, this represented a substantial increase in size relative to HVPE’s NAV, with a consequential reduction in balance Management Credit funds and Apollo-managed funds as new sheet risk. syndicate members to join existing lenders. Mitsubishi UFJ Trust compared with the previous facility of $800 million. and Banking Corporation also syndicated $100 million of HVPE’s Credit Facility to Nomura later in the year. The new enlarged syndicate demonstrated their confidence in HVPE’s portfolio and business model. The Board has instigated a more extensive investor relations plan Improved communications will enhance the Company’s The Board recognises that HVPE is a complex vehicle and that and has overhauled the Company’s communications function. attractiveness to new shareholders, with the aim of increasing private markets and the terminology used to describe them can demand for the shares. be overly technical. Improved communications will increase familiarity and bring clarity for all stakeholders. At the beginning of the financial year the Board announced its The Distribution Pool makes funds available to be deployed by the The potential benefits to shareholders of buybacks of shares are decision to establish a Distribution Pool to fund capital returns Board in a flexible manner for the direct benefit of shareholders. examined regularly within a structured framework to ensure that The Board’s aim is to optimise the long-term total return for the effect on NAV per share is likely to be positive in the long term to shareholders in the form of buy backs and special dividends. shareholders through the cycle while preserving the strength and therefore of benefit to the Company’s shareholders. In January 2025 it decided to double the allocation of cash of the balance sheet. realisations from HVPE’s portfolio to the Distribution Pool, increasing it from 15% to 30%. The Board have decided to introduce a revision to its investment This SMA arrangement will simplify HVPE’s investment structure The Board is aware that HVPE has a complex structure and structure through the use of an SMA. Capital will be deployed via over time as well as bringing increased flexibility in the allocation believes that the new arrangement will be more transparent of capital, greater control over portfolio liquidity and an eventual and clearer for all shareholders. a dedicated HVPE vehicle directly into third-party General Partner reduction in overall leverage. funds, secondary opportunities and co-investments. The Board has decided to introduce a Continuation Vote, to be put A vote in favour of continuation, to be recommended by the A Continuation Vote will ensure that shareholders have a platform to shareholders at HVPE’s Annual General Meeting in July 2026. Board, will provide evidence of shareholder support for the to express their views and decide on the future of the Company. strategy being adopted by the Board and their confidence in HVPE’s continuing growth. HarbourVest Global Private Equity | Annual Report and Accounts 2025 PRINCIPAL RISKS AND UNCERTAINTIES ### 38 Strategic report Governance Financial statements Other information ## As a long-term asset class, we take ## comfort in knowing that historically the ## sitting President of the United States has ## not had a material effect on long-term ## US market performance, regardless ## of political party, as measured by the ## S&P 500. Our expectation is that this ## cycle will be no different.” Scott Voss Managing Director, Senior Market Strategist, HarbourVest Partners HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED ### 39 39 | | | | | Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information | | --- | --- | --- | --- | --- | | Risk Factors and Internal Controls | sufficient funding for any potential negative | Risk Management | which are less material and are monitored on a | | | The Board is responsible for the Company’s | cash flow situations, including under an | As recommended by the Audit and Risk | watch list. The Board also conducts an annual | | | risk management and internal control systems | Extreme Downside scenario. At the same | Committee (see the report on the activities | exercise to identify new or emerging risks. | | | and actively monitors the risks faced by | time, the funding available to the Company | of that Committee on pages 70 to 71), the | | | | the Company, taking steps to mitigate and | by way of cash balances and lending facilities | Directors have adopted a risk management | In considering material risks, the Board | | | minimise these where possible. Further details | is managed to ensure that its cost, by way | framework which governs how the Board | identifies those which should be categorised | | | on the Board’s governance and oversight can | of interest, facility fees or cash drag, is | identifies and measures risks, determines risk | as principal risks, which are those where | | | be found on pages 63 to 69. | reasonable. When considering other risks, | appetite, assesses mitigation and controls, | the combination of probability and impact is | | | | the Board’s risk appetite is to balance the | and reports on risks. | assessed as being most significant and which | | | Risk Appetite | potential impact and likelihood of each risk | | the Board therefore considers could seriously | | | The Board’s investment risk appetite is | with its ability and desire to control and | The Board reviews risks at least twice a year | affect the performance, future prospects, or | | | to follow an over-commitment policy that | mitigate the risk to an acceptable level. In | and receives in-depth reports on specific | reputation of the Company. | | | optimises investment returns and associated | doing so, as a baseline, the Board will seek to | risks as recommended by the Audit and Risk | | | | distributions, allows balanced, regular | follow best practice and remain compliant with | Committee. The Board divides identified risks | | | | investment through economic and investment | all applicable laws, rules, and regulations. | into those which have a higher probability | | | | cycles, and ensures that it has access to | | and a significant potential impact and those | | | Principal Risk Description and Potential Impact Mitigation and Management Commentary Performance of The Company is dependent on its Investment Manager HarbourVest has a strong long-term track record of Increased risk HarbourVest and on the performance of HarbourVest’s investment managing private equity investments. It maintains good HVPE has maintained its record of long-term outperformance The risk posed by the professionals. The vast majority of the Company’s assets relationships with key managers and has a consistent in NAV growth despite challenging market conditions in Company’s dependence are invested in HarbourVest funds and significant reliance and repeatable investment process with low turnover of the short-term, which have persisted longer than expected. on its Investment Manager is placed by the Company on HarbourVest’s control senior investment professionals. There is a high level of The wider private equity industry is under pressure as exit environment. Any inability by HarbourVest to maintain its diversification by geography, strategy and vintage which processes have been postponed and consequent distributions investment performance, whether in absolute or relative mitigates the risk. HVPE has a dedicated Investment have been at lower levels than usual. An improvement in terms, could result in a significant deterioration in net asset Committee within HarbourVest. The Board monitors distribution levels will be an important precursor to the re- value for the Company and its shareholders. HarbourVest’s performance through the MESPC, and rating of the Company’s shares. its controls environment is assessed by the Audit and Risk Committee. No significant matters of concern regarding the HarbourVest control environment arose during the year. There will be some operational risk as the announced structural change to investment via an SMA is implemented, and the Investment Manager and Board adjust to managing a different investment and cash flow profile. Public Market Risks Equity market volatility increases overall levels of The Company’s exposure to individual public markets is Increased risk The risk of a decline in uncertainty for HVPE and its investments. Increasing partially mitigated by the geographical and sectoral The portfolio has proved itself to be resilient despite global public markets geopolitical risks influence how markets trade, reversing diversification within the portfolio. In previous downturns, challenging market conditions over the past year and the or a deterioration in the the potential positive effects of developing improvements private market valuations have not been impacted as much increased political risk that has affected markets. The economic environment in economic indicators. Overall declines in public markets as public markets. The Board regularly reviews scenario potential for a global trade war triggered by the new US impact HVPE’s NAV per share by directly reducing the analyses prepared by the Investment Manager which administration, and consequent impacts on inflation, interest value of public securities in HVPE’s portfolio and indirectly incorporate the effects of significant public rates and growth, has weighed heavily on the markets. influencing private market valuations. They are also likely to market downturns. have a direct impact on HVPE’s share price. HarbourVest Global Private Equity | Annual Report and Accounts 2025 PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED ### 40 Strategic report Governance Financial statements Other information Principal Risk Description and Potential Impact Mitigation and Management Commentary Valuation Risk Uncertainty and distrust in relation to the valuation of Both the Investment Manager and the GPs of underlying Stable The risk that market instability private equity investments may lead investors to make funds value investments in accordance with industry This risk was increased in the 2023 Annual Report and leads to continuing uncertainty their own judgements based on incomplete information, standards and accounting regulations. All the valuations Accounts and remains at this heightened level as investors about private asset valuations which could result in a lack of confidence in the reliability of are audited annually. When the Company reports its wait for a return to a consistent flow of exits at a premium to based on comparisons HVPE’s published NAV. The low level of exits and liquidity monthly NAV, it discloses the date of the underlying carrying value. The Board believes that this risk will remain a with listed companies, events that has been seen recently reduces the ability to valuations to provide transparency to shareholders. focus until there is an increase in the level of exit activity and together with general market present public substantiation of valuation levels. therefore of external validation of valuation levels. scepticism about the likely The Audit and Risk Committee receives reports on the movement in valuations. Investment Manager’s control environment, including the processes relating to valuations. Balance Sheet Risks The Company’s balance sheet strategy and its policy for The size and term of the Company’s credit facility mitigates Stable Risks to the Company’s the use of leverage are described on page 28. The Company this risk. The Board has put a monitoring programme in The Distribution Pool is being funded by a proportion of the balance sheet resulting from continues to maintain an overcommitment strategy and place, supported by sophisticated and comprehensive cash realisations from the Company’s portfolio. This has its overcommitment strategy, may draw on its credit facility to bridge periods of negative cash flow modelling, which underpins the commitment resulted in adjustments being made to the financial models borrowing arrangements and cash flow when capital calls on investments are greater strategy and limits the likelihood of unexpected shocks. relating to the Company’s future commitments. policy for the use of leverage. than distributions received. The level of potential borrowing This programme mitigates the requirement to sell assets available under the credit facility could be negatively at a discount during any but the most extreme periods In previous years, strong NAV gains and distributions affected by declining NAV. In a stressed environment of negative cash flow. The monitoring programme also strengthened the balance sheet. The levels of distributions characterised by declining NAVs, reduced realisations, and considers the level of borrowing at HarbourVest fund level. received during the year under review remained low in rapid substantial capital calls, the Company’s net leverage Both the Board and the Investment Manager will continue comparison with previous years and with the modelled ratio could increase beyond an appropriate level, resulting to monitor these metrics actively and will take appropriate scenarios. As a result, cash flow was negatively affected in a need to sell assets. A reduction in the availability or use action as required, such as pausing further commitments, and there was increased use of the credit facility. However, of borrowing at the HarbourVest fund level, or accelerated to attempt to mitigate these risks. towards the end of the year there were positive signs of a repayment thereof, could result in an increase in capital recovery in the level of distributions. calls to a level in excess of the modelled scenarios. Please also see the Going Concern and Viability Statement on page 66 for information on the scenarios that are This risk was elevated in the 2024 Annual Report and considered by the Board. Accounts and the Board continues to consider this as a heightened risk for the Company. Popularity of the Listed Investor sentiment towards the Listed Private Equity sector Private equity has performed strongly as an asset class Increased risk Private Equity Sector may deteriorate, resulting in a widening of the Company’s over the years and the Company has demonstrated the Discounts within the sector remain wide and the market The risk that investor share price discount relative to its NAV per share. This may value of investing through the investment cycle and gaining commentary on the sector has focused on the level of exit sentiment towards the listed be because of perceptions of the position of the market exposure to a diverse range of markets. HVPE, together activity. The Board believes that market sentiment towards private equity sector as a in the private equity cycle, perceptions about the cost of with its peers, continues to advocate for the sector, to the sector should turn more positive once there is an increase whole may deteriorate. private equity investing, or due to investors making their increase investors’ familiarity with private equity and to in realisation events which validate valuations and support own judgements regarding current valuations. HVPE’s describe the advantages of the investment trust structure cash flow. discount is currently wider than its historical average and to provide access to illiquid assets through a liquid share. has remained so for a sustained period. Trading Liquidity HVPE’s relatively wide discount risks undermining The Board has made robust efforts to enhance its Increased risk and Price investor confidence and could erode levels of shareholder communications, to describe its strategy, to engage with HVPE’s discount remains high and persistent. The Board has The risk that the number of satisfaction. Despite the substantive efforts made by the its shareholders, and to listen and respond to the views continued to focus on measures to improve the rating of the shares traded in the Company Board to address this issue through its establishment of the expressed. The Distribution Pool has been established to shares and in January 2025 it announced an increase in the is insufficient to maintain Distribution Pool and active engagement with shareholders, address issues raised and there is regular and extensive allocation to the Distribution Pool, a simplified investment interest in the stock, or that some investors may remain unconvinced by its proposals. consideration of potential options to close the discount, structure going forward and a continuation vote in 2026. the discount of the share price including enhanced disclosure and transparency for The share price initially reacted positively to the measures, to the NAV per share fails shareholders. The Board continues to stress the long- although the discount has subsequently widened again due to to narrow. term nature of HVPE, the consistent performance and the uncertainty created by the US’s tariff policy. An increase in the benefits of its diversification strategy as it remains exits and distributions could help a recovery in the share price determined to satisfy its investment objective and purpose. in the future. HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 SUSTAINABLE INVESTING ### 41 41 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ## HVPE’s ## Approach ## to Sustainable ## Investing ## HVPE’s exposure to companies is through ## HarbourVest-managed funds, which invest indirectly ## in companies via structures such as co-investments, ## secondary transactions, or other funds managed by ## experienced General Partners (“GPs”). ### HVPE delegates the responsibility for sustainable investing to ### HarbourVest yet retains oversight through regular engagement ### with the Investment Manager to stay fully abreast of its activities. ### Read how HarbourVest takes sustainability and business conduct ### matters into consideration. HarbourVest Global Private Equity | Annual Report and Accounts 2025 SUSTAINABLE INVESTING CONTINUED ### 42 Strategic report Governance Financial statements Other information ### Our Sustainable Investing ## From our Investment Manager, programme pillars ## HarbourVest Partners ### HarbourVest strives to ensure the best for our clients, our people, and our global communities. In service ## of this mission, and in fulfillment of our fiduciary obligations, we continually evolve and strengthen our Performance Sustainable Investing programme. We are unwavering in our commitment to constantly improve the way Invest with a broader lens to ### that we invest responsibly. ### make well-informed decisions. ### Manage portfolio risk and We do so as stewards of our clients’ capital, In this report, we provide a summary of key HarbourVest has been a proud signatory to ### support value creation. | as we believe that our investing practices | takeaways from our sustainable investing | | the Principles for Responsible Investment | | --- | --- | --- | --- | | should reflect an evolving understanding | team including: | | (“PRI”) since 2013. The six Principles were | | and treatment of the real-world risks and | | – A review of our Sustainable Investing | developed by investors, for investors, and | | opportunities relevant to the assets that | | dataset and manager scorecard, including | signatories represent a majority of the | | we manage for our clients. | | the insights collected from over 38,000 | world’s professionally managed investments. | | | | portfolio company data points through the | As a signatory to the PRI, we typically have | | HarbourVest’s commitment to sustainable | | ESG Data Convergence Initiative (“EDCI”). | an annual requirement to report on our | | investing is based on a philosophy that | | – Our contribution to sustainable investing | responsible investment activities and our | ## Transparency | has served the Company and investors | industry stewardship and innovation. | latest Transparency Report is available on | | | --- | --- | --- | --- | | well for 40+ years: better data drives better | – Insights on sustainable investing gained | the PRI website. We are an advocate for | Report to stakeholders and | | outcomes. In pursuit of this objective, our | from interviews with HarbourVest’s | standardised disclosure frameworks for | | ### support industry standards. approach to creating sustainable outcomes Limited Partners. Sustainable Investing in private markets that ### is underpinned by three enduring pillars: promote harmonised and efficient methods Anticipate and comply with performance, transparency, and alignment. We were pleased to have our efforts for meaningful, consistent, and comparable ### sustainability-related regulation. | | recognised by New Private Markets with | data collection. | | --- | --- | --- | | We have built a robust oversight structure | their Limited Partner of the Year (ESG) award | | | that guides our Sustainable Investing | for 2024. | | programme. Our Sustainable Investing Council, which includes our CEO and Head Read more about our progress and current of Investments, provides oversight of our initiatives, including updates on artificial policy and programme, with critical inputs intelligence, natural capital, and our latest from our Sustainable Investing team, which Task Force on Climate-Related Financial ## Alignment works closely with our investment teams to Disclosures (“TCFD”) Report in our most ### Add value to our partnerships integrate sustainability and business conduct recent Annual Sustainable Investing Report. ### factors into our investment processes. Over and clients. the past year, we have made exciting strides Click to read more in our ### Annual Sustainable Investing Report Strive to be a responsible on data, reporting, and industry involvement, ### which expands on the strong foundation of corporate citizen. governance, resourcing, and processes that we have built over many years. HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 SUSTAINABLE INVESTING CONTINUED ### 43 43 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ## Sustainable Investing Data Insights HarbourVest has instituted robust sustainable investing due diligence procedures within each of our investment strategies to support sound investment decision-making and create compelling, risk-adjusted returns for our investors. A comprehensive sustainable investing review is incorporated as standard in investment committee materials across all strategies and typically includes our Manager Scorecard and RepRisk information. Manager Scorecard market standard; we set a deliberately high We use our proprietary scorecard to evaluate bar to give the more advanced managers Partnership Investment Reporting and a GP’s approach to sustainable investing. room to improve. management process transparency Evaluation criteria are aligned with industry standards and our assessment is generated We believe a GP’s sustainability-related policies, processes, and resources can Quality of sustainable by proprietary weightings, considering the Quality of reporting and be an indicator for fund excellence and investing policy and ability to Sophistication and GP’s policy, processes, and resources to incident monitoring. should be considered alongside other execute on commitments. mechanics behind manage financial environmental, social, and governance related risks and opportunities in investment indicators accordingly. Our processes for considering their investments, and their commitment to proprietary Manager Scorecard provides sustainability factors in Commitment to proactively transparent and regular portfolio reporting. The an overall rating for GPs based on an Commitments to areas investment decision-making and transparently engaging Manager Scorecard ranking methodology runs assessment formed by evaluating three such as climate change and portfolio engagement. with LPs on sustainable from 0.0 (lowest) to 4.0 (highest). A 4.0 ranking key scorecard indicators: and DEI. investing activities. represents a level of best practice that is not ### Summarising the data and metrics ### We compile our Scorecard data annually to assess GP rankings and identify trends. ### This year’s analysis draws from a dataset of 286 GPs as of October 2024. Like last year, ### we saw a continuation of moderate improvements across assessed metrics. Sustainable Investing Overall 2024 ## 42% 36% 17%5% <1.0 1.0-1.9 2.0-2.9 3.0-4.0 Overall score: Derived from Scorecard rankings on partnership management, investment process, and reporting and transparency. HarbourVest Global Private Equity | Annual Report and Accounts 2025 HarbourVest Global Private Equity | Annual Report and Accounts 2025 SUSTAINABLE INVESTING CONTINUED ### 44 Strategic report Governance Financial statements Other information ### High level observations regarding 2024’s scores include: – A tighter concentration of scores in the upper ranges indicates that most GPs have established sustainable investing processes, policies, and resourcing. – We continue to generally observe the most sophisticated practices from European GPs and those that are focused on the buyout market. – We observed more industry participation from GPs signing up to the PRI and the Initiative Climat International. We also noted an increase in capacity across GPs, with more organisations investing in a dedicated sustainable investing resource. Policy, process, and resourcing | 82% | 33% | 31% | | --- | --- | --- | | have an Sustainable | are PRI signatories | have dedicated sustainability | | Investing or Responsible | | resourcing | Investing policy Reporting and transparency | 28% | 27% | 35% | | --- | --- | --- | | track sustainability KPIs | have sustainable investing on | produce an annual | | | their LPAC agenda as standard | Sustainable Investing or | Responsible Investing report ### Climate change ## We have seen a significant increase in the number of GPs that 60% 16% 11% 13% have conducted climate risk analysis and carbon footprinting of their portfolios. This is consistent with our observation that more GPs have dedicated sustainability resourcing to learn about best practices in the industry and implement these efforts. However, this improvement reflects a smaller proportion of the overall GP landscape as climate change methodology and <1.0 1.0-1.9 2.0-2.9 3.0-4.0 guidance in private equity remains a nascent topic. Climate change score: Derived from Scorecard indicators on a manager’s commitment to developing a climate change strategy and implementation of a strategy in alignment with the recommendations of the Taskforce on Climate-related Financial Disclosures (“TCFD”). 2024 | 22% | 7% | 18% | | --- | --- | --- | | conduct carbon footprint | make TCFD-aligned disclosures | have conducted climate risk | | analysis of portfolios | | mapping of the portfolio | HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 SUSTAINABLE INVESTING CONTINUED ### 45 45 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ### DEI ## We continued to observe progress on diversity, equity, 20% 28% 36% 16% and inclusion (“DEI”) programmes among the GPs in our universe, particularly in the context of understanding workplace diversity and instituting recruitment initiatives to accelerate a diverse workplace. Of the three main outputs of our Scorecard, DEI remains the category with the most even distribution across scoring categories, <1.0 1.0-1.9 2.0-2.9 3.0-4.0 suggesting there are many GPs at each stage of the journey building a strong DEI programme. DEI score: Derived from Scorecard indicators on a manager’s senior investment team diversity, their approach to improving diverse recruitment and retention, advocacy, and their strategy with respect to diversity in the portfolios. 2024 | 61% | 72% | 24% | 72% | 28% | 17% | | --- | --- | --- | --- | --- | --- | | have a DEI/anti-harassment policy | monitor workplace diversity | conduct anti-bias/conscious | have recruitment initiatives in place | have thoughtful policies in place to | have mentorship programmes | | | | inclusion training | to drive DEI | improve retention | | | RepRisk is a global database that | Between 31 December 2023, and | RepRisk by the numbers (as of 31 December 2024) | | | --- | --- | --- | --- | | provides reputational risk ratings for GPs | 31 December 2024, we screened 255 | | | | and operating companies based on an | incidents through RepRisk and selectively | | | | assessment of a company’s environmental, | engaged with 38 GPs on reports we | 15,900 | 750+ | | social, and governance incident(s), which are | considered to be potentially material. These | | | | | | active companies tracked by HarbourVest | GPs tracked by HarbourVest | | weighted according to severity, frequency, | engagements have enhanced our dialogue | | | | and source. Risk categories include reporting | with GPs and allowed us to better understand | | | | on fraud, misleading communication, child | their risk management capabilities. | | | | | | 255+ | 38 | labour, occupational health and safety, and RepRisk incidents screened by HarbourVest GP engagements completed pollution or waste. between 31/12/23 – 31/12/24 between 31/12/23 – 31/12/24* Engagements reflect only the number of competed engagements between 31/12/2023 and 31/12/2024 and do HarbourVest Global Private Equity | Annual Report and Accounts 2025 not include engagements that were initiated or proposed but are still outstanding as of 31/12/2024. SUSTAINABLE INVESTING CONTINUED ### 46 Strategic report Governance Financial statements Other information | | The number of our EDCI GP members rose from | | Natural Capital | | --- | --- | --- | --- | | Industry Stewardship | | Emerging Trends | | | | 240 to 320 year-over-year, the number of GP | | As we contemplate the relationship between | | We believe it is important that we use our | | We continuously collaborate with our GPs | | | | respondents nearly tripled, and the number of | | our investments and nature, the Taskforce on | | influence to support the development of | | to understand new sustainability risks and | | | | companies in our EDCI dataset increased from | | Nature-related Financial Disclosures (“TNFD”) | | sustainability-related industry standards | | opportunities they are contemplating in their | | | | 851 to 2,115. We remain committed to the EDCI | | guides us to consider two angles: | | because a consistent approach to best | | investment processes and participate in | | and will continue to encourage our GPs to support practice, regulation, and data collection will collaborative investor initiatives to learn about | | the initiative, collect standardised KPIs across | | 1. An investment’s reliance on nature-related | | | --- | --- | --- | --- | --- | | streamline individual firm efforts and enhance | | new research, thinking, and developments. | | | | | portfolio companies, and report the data to the | | | systems to support its operations, where | | data availability and comparability in private | | Below, we highlight two recurring threads that | | | | | EDCI and their investors. | | | the loss of biodiversity may materially | | markets. We meet with peers and engage with | | we have identified through these discussions: | | | impact a business’ ability to function best practice sharing forums and standard | | Private Markets Decarbonisation | | | without disruption. | | --- | --- | --- | --- | --- | | setters, such as the PRI, the Initiative Climat | | Responsible Investment in AI | | | | | Roadmap (“PMDR”) | | 2. An investment’s impact on nature, where | | | International (“iCI”), the Private Equity CEO | | As investors, artificial intelligence (“AI”) and | | | | | We have also been engaging with GPs | | | it may negatively or positively affect | | Taskforce of the Sustainable Markets Initiative, | | generative AI (“GenAI”) represent exciting | | | | | regarding awareness and adoption of the | | | biodiversity. | | and trade association memberships such | | areas of opportunity, but also a unique set of | | | PMDR, an initiative launched in 2023 by the | as Invest Europe, BVCA, and the American | | risks for responsible investors — risks that cut | | | --- | --- | --- | --- | | | iCI with the support of Bain & Company. The | | In 2024, we onboarded Altitude, a climate and | | Investment Council, in support of these efforts. | | across the very concepts of privacy, individual | | | | PMDR provides a common language for GPs to | | biodiversity assessment software that utilises | | Below we highlight key updates from our | | protection, discrimination, and misinformation, | | | | assess and communicate progress of assets | | geospatial and sector inputs to analyse the | | industry involvement in 2024. | | to name a few. This is a rapidly evolving | | | | on their decarbonisation journey. By gathering | | risks and opportunities associated with an | and complex space and GPs that are being industry traction behind a common framework, asset. We have started utilising this software ESG Data Convergence Initiative (“EDCI”) thoughtful about this are asking how they the objective is to gain insight on portfolio to assess the nature-related risks of our HarbourVest has recently been encouraging its can realise and harness the full potential of alignment with the low carbon transition and infrastructure and real assets holdings. GPs to support the EDCI, collect standardised recent innovations while also putting in place to support effective progress. HarbourVest KPIs across their portfolio companies, and guardrails to protect against risks. was a co-developer of the framework through Furthermore, our Sustainable Investing team report the data to the EDCI and their investors. | | our engagement roles in the iCI and the CEO | | is involved in two nature-related working | | --- | --- | --- | --- | | During each of the past two years, we have | | In July 2024 we held an internal training | | | | Taskforce of the Sustainable Markets Initiative. | | groups formed by the iCI and the Private | | leveraged support of the EDCI as an LP member | | session to help arm our investment teams | | Equity Task Force of the Sustainable Markets | to request ESG metrics at the asset/portfolio | | with industry best practices and to better | | | --- | --- | --- | --- | | | As part of our annual EDCI data collection, | | Initiative (“PESMIT”). In both instances, we are | | company level from our GPs. This initiative has | | our understanding of some key issues, led by | | | | we used the opportunity to raise awareness | | contributing alongside other General Partners | | made a significant difference as comparable, | | HarbourVest’s Sustainable Investing team with | | | | among our GP base about the PMDR and were | | to develop educational tools and methodology | | consistent ESG metrics were previously | | GP and industry panellists. Topics included | | | | pleased by the level of traction we achieved. | | that will support GPs and LPs in developing an | | unavailable in the private equity industry. | | the application of environmental, social, and | | | | We contacted 201 GPs with our ESG data | | approach to managing natural capital within | governance analyses to AI investments with a request, leading to more than 40 engagement their investment portfolios. In 2024, we initiated our second annual EDCI- particular focus on social risks and examples calls between June and September 2024 to aligned data collection process. We reached out to of current market practices. discuss the PMDR framework with GPs, and the EDCI-member GPs we actively invest with, as we are advocating for a standard data sharing well as the top GP exposures across our platform template through its role with the iCI. and the lead sponsors of co-investment, credit, and infrastructure transactions. This led to a significant increase in scope. HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 SUSTAINABLE INVESTING CONTINUED ### 47 47 | | | | Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information | | --- | --- | --- | --- | | More sustainable investing in practice | Carbon emissions strategy | | | | | HarbourVest continues to annually | Through ClimeCo, we provided funding | | | What we are hearing from investors | measure, reduce, and compensate for our | to an independently verified project | | | In late 2024, HarbourVest conducted a series of confidential interviews with over 20 LPs across the | firm’s operational emissions through the | operating local to our headquarters in | | | globe to glean insights into their key priorities and perspectives on current sustainable investing | purchase of carbon offsets. In 2024, we | Massachusetts: the Greater New Bedford | | | topics. Here are a few examples of what we heard: | partnered with ClimeCo to offset our 2023 | LFG Utilization Project. HVPE has also | | | | operational emissions resulting primarily | invested in this project through the | | | On top sustainable investing priorities | from purchased electricity, waste, and | purchase of carbon offsets. | | business travel. Climate Engagement Climate change remains the clear Understanding how to replicate the power frontrunner thematically. As we head into of public markets engagement in private the second half of the decade, LPs are markets. GPs can expect to see more transitioning from asking for to expecting requests for case studies that demonstrate quality emissions data reporting in private how they are effecting change at portfolio markets. There is a growing focus on companies on topics of importance to understanding how GPs are identifying LPs — particularly around decarbonisation, physical climate risks within their portfolios Diversity, Equity and Inclusion (“DEI”) and and the subsequent resiliency or adaptation good governance. plans that GPs have instituted to preserve value due to climate-driven loss. Human Rights Ensuring that human rights and workers’ rights are protected and respected. This becomes particularly challenging to manage in sectors with complex supply chains and where there is less regulatory pressure on corporate disclosure of information. On AI On decarbonisation LPs noted that their investment teams receive regular pitches from GPs that discuss the vast investment opportunity set that AI presents — but that there is often little mention of societal ### In the context of decarbonisation, and environmental considerations such as privacy rights, misinformation, and the energy ### our primary approach is to engage and water demands to power the technology. ### with companies and managers ### rather than divest. The investment On regulation ### upside exists in the transition Like many GPs, most LPs are also global investors. The divergence of sustainability- ### from brown to green and we don’t related regulation across different regions ### want to miss that by divesting our creates challenges for LPs in terms of ### portfolio of brown assets.” what data they can expect to have access to, depending on where GPs and portfolio HarbourVest Global Private Equity | Annual Report and Accounts 2025 companies are located. MANAGER SPOTLIGHT ### 48 Strategic report Governance Financial statements Other information ## Manager ## 1 ## Spotlight ## Top ten managers across all strategies at 31 January 2025 ## held within HVPE’s underlying portfolio. ### Primary Investments ### – Commitments to newly-formed funds being raised by ### experienced managers. ### – Access to leading private equity funds. ### – Comprehensive foundation of a private equity programme. ### – Potential driver of long-term performance. ### Secondary Investments ### – Purchases of private equity assets in existing funds or ### portfolios of direct investments. ### – Attractive pricing opportunities. ### – Diversification across prior vintage years. ### – Potential for J-curve mitigation (positive returns may be ### achieved more rapidly). 1 The strategy shown in bold in each of the spotlights denotes the dominant strategy exposure for each HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 manager. Explanations of each strategy are shown above. MANAGER SPOTLIGHT CONTINUED ### 49 49 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ## US Growth-Stage Venture & Growth ## Software & Internet Equity in Disruptive ## Investments Tech (US & Europe) ### Strategy: Primary | Stage: Venture & Growth Equity ### Strategy: Primary, Secondary | Stage: Venture & Growth Equity Description Description Investment value at 31 January 2025 Investment value at 31 January 2025 Venture and growth equity investment Growth stage investments primarily in the US, primarily in Europe and the US, with a focus with a focus on the software, software-enabled ## $111.4m ## $139.7m on disruptive technology and innovative services, and internet sectors. The manager business models in the fintech, enterprise 2024: $93.0m leverages its deep in-house sourcing and 2024: $126.5m software, online marketplaces, and gaming/ operating resources to execute on its growth entertainment sectors. The manager has a % of Investment Portfolio at 31 January 2025 strategy, which has resulted in consistent % of Investment Portfolio at 31 January 2025 strong investment track record; its portfolio strong performance across fund cycles. companies include Adyen, Datadog, Roblox, ## 2.5% ## 3.2% Robinhood, Farfetch, and Revolut. 2024: 2.3% 2024: 3.1% ## Tech Venture US Mid-Market ## Investment in China Buyouts in Software ## & Technology ### Strategy: Primary, Secondary | Stage: Venture & Growth Equity ### Strategy: Primary, Secondary | Stage: Buyout Description Investment value at 31 January 2025 Description Investment value at 31 January 2025 Venture investment into companies located Primarily buyout investment in mid-market in China, with a focus on technology-enabled companies located in the US, with a focus ## $139.2m ## consumer, enterprise solutions, and artificial $96.5m on the software and technology sectors. intelligence sectors. The manager has a 2024: $139.2m The manager has a demonstrated capability 2024: $91.2m strong and consistent investment track in unlocking value through various transaction record, evidenced by its funding of Pinduoduo % of Investment Portfolio at 31 January 2025 types with deep expertise from its focused % of Investment Portfolio at 31 January 2025 and Yuanfudao. sector approach. ## 3.2% ## 2.2% 2024: 3.4% 2024: 2.2% HarbourVest Global Private Equity | Annual Report and Accounts 2025 MANAGER SPOTLIGHT CONTINUED ### 50 Strategic report Governance Financial statements Other information ## Buyout & Large-Scale Multi-Stage Tech ## Investments in North Investments in US, | America & Europe | | Europe & Israel | | | --- | --- | --- | --- | | Strategy: Primary, Secondary \| Stage: Buyout | | Strategy: Primary \| Stage: Venture & Growth Equity | | | Description | | Description | | | | Investment value at 31 January 2025 | | Investment value at 31 January 2025 | | Buyout stage and large-scale investments | | Multi-stage investments into technology | | | primarily across North America and Europe. | | businesses based in the US (and to a | | | | $71.7m | | $53.0m | | The manager invests across a broad range | | lesser extent in Europe and Israel) with | | | of industries, including software, financial | 2024: $68.0m | an emphasis on application software, | 2024: $54.0m | | services, business services, healthcare, | | IT infrastructure, consumer internet/ | | | internet & media, industrials, and consumer. | | mobile, and tech-enabled services. | | | | % of Investment Portfolio at 31 January 2025 | | % of Investment Portfolio at 31 January 2025 | The manager’s portfolio is diversified by stage, investing in seed, early, growth, ## 1.6% 1.2% and buyout opportunities. 2024: 1.7% 2024: 1.3% ## High-Growth ## Rapidly growing US ## Tech Investments ## mid-market ## in the US ## investments | Strategy: Primary \| Stage: Venture & Growth Equity | | Strategy: Primary, Secondary \| Stage: Buyout | | | --- | --- | --- | --- | | Description | | Description | | | | Investment value at 31 January 2025 | | Investment value at 31 January 2025 | | Early and later stage high-growth | | Mid-market buyout investments, primarily | | | investments primarily in US-based | | in the US, with a focus on finding rapidly | | | | $60.5m | | $50.4m | | technology companies in the consumer, | | growing profitable companies that | | | enterprise, and fintech sectors. The | 2024: $52.7m | are market leaders in the technology, | 2024: $46.0m | | manager leverages its extensive operating | | healthcare, financial services, consumer, | | | resources to drive accelerated growth at | | and business services sectors. The | | | | % of Investment Portfolio at 31 January 2025 | | % of Investment Portfolio at 31 January 2025 | | portfolio companies and actively develop | | Manager has decades of experience | | | its strategic networks. | | executing a consistent strategy and has | | | | 1.4% | | 1.2% | built a differentiated origination and value 2024: 1.3% 2024: 1.1% creation platform to continue to drive performance at scale. HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 MANAGER SPOTLIGHT CONTINUED ### 51 51 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ## Early-Stage Tech ## Investments ## in the US ### Strategy: Primary, Secondary  | Stage: Venture & Growth Equity Description Investment value at 31 January 2025 Venture investments in early-stage technology companies, primarily in enterprise businesses ## $50.3m as well as consumer, fintech, hardtech, and health companies. The team primarily operates 2024: $41.3m out of one office in Menlo Park with most deals based in California. Given its long history % of Investment Portfolio at 31 January 2025 of investing, Kleiner Perkins has developed a strong reputation, allowing it to gain access to ## 1.2% some of today’s leading technology companies 2024: 1.0% at their earliest stages of development. ## Highly diversified ## European buyouts ### Strategy: Primary, Secondary  | Stage: Buyout Description Investment value at 31 January 2025 Primarily European buyout investments, with a flexible approach to portfolio construction. ## $48.4m The team builds portfolios that are highly diversified by investment size and sector. 2024: $ 47.1m The manager has delivered consistently strong performance across multiple fund % of Investment Portfolio at 31 January 2025 cycles and continues to differentiate itself amongst its large buyout peer group through ## 1.1% the breadth of its local office network across 2024: 1.2% Europe and scale of its global presence. HarbourVest Global Private Equity | Annual Report and Accounts 2025 TOP TEN DISCLOSABLE COMPANIES ### 52 Strategic report Governance Financial statements Other information ## Top ten ## disclosable ## companies 1 ## HVPE’s top ten disclosable portfolio companies at 31 January 2025. 1 Some holdings cannot be disclosed due to confidentiality agreements in place. HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 HarbourVest Global Private Equity | Annual Report and Accounts 2025 2 Denotes that company is held at least in part in a HarbourVest direct fund. TOP TEN DISCLOSABLE COMPANIES CONTINUED ### 53 53 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ## 01 ### Stage: Venture/Growth | Location: Singapore ### Business nature: Fast fashion e-commerce Global online retailer of fashion apparels and home supplies The company’s online store offers affordable products like clothing, shoes, jewellery, and other accessories to make fashion accessible to all. The company uses on-demand manufacturing technology to connect suppliers to an agile supply chain, reducing inventory waste and enabling customers to purchase products and get them delivered across the world. HarbourVest has a strong relationship with IDG China after completing several continuation funds with them. HarbourVest acquired a stake in Shein through a GP-led continuation fund in 2020 at a valuation of $3 billion. The company benefitted from the COVID-19 lockdown where most consumer spending shifted towards e-commerce platforms (given the closure of most brick-and-mortar retail globally). Revenue has grown significantly since HarbourVest’s initial investment and the company recently completed two acquisitions (Forever 21 and Misguided). The company is currently held at a valuation of $65 billion as of Q4 2024. However, the recent imposition of tariffs by the US government on goods manufactured and imported from China is expected to challenge the future growth of the company and its valuation. Investment Value at 31 January 2025 ## $94.3m % of Investment Portfolio at 31 January 2025 ## 2.2% HarbourVest Global Private Equity | Annual Report and Accounts 2025 TOP TEN DISCLOSABLE COMPANIES CONTINUED ### 54 Strategic report Governance Financial statements Other information ## 02 ### Stage: Venture/Growth | Location: United States ### Business nature: Cybersecurity company Developer of a cloud security platform designed to help businesses to secure their cloud infrastructure at scale Wiz is a cybersecurity company offering invest in a differentiated market player within a cloud native application protection, as well as large, fast-growing market alongside a credible a variety of additional security products that lead investor. At the time of diligence, the allow enterprises to secure their cloud footprint company exhibited an exceptional financial across various clouds and architectures. profile, yielding triple digit top-line growth The Investment Manager believes that this at scale. investment represented an opportunity to Investment Value at 31 January 2025 % of Investment Portfolio at 31 January 2025 ## ² ## $38.7m 0.9% ## 03 ### Stage: Infrastructure | Location: Australia | Business nature: Global logistics and supply chain company Operates marine terminal and provides cargo handling services Investment Value at 31 January 2025 % of Investment Portfolio at 31 January 2025 and container terminals throughout Australia | DP World Australia (“DPWA”) is the leading | HarbourVest was able to access the | | | | --- | --- | --- | --- | | | | $28.7m | 0.7% | | Australian container port operator with a | investment via a continuation vehicle in which | | | | presence in all of Australia’s major ports, | the GPs existing LPs were seeking liquidity, | | | | including Brisbane, Sydney, Melbourne, and | while the GP sought to retain control over the | | | | Fremantle. DPWA operates in an oligopoly | investment given its strong position in the | | | | market structure, with three to four competitors, | market, as well as the thesis for continued | | | | with the backing of a best-in-class operator | growth in valuation and the prospect for | | | | in DP world. DPWA is the largest stevedore in | attractive, recurring, long-term cash yield. | | | Australia, with a 50% market share at the time of underwriting. HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 Click to read more about Portfolio Diversification TOP TEN DISCLOSABLE COMPANIES CONTINUED ### 55 55 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ## 04 ### Stage: Buyout | Location: Netherlands | Business nature: Dutch discount retail chain Leading European discount general merchandise retailer | | | Investment Value at 31 January 2025 | | % of Investment Portfolio at 31 January 2025 | | --- | --- | --- | --- | --- | | HarbourVest invested in European discount | merchandise to drive recurring customer | | | | | retailer Action Nederland alongside 3i. The | traffic and create a “treasure hunt” dynamic. | | ² | | | | | $28.2m | | 0.6% | company operates more than 2,200 stores | across ten European countries, offering | The Investment Manager believes this is | | --- | --- | | approximately 6,000 unique items across | a compelling opportunity to invest in a | | a range of general merchandise categories | consistently well-performing, calibrated | | including household items, decoration, DIY, | asset, which has good whitespace potential. | personal care, toys, and food and drink. The company uses everyday low prices and a constantly rotating assortment of ## 05 ### Stage: Buyout | Location: United States | Business nature: Finance firm Specialty municipal finance company Preston Hollow Capital is a specialty municipal having significantly grown its investment book finance merchant bank focused on niche and generated distributable proceeds. underwriting and opportunistic investing. HarbourVest co-invested with Stone Point The Investment Manager likes the investment as Capital, a finance-focused GP with deep the company has an impressive management experience in the credit underwriting arena. team track record and operates within a large Since the initial investment, Preston Hollow municipal bond market which presents various Capital has demonstrated strong performance, business opportunities. Investment Value at 31 January 2025 % of Investment Portfolio at 31 January 2025 ## ² ## HarbourVest Global Private Equity | Annual Report and Accounts 2025 $26.5m 0.6% TOP TEN DISCLOSABLE COMPANIES CONTINUED ### 56 Strategic report Governance Financial statements Other information ## 06 ### Stage: Buyout | Location: United Kingdom ### Business nature: Global ice cream and frozen desserts company A European ice cream and frozen food manufacturer | Froneri is the second largest ice cream | The company has a diversified branded | | --- | --- | | business in Europe and third largest globally | portfolio which is balanced between global | | with leading positions in 20 countries. The | and local ice cream brands and confectionery | | company offers the full suite of ice cream | licences (including Oreo, Milka, Cadbury | | products, from dairy to water ice, sorbet and | and Smarties). | organic ice cream and from tubs to sticks to cones, providing a one-stop shop for all customers looking for ice cream products. Investment Value at 31 January 2025 % of Investment Portfolio at 31 January 2025 ## $25.9m 0.6% ## 07 ### Stage: Venture/Growth | Location: United States ### Business nature: Data and AI company Offers a cloud platform that helps organisations to turn data into value Databricks provides a cloud-based big data This “data lakehouse” is an open format Investment Value at 31 January 2025 % of Investment Portfolio at 31 January 2025 platform centred around a “lakehouse” metadata and governance layer that ## ² | architecture, which is designed to manage | integrates with enterprise’s data sources | | | | --- | --- | --- | --- | | | | $23.5m | 0.5% | | both structured and unstructured data to help | enabling ETL (extract, transform, load) from | | | | enterprises build, scale, and govern analytics | which an enterprise can conduct business | | | | and AI applications. | analytics, reports, data science, and machine | | | learning. The company serves Fortune 2000 enterprises, including more than 60% of Fortune 500 companies. HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 Click to read more about Portfolio Diversification TOP TEN DISCLOSABLE COMPANIES CONTINUED ### 57 57 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ## 08 ### Stage: Venture/Growth | Location: United Kingdom ### Business nature: Digital banking and financial services Developer of a foreign exchange and money transferring application designed to promote financial cohesion across the communities in which they operate The company’s platform compares live exchange rates for multiple currencies, makes transfers directly to other bank accounts, tracks and optimises monthly expenses, and assists in buying and selling cryptocurrencies, enabling users to improve their financial health, giving more control, and connecting people across the world. Investment Value at 31 January 2025 ## $22.7m % of Investment Portfolio at 31 January 2025 ## 0.5% HarbourVest Global Private Equity | Annual Report and Accounts 2025 TOP TEN DISCLOSABLE COMPANIES CONTINUED TOP TEN DIRECT COMPANIES CONTINUED ### 58 Strategic report Governance Financial statements Other information ## 09 ### Stage: Buyout | Location: United Kingdom ### Business nature: Manufacturer and supplier of kitchens and joinery products UK-based B2B insurance distributor | | | Investment Value at 31 January 2025 | | % of Investment Portfolio at 31 January 2025 | | --- | --- | --- | --- | --- | | Howden is a UK-based speciality commercial | The Investment Manager likes the investment | | | | | insurance broker and underwriting agency. The | as Howden is a calibrated asset with a | | ² | | | | | $20.2m | | 0.5% | | company serves an international client base and | demonstrated track record of organic growth | | | | | has a differentiated position as one of the top | and strong competitive positioning in a resilient | | | | | brokers internationally and within the Lloyd’s of | sector. Furthermore, Howden is well positioned | | | | | London market. Founded in 1994, Howden is | to benefit from continued consolidation | | | | | the largest European headquartered insurance | in the insurance brokerage market, having | | | | | intermediary, operating across more than 250 | demonstrated a strong track record of M&A. | | | | offices in 45 countries managing approximately $30 billion of gross written premiums. Click to read more about Portfolio Diversification ## 10 ### Stage: Buyout | Location: United States ### Business nature: Compliance and archiving solutions provider Communications intelligence platform used by regulated organisations Investment Value at 31 January 2025 % of Investment Portfolio at 31 January 2025 to capture, archive and supervise data | The company provides a differentiated suite of | HarbourVest invested in Smarsh through a GP- | | | | --- | --- | --- | --- | | | | $19.8m | 0.5% | | capabilities to capture, archive, and store data | led continuation fund in 2022. The Investment | | | | from multiple non-email systems including | Manager believes Smarsh is a differentiated | | | | data transmitted via video-conferencing | category leader in the information archiving | | | | software and text or WhatsApp facilitated | space that is well positioned to take advantage | | | | communications. Smarsh’s revenue and | of strong industry tailwinds from acceleration | | | | EBITDA grew at double digits in 2024 partially | of e-communications volume and broader | | | | reflecting the contribution of eight acquisitions | adoption of new, content-rich communication | | | | (since 2016), which added to the strong organic | platforms. | | | growth profile of the business. HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 HarbourVest Global Private Equity | Annual Report and Accounts 2025 INSIDE THIS SECTION ### 59 59 Your Board is dedicated to Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ## Directors’ report ## observing the best standards of Read more on page 62 ## corporate governance within the ## investment company sector.” Ed Warner ## Board structure Chair, HVPE ## and committees Read more on page 68 ## Management ## Engagement and ## Service Provider ## Committee Read more on page 72 ## HarbourVest Global Private Equity | Annual Report and Accounts 2025 Governance BOARD OF DIRECTORS ### 60 Strategic report Committee Key  Audit and Risk    Inside Information Committee    Management Engagement and Service Provider Committee    Nomination Committee    Remuneration Committee C Chair of Committee Governance Financial statements Other information ## Our Senior ## Leadership ## Team The HVPE Board are fully independent and are responsible for the oversight of the Company. The Board is comprised of experienced professionals with a diverse range of unique skills gained from Edmond (“Ed”) Francesca their financial services careers. Warner Barnes Job Title Chair, Independent Non-Executive Director, Senior Independent Non-Executive Director, Appointed August 2019 April 2017 Key skills – Leadership skills – Extensive private equity investment experience – Investment strategist – Over ten years’ governance experience on public and private – Extensive financial services experience company boards – Risk management experience Biography Ed Warner has extensive financial services experience from years Francesca Barnes is a Non-Executive Director of NatWest Holdings spent in senior positions at several investment banks and financial Limited, and a number of NatWest Group’s other ring-fenced bank institutions, including IFX Group, Old Mutual Plc, NatWest Markets, boards, as well as Capvis private equity. She was on the board of Coutts and Dresdner Kleinwort Benson. He has considerable Plc experience & Co, and chair of the Audit and Risk committees until 2021. She is a and has chaired the boards at a range of prominent organisations. member of the University of Southampton Council and has been Chair of He is also currently independent chair of the online derivatives Trustees for Penny Brohn UK and Chair of Governors for two secondary exchange LMAX, and of FGEN (formerly JLEN), a listed environmental schools. Francesca spent 16 years at UBS AG. For the latter seven of infrastructure investment fund. these she served as Global Head of Private Equity, following on from senior positions in restructuring and loan portfolio management. Prior Prior chair roles include Air Partner Plc, the BlackRock Energy and to this, she spent 11 years with Chase Manhattan UK and US, in roles Resources Income Trust, Grant Thornton UK LLP, Standard Life Private spanning commodity finance, financial institutions, and private equity. Equity Trust, and Panmure Gordon & Co. Committees C C C HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 BOARD OF DIRECTORS CONTINUED ### 61 61 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information Committee Key  Audit and Risk    Inside Information Committee    Management Engagement and Service Provider Committee    Nomination Committee    Remuneration Committee C Chair of Committee Elizabeth (“Libby”) Anulika Malomo Steven Burne (formerly Ajufo) Wilderspin Job Title Independent Non-Executive Director, Independent Non-Executive Director, Independent Non-Executive Director, Appointed March 2021 May 2022 May 2018 Key skills – Chartered certified accountant – Extensive private equity investment experience – Chartered accountant, qualified in audit – Extensive audit and risk management experience – Experience in investment strategy development and execution – Extensive governance experience on public and – 25 years’ experience of working with Guernsey regulated, listed, – Strong background in ESG private company boards and closed-ended investment structures Biography Libby Burne has spent her career working within the financial services Anulika advises on impact investments across EMEA. She is also Steven Wilderspin has more than 20 years’ experience as a Non- sector. She is a Non-Executive Director of Bluefield Solar Income Fund an independent Non-Executive director at Mid Wynd International Executive Director on the boards of private structures and listed Limited (FTSE 250) as well as a number of unlisted venture capital, Investment Trust PLC. She is the Founder of the Sequoia Platform, investment companies. private equity, real estate and insurance structures. Prior to becoming a leading educational not for profit focused on social mobility in the a Non-Executive Director, Libby was an audit director at PwC in the United Kingdom. She was the Chair of the Board of Governors at Steven has provided independent directorship services since 2007. Channel Islands and, previously, PwC Australia. Libby is a Fellow of University of East London until Q4 2022. He has served on a number of private equity, property, and hedge fund the Association of Chartered Certified Accountants, holds a degree in boards as well as commercial companies. Steven currently serves as Applied Accounting, and is a Guernsey resident, as such bringing recent Anulika has extensive investment experience and believes in investing the Chairman of the audit and risk committee of GCP Infrastructure and relevant financial and sector experience. for good. Having worked at some of the leading financial institutions, Investments Limited, and non-executive director of Phoenix Spree Lehman Brothers and Goldman Sachs in investment banking, and in Deutschland Ltd. Steven previously Chaired Blackstone Loan Financing private equity with The Carlyle Group and Soros Fund, Anulika has Limited and served on the Board of 3i Infrastructure Plc, where he developed an impressive investment track record. She has led the was Chairman of the audit and risk committee. From 2001 until development of greenfield impact investment structures in emerging 2007, Steven was a Director of fund administrator Maples Finance markets and developed inclusive investment strategies for development Jersey Limited, where he was responsible for fund and securitisation finance institutions (“DFIs”), corporations, and foundations. structures. He originally qualified with PwC in London. Steven has recent and relevant financial and sector experience. Committees C C HarbourVest Global Private Equity | Annual Report and Accounts 2025 DIRECTORS’ REPORT ### 62 Strategic report In addition, the Company may, on an opportunistic basis, make investments (generally at the same time and on substantially the same terms) alongside HarbourVest funds (“Co-investments”) and in ## Annual Report and closed-ended listed private equity funds not managed by HarbourVest (“Third-Party Funds”). Co- investments made by the Company may, inter alia, include investments in transactions structured by other HarbourVest vehicles including, but not limited to, commitments to private market funds or operating companies in which other HarbourVest funds have invested. ## Audited Consolidated Governance Financial statements Other information Cash at any time not held in such longer-term investments will, pending such investment, be held in cash, cash equivalents, money market instruments, government securities, asset-backed securities, and other investment-grade securities and interests in any private equity vehicle that is ## Financial Statements listed or traded on any securities exchange (“Temporary Investments”). The Directors present their report and the Audited Consolidated Financial The Company uses an over-commitment strategy in order to remain as fully invested as possible. To achieve this objective, the Company has undrawn capital commitments to HarbourVest funds ### Statements (the “Financial Statements” or “Accounts”) for the year ended and Co-investments which exceed its liquid funding resources but uses its best endeavours to ### 31 January 2025. maintain capital resources which, together with anticipated cash flows, will be sufficient to enable the Company to satisfy such commitments as they are called. The Strategic Report starts with the Chair’s Statement on pages 8 to 10, and describes HVPE’s principal activities, its principal risks and uncertainties, the important events that occurred during Diversification and Investment Guidelines the financial year and those that happened after the year-end. The Strategic Report also sets The Company will, by investing in a range of HarbourVest funds, Co-investments, and Third-Party out how HVPE’s performance, as shown in the Financial Statements, was influenced by HVPE’s Funds, seek to achieve portfolio diversification in terms of: activities and the year’s events, as well as indicating HVPE’s likely future development. – geography: providing exposure to assets in the US, Europe, Asia, and other markets; Corporate Summary – stage of investment: providing exposure to investments at different stages of development such The Company is a closed-ended investment company incorporated in Guernsey on 18 October as early stage, balanced and late stage venture capital, small and middle-market businesses or 2007 with an unlimited life. The Company currently has one class of shares (the “Ordinary Shares”), projects, large capitalisation investments, mezzanine investments, and special situations such and these shares are admitted to trading on the Main Market of the London Stock Exchange. as restructuring of funds or distressed debt; – strategy: providing exposure to primary, secondary, and direct co-investment strategies; With effect from 10 December 2018, the Company introduced an additional US dollar market – vintage year: providing exposure to investments made across many years; and quotation which operates alongside the Company’s existing sterling quotation, allowing shares – industry: with investments exposed, directly or indirectly, to a large number of different to be traded in either currency. companies across a broad array of industries. Investment Objective and Investment Policy In addition, the Company will observe the following investment restrictions: The Company’s investment objective is to generate superior shareholder returns through long-term capital appreciation by investing primarily in a diversified portfolio of private equity – With the exception, at any time, of not more than one HarbourVest fund or Co-investment investments. The Company may also make investments in private market assets other than to which up to 40% of the Company’s Gross Assets (see page 107 for the definition) may be private equity where it identifies attractive opportunities. committed or in which up to 40% of the Company’s Gross Assets may be invested, no more than 20% of the Company’s Gross Assets will be invested in or committed at any time to a The Company seeks to achieve its investment objective primarily by investing in investment funds single HarbourVest fund or Co-investment. managed by HarbourVest, which invests in or alongside third-party managed investment funds – No more than 10% of the Company’s Gross Assets will be invested (in aggregate) in Third- (“HarbourVest funds”). HarbourVest funds are broadly of three types: (i) “Primary HarbourVest Party Funds. funds”, which make limited partner commitments to underlying private market funds prior to final – The Investment Manager will use its reasonable endeavours to ensure that no more closing; (ii) “Secondary HarbourVest funds”, which make purchases of private market assets by than 20% of the Company’s Gross Assets, at the time of making the commitment, will be acquiring positions in existing private market funds or by acquiring portfolios of investments committed to or invested in, directly or indirectly, whether by way of a Co-investment or made by such private market funds; and (iii) “Direct HarbourVest funds”, which invest into through a HarbourVest fund, (a) any single ultimate underlying investment, or (b) one or more operating companies, projects, or assets alongside other investors. collective investment undertakings which may each invest more than 20% of the Company’s Gross Assets in other collective investment undertakings (ignoring, for these purposes, HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 appreciations, and depreciations in the value of assets, fluctuations in exchange rates, and other circumstances affecting every holder of the relevant asset). DIRECTORS' REPORT CONTINUED - Any commitment to a single Co-investment which exceeds 5% of the Company's NAV (calculated at the time of making such commitment) shall require prior Board approval; provided however that no commitment shall be made to any single Co-investment which, at the time of making such commitment, represents more than 10% (or, in the case of a Co-investment that is an investment into an entity which is not itself a collective investment undertaking (a "Direct Investment"), 5%) of the aggregate of: (a) the Company's NAV at the time of the commitment; and (b) undrawn amounts available to the Company under any credit facilities. - The Company will not, without the prior approval of the Board, acquire any interest in any HarbourVest fund from a third party in a secondary transaction for a purchase price that: (i) exceeds 5% of the Company's NAV; or (ii) is greater than 100% of the most recently reported NAV of such interest (adjusted for contributions made to and distributions made by such HarbourVest fund since such date). Save for cash awaiting investment which may be invested in Temporary Investments, the Company will invest only in HarbourVest funds (either by subscribing for an interest during the initial offering period of the relevant fund or by acquiring such an interest in a secondary transaction), in Co-investments or in Third-party Funds. # Company's Right to Invest in HarbourVest funds Pursuant to contractual arrangements with HarbourVest, the Company has the right to invest in each new HarbourVest fund, subject to the following conditions: - Unless the Board agrees otherwise, no capital commitment to any HarbourVest fund may, at the time of making the commitment, represent more than 35% or less than 5% of the aggregate total capital commitments to such HarbourVest fund from all its investors. - Unless HarbourVest agrees otherwise, the Company shall not have a right to make an investment in, or a commitment to, any HarbourVest fund to which ten or fewer investors (investors who are associates being treated as one investor for these purposes) make commitments. # Leverage The Company does not intend to have on its balance sheet aggregate leverage outstanding at Company level for investment purposes at any time in excess of 20% of the Company's NAV. The Company may use additional borrowings for cash management purposes, or in the event of a material downturn. These borrowings could be for extended periods of time depending on market conditions. # Principal Risks and Uncertainties The principal risks the Board has identified are disclosed on pages 39 to 40 of the Strategic Report. # Results and Dividend The results for the financial year ended 31 January 2025 are set out in the Consolidated Statements of Operations within the Financial Statements on page 84. The Directors did not declare any dividends during the year under review and the Directors do not recommend the payment of dividends as at the date of this report. # Directors The Directors as shown on pages 60 and 61 all held office throughout the entire reporting period and were in place at the date of signature of this Annual Report. As all Directors are considered to be independent the Board is wholly independent. Ms Barnes is the Senior Independent Director ("SID"). Further details of the Board composition can be found on pages 68 and 69. Save as disclosed in this Annual Report, the Company is not aware of any other potential conflicts of interest between any duty owed to it by any of the Directors and their respective private interests. # Directors' Interests in Shares | | 31 January 2025 | 31 January 2024 | | --- | --- | --- | | Francesca Barnes | 5,300 | 5,300 | | Libby Burne | 786 | 786 | | Anulika Malomo | 958 | 958 | | Ed Warner | 16,000 | 13,000 | | Steven Wilderspin | 1,300 | 1,300 | # Substantial Shareholders The table that follows shows the interests of major shareholders based on the best available information provided by analysis of the Company's share register, also incorporating any disclosures provided to the Company in accordance with Disclosure Guidance and Transparency Rule 5 in the period under review and up to 30 April 2025. | | % Of voting rights 31 January 2025 | % of voting rights 30 April 2024 | | --- | --- | --- | | Evelyn Partners | 5.09% | 5.06% | | Rathbone Investment Management Ltd.¹ | <5.00 | 6.00% | | **Total of substantial shareholders** | **5.09%** | **11.06%** | ¹ Please note that at 31 January 2025, Rathbone Investment Management Ltd. was below the 5% of voting rights threshold to be classified as a substantial shareholder, and has therefore not been included in the total. # Corporate Governance The Board recognises that sound corporate governance is key to the success of HVPE and follows best practice wherever possible. HVPE complies with the AIC Code published in February 2019, which is endorsed by the Financial Reporting Council ("FRC"). A Statement of Compliance with the AIC Code is provided on page 75 and further details about how our Corporate Governance framework operates can be found throughout this Governance Report. # Corporate Responsibility HVPE's long-term viability is enhanced by the Board considering the ongoing interests of all the Company's stakeholders within a decision making process that operates in a sound corporate governance framework. The Board seeks open and regular dialogue with the Company's shareholders and other stakeholders (as described on pages 35 to 37) and it applies its principles of mutual honesty, transparency and accountability in all such engagements. The Board receives regular updates outlining regulatory and statutory developments and responds as appropriate. HarbourVest Global Private Equity | Annual Report and Accounts 2025 63 Strategic report Governance Financial statements Other information DIRECTORS’ REPORT CONTINUED ### 64 Strategic report Approach to Environmental, Social and Governance matters Significant Votes Against Policy The Board recognises the critical importance of Environmental, Social and Governance The Directors have adopted a policy whereby, should 20% or more of votes be cast against a considerations to many investors. It acknowledges that Environmental, Social and Governance recommendation made by the Board for a resolution, the Company shall: issues can present both opportunities and threats to long-term investment performance. The Board also believes that HVPE will benefit from the continued evolution of HarbourVest’s Environmental, – explain, when announcing voting results, what actions it intends to take to consult Social and Governance practices and standards. shareholders in order to understand the reasons behind the result; Governance Financial statements Other information – no later than six months after the shareholder meeting, publish an update on the views The Board is aware that, as an investment company, its approach to environmental, social and received from shareholders and actions taken; and governance matters is materially informed by the strategy of the Investment Manager and – provide a final summary in the Annual Report and, if applicable, in the explanatory notes to accordingly the Board is committed to ensuring that it has appointed an Investment Manager that resolutions at the next shareholder meeting state what impact the feedback has had on the is incorporating high standards of environmental, social and governance practice and has the skill decisions the Board has taken and any actions or resolutions proposed. and vision to respond to ongoing developments. It is confident that in HarbourVest it has such an Investment Manager. The Board believes that HarbourVest has instituted robust environmental, No significant votes were received against any Board-recommended resolution at the 2024 AGM. social and governance due diligence and engagement procedures within each of its investment strategies and that these procedures support sound investment decision-making. Anti-bribery Policy The Directors have undertaken to operate the business in an honest and ethical manner, and The Board is reliant on the Investment Manager’s screening processes, controls, and priorities to accordingly take a zero-tolerance approach to bribery and corruption, including the facilitation address Environmental, Social and Governance matters within the Investment Portfolio in both the of corporate tax evasion. The key components of this approach are implemented as follows: selection and oversight of investments. The Board believes that engagement with management of investee companies and funds is an effective way of driving meaningful change and takes comfort – The Board is committed to acting professionally, fairly, and with integrity in all its business from the extent of the Investment Manager’s activity in this area, which is described on pages 43 to 45. dealings and relationships. – The Company implements and enforces effective procedures to counter bribery. The Board receives regular updates from the Investment Manager on the development and – The Company requires all its service providers and advisers to adopt equivalent or similar principles. implementation of its Sustainable Investing policies and processes, and the Board has established a framework for monitoring its continuing progress. Updates include information on the levels Disclosures Required Under UKLR 6.6.1R of engagement with investee companies and Sustainable Investing issues in respect of their The Financial Conduct Authority’s Listing Rule 6.6.1R requires that the Company includes certain monitoring and selection of holdings in the Company’s portfolio. This provides a valuable information relating to waivers of Directors’ fees and long-term incentive schemes in force (amongst opportunity for the Board to challenge the Investment Manager to demonstrate that it is applying other matters). The Directors confirm that there are no disclosures to be made in this regard. high standards of Sustainable Investing practice within its investments and operations. As an investment company with no direct employees, the core of the Company’s Environmental, Social Investment Manager and Governance initiatives is derived from its oversight of its service providers, most importantly A description of how the Company has invested its assets, including a quantitative analysis, the Investment Manager. However, the Board also considers the application of Environmental, may be found on pages 1 to 58, with further information disclosed in the Notes to the Financial Social and Governance standards to its own activities as an Investment Company, including Statements on pages 93 to 97. The Board has considered the appointment of the Investment the following: Manager and, in the opinion of the Directors, the continuing appointment of the Investment Manager on the terms agreed is in the interests of its shareholders as a whole. – Carbon Footprint: The Board initiated a project to calculate its own carbon footprint in 2021 and since that time, has continued to offset its operational carbon emissions, the majority of which result from travel. The offsetting programme compensates for emissions by delivering finance to emission reduction projects, which are independently reviewed to assure emissions reductions are occurring. – Relations with Stakeholders: The Board includes consideration of Environmental, Social and Governance matters in its interaction with its shareholders and other stakeholders. – Position on Modern Slavery: The Board recognises the importance of the issues which the UK Modern Slavery Act 2015 is designed to address. Its oversight of outsourced providers, including the Investment Manager, includes questions relating to their policies to combat Modern Slavery. As Chair, Ed Warner assumes direct oversight of the Company’s statements and its response to the issue of modern slavery. A description of the Board’s approach to this HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 subject is set out on the Company’s website. DIRECTORS' REPORT CONTINUED In considering this appointment, the Board has reviewed the past performance of the Investment Manager, the engagement of the Investment Manager with shareholders and the Board, and the strategic plan presented to the Board by the Investment Manager. The Investment Manager is HarbourVest Advisers L.P. and its principal duties as stated in the Investment Management Agreement ("IMAT") are as follows: - to manage the assets of the Company in accordance with the investment policy of the Company (subject always to the overall supervision and direction of the Board, and subject to any restrictions contained in any prospectuses published by the Company); - to assist the Company with shareholder liaison; and - to monitor compliance with the Investment Policy on a regular basis. The Investment Management Agreement ("IMAT"), which was amended and restated on 30 July 2019, and again on 31 January 2023, may be terminated by either party by giving 12 months' notice. In the event of termination within ten years and three months of the date of the listing on the Main Market, the Company would be required to pay a contribution, which would have been $0.7 million at 31 January 2025 and $0.5 million as at 30 April 2025, as reimbursement of the Investment Manager's remaining unamortised IPO costs. In addition, the Company would be required to pay a fee to the Investment Manager equal to the aggregate of the management fees for the underlying investments payable over the course of the 12-month period preceding the effective date of such termination. As of 31 January 2025, the Investment Manager is not entitled to any direct remuneration from the Company in respect of any asset of the Company; instead deriving its revenue from the management fees and carried interest payable by the Company on its investments in underlying HarbourVest funds. However, the Investment Manager is entitled to reimbursement of expenses occurred in the performance of its duties. With effect from 1 February 2022, rather than the direct reimbursement of all its expenses, the Investment Manager has charged the Company a fixed fee (the "Fixed Fee") for the services of the employees substantially dedicated to the Company's affairs and for assistance provided by other employees of the Investment Manager with respect to certain administrative functions relating to the Company. The Fixed Fee will be increased each financial year on the basis of the average percentage change in the Investment Manager's firm-wide compensation budget for the succeeding year. The Fixed Fee arrangement was reviewed in February 2025. From 1 February 2025 the Manager will be entitled to a management fee for assets held under the SMA as detailed on page 13. The Fixed Fee payable to the Investment Manager for the reimbursement of expenses in respect of the year ended 31 January 2025 was $2.9 million (the year ended 31 January 2024 was $2.5 million). Further details are given in Note 3 to the Financial Statements. # Delegation of Responsibilities Under the IMA, the Board has delegated to the Investment Manager substantial authority for carrying out the day-to-day management and operations of the Company, including making specific investment decisions, subject at all times to the control of, and review by, the Board. In particular, the IMA provides that the Board and the Investment Manager shall agree a strategy mandate which sets out a rolling five-year plan for the Company. The Board is responsible for the overall leadership of the Company and for setting its values and standards. This includes determining the investment and business strategy, and the ongoing review of the Company's investment objective and investment policy. Matters reserved for the Board include Board and Committee membership, including the review and authorisation of any consequential conflicts of interest, the raising of new capital, major financing facilities, and contracts that are not in the ordinary course of business, together with any governance and regulatory requirements. Any changes in relation to the capital structure of the Company, including the allotment and issuance of shares, are the responsibility of the Board. The Board has reserved the determination of the Company's ESG Policy and the approval of ESG-related statements and disclosures made on behalf of the Company to itself. The Board has also reserved to itself the determination of the Company's capital allocation policy, including the implementation of buybacks, dividends, or other distributions to shareholders. # Share Repurchase Programme At the 2024 AGM, held on 17 July 2024, the Directors sought and were granted authority to repurchase 11,537,706 Ordinary Shares (being equal to 14.99% of the aggregate number of Ordinary Shares in issue at the date of the AGM) for cancellation, or to be held as treasury shares. This authority will expire at the forthcoming AGM. The Directors intend to seek annual renewal of this authority from shareholders. During the financial year ended 31 January 2025, the Company repurchased 3,414,837 Ordinary Shares for cancellation at an average price of £24.48 per share, for a gross consideration of £83.7 million. The Company paid its brokers, Peel Hunt and Winterflood Securities, commission totalling £83,760. Following the year-end, the Company repurchased 1,010,373 Shares for cancellation at an average price of £25.92 per share, for a gross consideration of £26.2 million. The Company paid its brokers, Peel Hunt and Winterflood Securities, commission totalling £26,269. # Distribution Pool As announced on 1 February 2024, during the year under review the Board established a Distribution Pool to fund buybacks or to return capital to shareholders by means of special dividends. The Distribution Pool has been funded by a proportion of the cash realisations from the Company's portfolio, with this proportion set initially at 15%. The Distribution Pool accumulates on a rolling basis, up to a maximum balance set by the Board. As further announced on 30 January 2025, the Board decided to double the allocation of cash realisations from HVPE's portfolio to the Distribution Pool, increasing it from 15% to 30% with effect from 1 February 2025. The Distribution Pool can be deployed for share buybacks and/or special dividends at the sole discretion of the Board but as announced on 1 February 2025, the current expectation is that it will be used for share buybacks. When determining the timing, amount and nature of a shareholder distribution, the Board considers a standard set of factors, including the macroeconomic environment, the discount to NAV at which HVPE's shares are trading (both in absolute terms and relative to peers), market sentiment, and the relative merits of distributing capital against the potential benefit of committing to new investment opportunities. The Board may choose to retain the Distribution Pool for an extended period to preserve capacity ahead of a future downturn, or may allocate some of the cash for reinvestment. If the balance in the Distribution Pool reaches the maximum, the ongoing 30% allocation from portfolio distributions will 65 Strategic report Governance Financial statements Other information DIRECTORS' REPORT CONTINUED be diverted to new investment until such time as the balance falls below the maximum, at which point the 30% allocation will once again be used to replenish the Distribution Pool. The Distribution Pool allocation will be reviewed annually, and the Board will continue to monitor the situation closely to ensure that the best possible outcomes are achieved for shareholders. The Board's intention is to optimise the long-term total return for shareholders through the cycle while preserving the strength of the balance sheet. The Distribution Pool allocation will be reviewed annually, and the Board will continue to monitor the situation closely to ensure that the best possible outcomes are achieved for shareholders. #### Introduction to the Going Concern and Viability Statement Since the inception of HVPE, the Directors have relied upon model scenarios to manage the Company's liquidity requirements and balance sheet risk more generally. This modelling allows the Directors to evaluate whether the Company is a going concern and provides evidence to support the Directors' viability statement in the Company's Annual Report and Accounts. While the modelling process has been refined over the years, it has provided a consistent approach through which the Directors have been able to provide a firm assessment, as demonstrated through the Global Financial Crisis and COVID-19 pandemic. Historically the Directors have assessed four scenarios: Aggregate, Base, Low and Extreme Downside presented by the Investment Manager. This allows the Directors' flexibility in choosing the most appropriate scenario for the current market environment and actual activity recorded since the end of the reporting period. As more fully explained in the Investment Manager's Report on page 11, during the period under review and subsequent to the year-end, the challenging macroeconomic and geopolitical environment has resulted in higher inflation, higher interest rates, volatility in public markets and subdued activity in private markets. The Company's cash flows have been tracking closer to the Low scenario considered at the start of the year. Given this trend in year-to-date activity, the Directors also considered a stress test of the Low scenario, which included higher new commitments (resulting in higher capital calls) and lower distributions due to unfavourable capital markets. This stress test is considered a plausible downside scenario from current levels and allowed the Directors to assess the liquidity of the Company considering the ongoing market uncertainty following recent US tariff announcements. In considering Going Concern for the required one-year period for this 2025 Annual Report and Accounts, the Directors primarily focused on two model scenarios: the Low and the Extreme Downside, while allowing for the possibility of falling between these two scenarios in the stress test of the Low scenario. These scenarios have been used to form the basis of the Going Concern and Viability statements as provided below. The credit facility provides an additional source of capital to HVPE which helps to underpin the existing and future commitments of the Company. The Company maintains a credit facility of $1.2 billion, which extends out to mid-2029 to align with the ongoing growth strategy and risk management practices of the Company. Along with the model scenarios discussed above, the available credit facility provides further support in the Board's assessment of going concern and viability. #### Going Concern Statement In accordance with the AIC Code of Corporate Governance (as defined on page 75) and US GAAP, the Board has performed a robust assessment of principal risks (refer to pages 39-40 for an update on the Principal Risks of the Company) along with the assessment of whether the Company will remain a going concern through the period ending 30 June 2026, which covers the 12 months from the signing of the Financial Statements and whether it believes that the principal risks of the Company will remain as identified on pages 39-40 of this report over the going concern assessment period. The Board considered model scenarios assuming varying degrees of impact on the portfolio over the period ending 30 June 2026. The Board primarily focused on the Low Case and the Extreme Downside Case as noted above. The Low Case was considered a plausible scenario given the current economic environment, as the Investment Manager included reasonable portfolio growth and distribution levels for the current environment in the assumptions of the Low Case for 2025. While the Low Case was the primary focus of the Board in assessing the going concern of the Company, a stress test of the Low Case scenario and the Extreme Downside Case were also considered. The stress test of the Low Case adjusted some of the key assumptions including higher new commitments (which led to higher capital calls) and lower distributions considering the possibility of less favourable capital markets. The Extreme Downside Case was designed to specifically stress the balance sheet with multiple worst-case scenarios all playing out to 30 June 2026: 1) a credit crisis resulting in all of the HVP fund-level bridging leverage being called at once as the underlying HarbourVest fund credit facilities could not be renewed ($557 million in unexpected capital called), 2) despite this credit crisis capital calls are still being received at levels experienced over the last five years (i.e. no material decline in the level of capital calls as seen during the global financial crisis ("GFC")), 3) material asset value declines similar to what was experienced during the GFC, and 4) distribution levels failing to levels equivalent to what was experienced during the GFC. The Board does not believe the Extreme Downside Case is a likely scenario but factors this into the going concern assessment. The results of these model scenarios showed that the Company would have sufficient resources to withstand the impact of all scenarios occurring to 30 June 2026. However, the Extreme Downside scenario projects that net leverage will slightly exceed the credit facility size by the end of 2026. Under this scenario, the Board would take some action to raise additional capital, either by increasing access to credit or by selling assets to raise additional capital and reduce future capital calls. Based on this assessment, and the strategic options that the Directors have at their disposal to address liquidity shortfalls, the Directors conclude that the working capital of the Company is sufficient for its current requirements and that the Company will be able to continue in operation at least through 30 June 2026, which covers the next 12 month period from the signing of the Annual Report and Accounts, and substantial doubts do not exist as to HVPE's ability to continue in operation over this period. #### Viability Statement Pursuant to the UK Corporate Governance Code 2018 and the AIC Code, the Board has assessed the viability of the Company over the period from 31 January 2025 to 31 December 2025, which aligns with the timing of the Investment Manager's current five-year model scenarios. Whilst the Board has no reason to believe that the Company will not be viable over a longer period, it has chosen this period as this aligns with the Board's strategic horizon and with the expiration of the Company's credit facility which is used to support the over commitment strategy (the current facility will expire in June 2029, however, the Investment Manager is confident that a new facility with a longer duration will be in place ahead of this expiration date). The Company's investment objective is to generate superior shareholder returns through long-term capital appreciation by investing primarily in a diversified portfolio of private equity HarbourVest Global Private Equity | Annual Report and Accounts 2025 66 Strategic report**Governance**^{}[] Financial statements^{}[] Other information DIRECTORS’ REPORT CONTINUED ### 67 67 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information investments. The majority of the Company’s investments are in HarbourVest-managed private The Directors are responsible for ensuring that the Annual Report and Financial Statements equity fund-of-funds, which have fund lives of 10-14 years. include the information required by the UK Listing Rules and the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority (together “the Rules”). They are also While the Company’s investment lifecycle spans a time period of ten years or more, the Board responsible for ensuring that the Company complies with the provisions of the Rules which, with currently focuses on a time period extending through to 31 December 2029 when considering the regard to corporate governance, require the Company to disclose how it has applied the principles, strategic planning of the Company. The strategic planning focuses on building a portfolio of long- and complied with the provisions, of the corporate governance code applicable to the Company. term assets through capital allocation into a set of rolling five-year calendar year-end portfolio construction targets defined by investment stage, geography, and strategy. This rolling five-year Disclosure of Information to the Auditor process allows the Board a medium-term view of potential portfolio growth, projected cash flow So far as each of the Directors is aware, there is no relevant audit information of which the and potential future commitments under various economic scenarios. Company’s auditor is unaware, and each has taken all the steps they ought to have taken as a Director to make themselves aware of any relevant audit information and to establish that the As part of its strategic planning, the Board considered model scenarios assuming varying degrees of Company’s auditor is aware of that information. impact on the portfolio. The Board primarily focused on the Low Case, a stress test of the Low Case, and the Extreme Downside Case, the latter of which is a worst-case scenario that assumes large NAV Responsibility Statement declines and a material reduction in realisations from the underlying Investment Portfolio. Based The Board of Directors, as identified on pages 60 and 61, jointly and severally confirm that, to the on a review of the existing liquidity resources of the Company and the model scenarios noted above, best of their knowledge: the Board concluded that the Company’s cash balance and available credit facility would be sufficient to cover the Company’s liquidity requirements under all scenarios except the Extreme Downside – the Financial Statements, prepared in accordance with US GAAP, give a true and fair view of scenario. HVPE would need to take some action to manage liquidity under this scenario. This could the assets, liabilities, financial position, and profits of the Company and its undertakings; include the renewal or replacement of the existing credit facility, raising additional capital or selling – this report includes a fair review of the development and performance of the business and the assets. Considering the options available to raise additional capital, and the results of this modelling, position of the Company and the undertakings included in the consolidation taken as a whole, the Directors believe that the Company would be viable in the face of these scenarios occurring over together with a description of the principal risks and uncertainties that they face; and the period ending 31 December 2029. – the Annual Report and Financial Statements taken as a whole are fair, balanced, and understandable, and provide the information necessary for shareholders to assess the A Continuation Vote is scheduled in July 2026, which falls within the Viability Statement assessment Company and its undertakings’ position, performance, business model, and strategy. period. While the addition of the continuation vote improves HVPE’s corporate governance, it also introduces uncertainty regarding the longer-term strategic direction of the Company during the viability Signed on behalf of the Board by: assessment period, which the Board will assess closer to the date of the vote. Statement of Directors’ Responsibilities in Respect of the Financial Statements The Directors are required to prepare Financial Statements for each financial year which give a true and fair view of the assets, liabilities, financial position, and profit or loss of the Company in Ed Warner accordance with US GAAP at the end of the financial year, and of the gain or loss for that period. Chair In preparing those Financial Statements, the Directors are required to: 28 May 2025 – select suitable accounting policies and apply them consistently; – make judgements and estimates that are reasonable and prudent; – state whether applicable accounting standards have been followed subject to any material departures disclosed and explained in the Financial Statements; and – prepare the Financial Statements on the 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 enable them to ensure that the Financial Statements have been properly prepared in accordance with The Companies (Guernsey) Law, 2008. They are also responsible for safeguarding the assets of the Company, and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. HarbourVest Global Private Equity | Annual Report and Accounts 2025 BOARD STRUCTURE AND COMMITTEES ### 68 Strategic report The activities of the Company are overseen by the Board, which is comprised of independent All Directors received notice of the meetings, the agenda, and supporting documents and were Directors. The Board meets at least four times a year, and between these scheduled meetings able to comment on the matters to be raised at the proposed meeting. During each meeting, the there is regular contact between Directors, the Investment Manager, the Administrator, and the Chair promoted and facilitated open, constructive debate on each topic, encouraging input from all Company Secretary, including a formal strategy meeting and Board update calls. Directors. As well as the scheduled Board and strategy meetings, the Board also received detailed information from the Investment Manager via update calls, with particular reference to the impact The Board aims to run the Company in a manner which is consistent with its belief in honesty, on the Company of external developments. Governance Financial statements Other information transparency, and accountability. This is reflected in the way in which Board meetings are conducted, during which the Chair promotes and facilitates a culture of open and constructive In addition to the above meetings, ad-hoc Board and Committee meetings can be convened at debate on each topic, encouraging input from all Directors and advisers to ensure a wide short notice and, as they only require a quorum of two Directors, there is a possibility of lower exchange of well-informed views. The Directors believe that good governance means effective attendance than for the scheduled meetings. During the financial year, there were 11 ad-hoc Board management of the affairs of the Company and meaningful engagement with investors. The meetings with a quorum at each. These ad-hoc Board meetings included regular meetings held to Board is committed to maintaining high standards of financial reporting, transparency, and determine the deployment of the funds within the Distribution Pool from time to time, on the basis business integrity. of a standard template of information agreed by the Board. If any Director is unable to attend a meeting, they receive the papers and have the opportunity to discuss them with the Chair. Board and Committee Meetings and Attendance Record The table below sets out the Directors’ attendance at the Board and Committee meetings held At each scheduled Board meeting, amongst other items, the Directors review and discuss the during the financial year ended 31 January 2025: Investment Manager’s Report, HVPE’s financial position, drivers of performance, how HVPE has performed, the commitment plan, the corporate broking report (which includes an update Management | | | | | | | | | Engagement | | | | | on the Company’s peer group) as well as wider issues relating to the market and HVPE’s share | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | | | Audit | | Inside | | and Service | | | | | price performance, in particular the discount to NAV. Marketing and investor relations are covered in | | | Scheduled | | and Risk | | Information | | | | Provider | Nomination | Remuneration | | | | | | Board | Committee | | Committee | | | Committee | | Committee | | Committee | detail at two Board meetings, and at a higher level at the remaining meetings. Each meeting ends | | Director | Meetings | | Meetings | | Meetings | | 1 | | Meetings | Meetings | | Meetings | | with a discussion between the Directors, at which no representative of the Investment Manager is present. Francesca Barnes 8 of 8 8 of 8 n/a 2 of 2 1 of 1 1 of 1 Libby Burne 8 of 8 8 of 8 n/a 2 of 2 1 of 1 1 of 1 Responsibilities 2 The Board has adopted formal responsibilities for the Chair and the Senior Independent Director, Carolina Espinal 4 of 4 n/a n/a n/a n/a n/a as well as a schedule of matters reserved for the Board. All of these documents are available on Anulika Malomo 8 of 8 8 of 8 n/a 2 of 2 1 of 1 1 of 1 the Company’s website: www.hvpe.com/shareholders/corporate-governance/. 3,4 | Ed Warner 7 of 8 | n/a n/a 2 of 2 1 of 1 1 of 1 | | | | | --- | --- | --- | --- | --- | | | | 3,5 | | Board Composition | | Steven Wilderspin 8 of 8 8 of 8 n/a 1 of 2 | | | 1 of 1 1 of 1 | | Together, the members of the Board possess a balance of skills, experience, and length of service which the Directors believe is appropriate. Succession planning remains an ongoing process, 1 No meetings of the Inside Information Committee were held in the Financial Year. designed to bring effective and smooth transition between Director appointments and to avoid 2 Ms Espinal retired from the Board at the AGM on 17 July 2024. 3 Directors were provided with meeting packs for meetings they were unable to attend so they were informed of the meeting undue disruption. This ensures that the Board is well-balanced through the appointment of new agenda and outcomes. Directors with the necessary skills and experience. 4 Mr Warner was unable to attend a brief Board meeting held in October 2024 due to a prior travel commitment. 5 Mr Wilderspin was unable to attend the meeting held in July 2024 due to prior family commitments. All continuing Directors are subject to annual re-election by shareholders. When a new Director is appointed to the Board, they participate in a structured induction process comprising of a series The Directors are kept fully informed of investment and financial controls and other matters that of meetings with the Chair of the Board and Chair of the Audit and Risk Committee, key individuals are relevant to the business of the Company. Such information is brought to the attention of the within the Investment Manager, and other service providers. Directors must be able to demonstrate Board by the Investment Manager, the Administrator, and the Company Secretary in their regular commitment to the Company and ensure that they have sufficient time to fulfil their roles reports to the Board. The Directors also have access, where necessary in the furtherance of effectively. Therefore, in accordance with the Board’s established protocol on the management their duties, to professional advice at the expense of the Company. Further details of the Board of potential conflicts, if a Director wishes to undertake additional external appointments, approval Committees are set out below and their terms of reference are available on the Company’s is sought from the Chair in order to confirm that the Director will be able to continue to dedicate website: https://www.hvpe.com/shareholders/corporate-governance/. sufficient time to carry out their duties as a Director of the Company, in addition to assessing any potential conflicts of interest and independence issues. In the case of any potential appointment for the Chair, the relevant assessment is conducted by the Senior Independent Director. HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 BOARD STRUCTURE AND COMMITTEES CONTINUED ### 69 69 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information Tenure Policy When considering its composition, the Board is strongly committed to striking the correct balance between the benefits of continuity, experience, and knowledge and those that come from the introduction of Directors with diversity of perspectives and skills. The Board has adopted a Tenure Policy confirming its intention that each Director will retire at the AGM immediately following the completion of their ninth year on the Board. It is acknowledged that there could be unusual circumstances in which a short extension of that time period could be appropriate. In that event, a comprehensive explanation of the circumstances would be provided to stakeholders. Board and Committees Evaluation Board members Senior positions on the Board The Board undertakes a formal annual evaluation of its performance and of the performance of each of its Committees. This includes the Chair carrying out an individual review with each Director of their respective performance and contribution, and the Senior Independent Director leading an annual evaluation by the rest of the Board of the performance of the Chair. 1 2 An externally facilitated Board evaluation occurs every three years and the last such evaluation was conducted in 2022 by Board Alpha. The next external review will take place during 2025. 3 Each Committee of the Board considers its performance annually, including whether it should undertake any additional activities. 2 Policy on Diversity and Inclusion The Board has adopted a Policy on Diversity and Inclusion to ensure that the benefits of diversity are a significant consideration in recruitment. Men  Women  Not specified/prefer not to say The Board and Nomination Committee actively consider the diversity of the Board when contemplating future appointments. The Board currently consists of three women and two men and Board members Senior positions on the Board as such exceeds the Hampton-Alexander Review target for 40% female representation on FTSE 350 company boards. Of three senior Board positions, the Chair is male, the Senior Independent Director is female, and the Chair of the Audit and Risk Committee is male. The Company has no employees. 3 1 The Board has also achieved the level of ethnic diversity targeted by the Parker Review, with one of the five Directors seeking re-election at the AGM being from an ethnic minority background. The Board recognises that diversity includes racial, socio-economic, and other factors such as physical ability, and that different backgrounds and experiences can bring real value to the Company in terms of decision-making. The Board does not have any specific diversity targets in mind, given the range of factors that this term necessarily covers, and its main priority will always 4 be to appoint the most appropriate candidate for any role. The Company has met the targets on board diversity set out in the Financial Conduct Authority’s UK Listing Rule 6.6.6R (9) as demonstrated in the charts set out to the right. The Company has White British or other White (including minority white groups)  Mixed/Multiple Ethnic Groups  Asian/Asian British collected the data for the following two charts by making due enquiry of the Directors. Black/African/Caribbean/Black British  Other ethnic group  Not specified/prefer not to say 1 Charts reflect data as at 28 May 2025. As an investment company, HVPE does not have a CEO. These roles defined by the guidance are not specifically tailored for investment companies. In this chart we have interpreted “CFO” as “Chair of HarbourVest Global Private Equity | Annual Report and Accounts 2025 the Audit and Risk Committee”. AUDIT AND RISK COMMITTEE # **About the Committee** The Audit and Risk Committee members are outlined on pages 60 and 61. Ms Barnes and Ms Malomo each held senior banking and finance roles for a number of years as described in their biographies. Ms Burne is a former auditor with over 20 years' experience. Mr Wilderspin is a qualified Chartered Accountant and has over 20 years' experience as an executive and non-executive director on a number of private and listed fund boards as well as commercial companies. Members of the Committee are deemed by the Board to have recent and relevant financial and sector experience. The Audit and Risk Committee is responsible for the review of the Company's accounting policies, periodic Financial Statements and auditor engagement. The Committee is also responsible for making appropriate recommendations to the Board, including that the Financial Statements are fair, balanced, and understandable, and ensuring that the Company complies to the best of its ability with applicable laws and regulations and adheres to the tenet of generally accepted codes of conduct. The Committee is also responsible for overseeing the Company's risk management framework and regulatory compliance. All of the Company's management and administration functions are delegated to independent third parties or the Investment Manager and it is therefore felt that it would not be practical or cost effective for the Company to have its own internal audit facility. This matter is reviewed annually. The Audit and Risk Committee does have the power to commission third-party assurance work as it sees fit, but did not do so in the year under review. # **Activities of the Committee** # **Audit and Risk Committee Meetings** In the financial year ended 31 January 2025, the Audit and Risk Committee met eight times. A summary of Director attendance is included in the "Board and Committee Meetings and Attendance Record" section on page 68. In these meetings, the Committee considered the following matters: # **Auditor Tenure** The Audit and Risk Committee reviewed the effectiveness of the external audit process during the year, including audit quality, objectivity (level of challenge and professional scepticism), and independence, using a detailed questionnaire developed internally from guidance issued by the main accounting firms and the FRC. This included discussions with the Company's auditor (Ernst & Young LLP), Investment Manager and Company Secretary to review how well the previous year's audit had gone. The main conclusion from this review was that the audit has been of high quality and robust in nature. The Committee concluded that Ernst & Young LLP's appointment as the Company's auditor should be continued. The Company's auditor has been engaged by the Company since 2007 and was re-engaged following a competitive tender process in May 2017. The partner responsible for the audit, Richard Le Tissier, commenced his role for the year ended 31 January 2022 audit. The Company's auditor performed the audit of the Company's Financial Statements, prepared in accordance with applicable law, US GAAP, and audited under both relevant US Generally Accepted Auditing Standards ("US GAAS") and International Standards on Auditing (UK). The audit approach remained substantially unchanged relative to the prior year. The Audit and Risk Committee has decided to undertake a tender of the audit during 2025. # **Auditor Independence** The Audit and Risk Committee understands the importance of auditor independence, and, during the year, the Committee reviewed the independence and objectivity of the Company's auditor. The Committee received a report from the external auditor describing its independence, controls, and current practices to safeguard and maintain auditor independence. Other than fees paid for conducting a review of the Interim Financial Statements, there were no other non-audit fees paid to the auditor by the Company. The Committee has adopted a non-audit services policy that complies with the Revised Ethical Standard 2024 issued by the UK FRC, which determines those services that the auditor is prohibited from providing to the Company and those services that the auditor may conduct. The policy includes a cap on the cost of any non-audit services provided by the auditor at 70% of the average of the previous three years' audit fees. In all cases, the Committee reviews the potential engagement of the auditor in advance to ensure that the auditor is the most appropriate party to deliver the proposed services and to put in place safeguards, where appropriate, to manage any threats to auditor independence. # **Terms of Engagement** The Audit and Risk Committee reviewed the audit scope and fee proposal set out by the auditor in its audit planning. The auditor requested a modest increase in fees for 2025 to reflect inflation. The Committee recommended to the Board the total fee for audit and interim review work of £361,070 for 2025, a 2% increase on the fees charged for 2024. # **Internal Controls** The internal control systems (including those relating to cybersecurity) are designed to meet the Company's particular needs and the risks to which it is exposed. Accordingly, the internal control systems are designed to manage rather than eliminate the risk of failure to achieve business objectives and by their nature can only provide reasonable and not absolute assurance against misstatement and loss. The Company places reliance on the control environment of its service providers, including its independent Administrator, the Investment Manager and the Registrar. In order to satisfy itself that the controls in place at the Investment Manager are adequate, the Audit and Risk Committee has reviewed the Private Equity Fund Administration Report on Controls Placed in Operation and Tests of Operating Effectiveness ("Type II SDC I Report") for the period to 30 September 2024 (a bridging letter covers the period 1 October 2024 to 31 January 2025), detailing the controls environment in place at the Investment Manager. An ISAE 3402 Report on Fund Administration for the period to 30 September 2024 detailing the controls environment in place at the Administrator and Company Secretary, and an AAF01/20 Type 2 Assurance Report for the period to 30 June 2024 relating to the operations of the Registrar, were also reviewed. In these reports there were findings, but the Committee is satisfied that the identified weaknesses were not material to the affairs of the Company, and that the respective service providers had taken action to improve controls in the identified areas. In addition, during the year, the Management Engagement and Service Provider Committee conducted a detailed review of the performance of the Company's service providers, including the Investment Manager, Administrator and Registrar. The Investment Manager's Type II SDC I Report describes the internal controls in the HarbourVest Accounting group, which is responsible for maintaining the Company's accounting records and the production of the Accounts contained in the Company's Financial Statements. The main features of the controls are: clearly documented valuation HarbourVest Global Private Equity | Annual Report and Accounts 2025 70 Strategic report Governance Financial statements Other information AUDIT AND RISK COMMITTEE CONTINUED policies, detailed review of financial reporting from underlying limited partnerships and investee companies, detailed reconciliation of capital accounts in underlying limited partnerships, monthly reconciliation of bank accounts, and a multi-layered review of financial reporting to ensure compliance with accounting standards and other reporting obligations. # **Risk Management** The Audit and Risk Committee reviewed the Company's risk management framework during the year, and confirmed it was satisfied that it was appropriate for the Company's requirements. Further details of the principal risks and uncertainties facing the Company are given on pages 39 to 40. This is in accordance with relevant best practice as detailed in the FRC's guidance on Risk Management, Internal Control, and Related Financial and Business Reporting. The Audit and Risk Committee is responsible for the overall risk framework, for mapping each risk through the framework, and for conducting specific risk reviews; the Board is responsible for setting risk appetite, identifying and assessing risks in terms of potential impact and likelihood, and considering emerging and topical risks. # **Financial Risks** The Company is funded from equity balances, comprising issued Ordinary Share capital, as detailed in Note 1 to the Financial Statements, and retained earnings. The Company has access to borrowings pursuant to the credit facility of up to $1.2 billion. As at 31 January 2025, the credit facility was drawn by $480 million. Although the Company's currency exposure is currently not hedged, the Company's stance on hedging is kept under review by the Audit and Risk Committee. The Investment Manager and the Directors ensure that all investment activity is performed in accordance with the investment guidelines. The Company's investment activities expose it to various types of risks that are associated with the financial instruments and markets in which it invests. Risk is inherent in the Company's activities, and is managed through a process of ongoing identification, measurement, and monitoring. The financial risks to which the Company is exposed include market risk, liquidity risk, and cash flow risk. # **Regulatory Compliance** The Audit and Risk Committee has engaged with the Administrator's compliance team to ensure that the Company fulfils its regulatory obligations. A Compliance Monitoring Plan is in place and is regularly reviewed by the Committee. # **Audited Financial Statements, Significant Judgements and Reporting Matters** As part of the 31 January 2025 year-end audit, the Audit and Risk Committee reviewed and discussed the most relevant issues for the Company, most notably the risk of misstatement or manipulation of the valuation of its investments in underlying HarbourVest funds, the ongoing impact of geopolitical events and macroeconomic events, specifically with regard to the Board's statements on going concern and viability. The greatest element of judgement by the Investment Manager in the valuation process is the roll forward of 31 December 2024 NAVs to the Company's year-end of 31 January 2025. This is a focus for the auditor, as outlined on page 77, and is specifically addressed in discussions with the Committee prior to approval of the Financial Statements. The Audit and Risk Committee remains satisfied that the valuation techniques used are accurate and appropriate for the Company's investments and consistent with the requirements of US GAAP. The Audit and Risk Committee ensures that the Board is kept regularly informed of relevant updates or changes to US GAAP that impact the Company, including but not limited to valuation principles. # **Fair, Balanced, and Understandable** As a result of the work performed, the Audit and Risk Committee has concluded that the Audited Financial Statements for the year ended 31 January 2025 are fair, balanced and understandable, and provide the information necessary for shareholders to assess the Company's position and performance, business model, and strategy. It has reported on these findings to the Board. # **Corporate Governance** The Audit and Risk Committee has reviewed the Board's assessment of the Company's compliance with the AIC Code of Corporate Governance for Investment Companies (the 2019 edition). The AIC Code was updated in 2024 to reflect revisions to the UK Corporate Governance Code with most changes due to take effect for the Company's financial year commencing on 1 February 2025. However, the most material change relating to the reporting regarding internal controls will take effect for the Company's financial year commencing on 1 February 2025. The Audit and Risk Committee will ensure that the Company is in a position to comply with the new provisions when they become applicable. The Audit and Risk Committee is subject to the "Minimum Standard" for audit committees issued by the FRC and compliance with its provisions is kept under review. # **Governance and Effectiveness** The Committee conducted a review of its activities against its constitution and terms of reference in respect of the year under review and concluded that all requisite activities had been undertaken. In presenting this report, I have set out for the Company's shareholders the key areas that the Audit and Risk Committee focuses on. If any shareholders would like any further information about how the Audit and Risk Committee operates and its review process, I, or any of the other members of the Audit and Risk Committee would be pleased to meet them to discuss this. **Steven Wilderspin** Chair of the Audit and Risk Committee 28 May 2025 HarbourVest Global Private Equity | Annual Report and Accounts 2025 71 Strategic report Governance Financial statements Other information NOMINATION COMMITTEE AND MANAGEMENT ENGAGEMENT AND SERVICE PROVIDER COMMITTEE ### 72 Strategic report Nomination Committee Management Engagement and Service Provider Committee About the Committee About the Committee The Nomination Committee was established on 24 November 2015 and is chaired by Mr Warner, The MESPC was established on 24 November 2015 and is chaired by Ms Burne. All of the Chair of the Company. All of the Directors are members of the Committee. Directors are members of the Committee. There was one scheduled meeting held during the year, which was attended by all members. The MESPC held two meetings in the year under review and all members of the Committee Governance Financial statements Other information At that meeting, the Terms of Reference of the Nomination Committee were expanded to attended the meetings apart from Mr Wilderspin who was unable to attend the meeting held in include considerations relating to the structure, size, and composition of the Board, plans in July 2024 due to prior family commitments. respect of tenure and succession for Directors and issues relating to the identification and nomination of Board candidates to fill Board vacancies as and when they arise. In considering Activities of the Committee the characteristics needed for any Board candidates, the Committee will evaluate the skills, In the course of the year under review, the MESPC conducted a review of the Company’s service experience and knowledge of the existing Board members in order to identify the areas where providers to ensure the effective management and administration of the Company’s business additional or replacement abilities are needed. under terms which were competitive and reasonable for the shareholders. The updated terms of reference for the Nomination Committee can be found on the Company’s Investment Manager Review website at  2024-11-26-hvpe-nomination-committee-terms-of-reference-adopted.pdf. The annual review of the Investment Manager was undertaken in July 2024. As part of this review, the Board received presentations from the HVPE Investment Committee, as well as from various Activities of the Committee operational teams and the senior management of the Investment Manager. Subjects covered Changes to Board Composition included investment strategy, manager selection processes, an update on capital markets and The Nomination Committee has satisfied itself that the Board has a balance of skills, qualifications other matters relating to the Company’s affairs. Following this review, the Board discussed and experience which are appropriate for the Company. Having reviewed the tenure of the its conclusions with the Investment Manager. The Board and MESPC are satisfied with the existing Board members and the overall diversity of the Board in accordance with the approach performance of the Investment Manager with respect to investment returns and the overall level to succession planning outlined below, it was agreed that no changes to the composition of the of service provided to the Company. The Board as a whole undertook visits to the Investment Board were required. Manager’s offices in London during the financial year. Approach to Succession Planning MESPC Review of other Service Providers When a Board vacancy arises, the Committee adopts a formal and transparent procedure, The MESPC met in November 2024 and conducted a detailed review of the performance of the engaging third-party recruitment firms to appoint effective candidates to the Board who will Company’s key service providers. The Committee considered service providers’ responses to complement the skills already represented by existing Directors. The Committee defines the a series of individual questions relating to the full scope of the service being provided to the requirements for each appointment in such a way as to be inclusive and to encourage and Company. These covered reviews of key personnel, results, fees and any errors as well as requiring maintain diverse representation on the Board. a description of each service provider’s key policies and internal controls. Questions on ESG practices were embedded as an integral part of the overall review conducted for each provider. Governance and Effectiveness During the year, the Nomination Committee conducted a review of its activities against its In addition, as part of this overall analysis, the Chair of the MESPC held discussions with the constitution and terms of reference in respect of the year under review and concluded that it Company’s most critical service providers, in order to ensure open two-way communication had satisfactorily complied with all of its terms of reference. between the Board and the Company’s key service providers and to strengthen the engagement between the Company and its stakeholders. Following this evaluation, decisions were made by the Committee in connection with the retention of each service provider and the retendering of certain contracts. Governance and Effectiveness In November 2024, the MESPC conducted a review of its activities against its constitution and terms of reference in respect of the year under review and concluded that it had satisfactorily complied with all of its terms of reference. HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 REMUNERATION COMMITTEE AND INSIDE INFORMATION COMMITTEE ### 73 73 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information Remuneration Committee About the Committee The Remuneration Committee was established on 23 March 2021 and is chaired by the Senior Independent Director of the Company, Ms Barnes. All of the Directors are members of the Committee. The Remuneration Committee has been delegated responsibility for determining the policy for Directors’ remuneration and setting the remuneration of the Chair of the Board. The Committee also makes recommendations to the Board for the Directors’ remuneration levels which are determined in accordance with the Company’s Articles of Incorporation. Remuneration does not include performance-related elements. There was one scheduled meeting held during the year. All members attended the meeting. Following the previous year’s decision to leave Directors’ fee levels unchanged, the Committee decided that for the year under consideration, a modest increase, in line with the approach adopted in previous years, would be appropriate. As a result, it was resolved to approve an increase in the Chair’s fee of 2.75% to £112,000 per annum and to recommend to the Board that the base fees for Directors should be increased by 3.4% to £60,000 per annum. No increases were recommended for the premiums paid to Committee Chairs. All increases were effective from 1 February 2025. Governance and Effectiveness During the year, the Remuneration Committee conducted a review of its activities against its constitution and terms of reference in respect of the year under review and concluded that it had satisfactorily complied with all of its terms of reference. Inside Information Committee About the Committee The Committee was formed on 12 July 2016 and is chaired by Mr Warner. Any Director can form part of this Committee, but its usual member is Mr Wilderspin. The purpose of the Committee is to assist and inform the decisions of the Board concerning the identification of inside information and to make recommendations as to how and when any such information may need to be made public in order for the Company to comply with its obligations under the UK Market Abuse Regulation. HarbourVest Global Private Equity | Annual Report and Accounts 2025 DIRECTORS' REMUNERATION REPORT An ordinary resolution for the approval of this Directors' Remuneration Report will be put to shareholders at the forthcoming AGM to be held on 16 July 2025. There are no long-term incentive schemes provided by the Company and no performance fees are paid to Directors. Directors affiliated to HarbourVest do not receive any fees. No Director has a service contract with the Company. Each Director is appointed by a letter of appointment which sets out the terms of the appointment. Directors are remunerated in the form of fees, payable quarterly in arrears to the Director personally. The table to the right details the fees paid to each Director of the Company for the years ended 31 January 2024 and 31 January 2025. The Company's Articles of Incorporation limit the aggregate fees payable to Directors to a maximum of £550,000 per annum. Following the recommendation of the Remuneration Committee, the Board approved incremental increases in the fees paid to the Directors to take place from 1 February 2025. In approving these increases, the Board was acting on its intention to prefer measured annual incremental increases rather than intermittent corrections. Under the Company's Articles of Incorporation, Directors are entitled to additional ad-hoc remuneration for project work outside the scope of their ordinary duties. No such payments were made in the year ended 31 January 2025. | Director | Role | Fees Paid for the 12 Months ended 31 January 2025 | Fees Paid for the 12 Months ended 31 January 2024 | | --- | --- | --- | --- | | Francesca Barnes | Senior Independent Director | £61,000 | £60,913 | | Libby Burne | Chair of the MESPC, Independent Director | £61,000 | £60,913 | | Carolina Espinal | Director | Nil | Nil | | Anulika Malomo | Independent Director | £58,000 | £57,913 | | Ed Warner | Chair, Independent Director | £109,000 | £108,827 | | Steven Wilderspin | Chair of the ARC, Independent Director | £70,000 | £69,870 | | Peter Wilson | Director | N/A | Nil | 1. My Capital retired from the Board at the AGM on 17 July 2024. 2. Mr W Bain retired from the Board at the AGM on 18 July 2023. | Role | Annual Fee from 1 February 2025 | Annual Fee to 31 January 2025 | Annual Fee to 31 January 2024 | | --- | --- | --- | --- | | Chair of the Board | £112,000 | £109,000 | £109,000 | | Non-Executive Director | £60,000 | £58,000 | £58,000 | | Premium for Senior Independent Director | £3,000 | £3,000 | £3,000 | | Premium for Chair of the Audit and Risk Committee | £12,000 | £12,000 | £12,000 | | Premium for Chair of the MESPC | £3,000 | £3,000 | £3,000 | Ed Warner Chair 28 May 2025 Steven Wilderspin Chair of the Audit and Risk Committee HarbourVest Global Private Equity | Annual Report and Accounts 2025 74 Strategic report Governance Financial statements Other information STATEMENT OF COMPLIANCE WITH THE AIC CODE OF CORPORATE GOVERNANCE ### 75 75 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information ### The Directors place a large degree of importance on ensuring that high 1. Board Leadership and Purpose ### standards of corporate governance are maintained and aim to comply to Purpose On page 62 ### the greatest extent possible with the provisions of the AIC Code, which Strategy On pages 62 to 67 ### was published in 2019. Values and culture On page 69 The Board has considered the principles and provisions of the AIC Code. The AIC Code addresses Shareholder engagement On pages 35 to 37 all the principles and provisions set out in the 2018 UK Corporate Governance Code (the “UK Code”), as well as setting out additional provisions on issues that are of specific relevance to the Company. The AIC Code has been endorsed by the Financial Reporting Council and the Guernsey Financial 2. Division of responsibilities Services Commission (“GFSC”). By reporting against the AIC Code, the Company is meeting Director independence On page 63 its obligations under the UK Code, the GFSC Finance Sector Code of Corporate Governance, as Board meetings On page 68 amended in November 2021, and the associated disclosure requirements set out under paragraph 6.6.6R of the Financial Conduct Authority’s UK Listing Rules. The Board considers that reporting Relations with Investment Manager On pages 64 to 65 against the principles and provisions of the AIC Code provides more relevant information to Management Engagement Committee On page 72 stakeholders. The AIC Code is available on the AIC website: www.theaic.co.uk. The Company complied with all the principles and provisions of the AIC Code during the year 3. Composition, Succession, and Evaluation ended 31 January 2025. The Board notes the publication of the 2024 UK Code, which will apply to financial years beginning on or after 1 January 2025 and confirms that it has reviewed the impact Nomination Committee On page 72 of the new UK Code on the Company and has commenced preparations to be able to report on Director re-election On pages 68 and 69 compliance with that new Code. Use of external search agency Approach to succession Planning on page 72 Set out to the right is where stakeholders can find further information within the Annual Report Board evaluation Board and Committees Evaluation on page 69 about how the Company has complied with the various principles and provisions of the AIC Code. 4. Audit, Risk and Internal Control Audit and Risk Committee On pages 70 to 71 Emerging and principal risks On pages 39 to 40 Risk management and internal control systems On page 71 Going concern statement On page 66 Viability statement On pages 66 to 67 5. Remuneration Directors’ remuneration report On page 74 HarbourVest Global Private Equity | Annual Report and Accounts 2025 INSIDE THIS SECTION ### 76 Strategic report Governance Financial statements Other information ## Independent ## Auditor’s Report Read more on page 77 ## Consolidated ## Financial ## Statements Read more on page 83 ## Notes to the ## Consolidated ## Financial ## Statements Read more on page 93 ## I believe we have reached an ## inflection point – one in which ## investors must rethink the ## balance of their public and ## Financial ## private market portfolios.” John Toomey CEO, HarbourVest Partners HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 statements INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF ### 77 77 HARBOURVEST GLOBAL PRIVATE EQUITY LIMITED Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information Opinion – Testing the arithmetical accuracy of relevant aspects of the models supporting the going We have audited the Consolidated Financial Statements of HVPE (the ”Company”) and its concern basis, plausible downside analysis and extreme downside scenarios; subsidiaries (the ”Group”) for the year ended 31 January 2025 which comprise the Consolidated – Confirming the available credit facility balances to understand the potential impact of the Statements of Assets and Liabilities, the Consolidated Statements of Operations, the Consolidated leverage in the underlying funds. We recalculated the forecast debt covenants under the Statements of Changes in Net Assets, the Consolidated Statements of Cash Flows, the different scenarios to validate compliance within the going concern period; and Consolidated Schedule of Investments, and the related notes 1 to 11, including a summary of – Evaluated the disclosures made in the Annual Report and Consolidated Financial Statements significant accounting policies. The financial reporting framework that has been applied in regarding going concern to ascertain that they are in accordance with US GAAP and have their preparation is applicable law and United States Generally Accepted Accounting Principles complied with, or explained reasons for non-compliance, with all the AIC Code of Corporate (“US GAAP”). Governance provisions. In our opinion, the Consolidated Financial Statements: Based on the work we have performed, we have not identified any material uncertainties relating – give a true and fair view of the state of the Group’s affairs as at 31 January 2025 and of its to events or conditions that, individually or collectively, may cast significant doubt on the Group profit for the year then ended; and Company’s ability to continue as a going concern over a period from the date of approval of – have been properly prepared in accordance with US GAAP; and the Financial Statements to 30 June 2026. – have been properly prepared in accordance with the requirements of the (Guernsey) Law, 2008. In relation to the Group’s reporting on how they have applied the UK Corporate Governance Code, Basis for opinion we have nothing material to add or draw attention to in relation to the Directors’ statement in the We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs financial statements about whether the Directors considered it appropriate to adopt the going (UK)) and applicable law. Our responsibilities under those standards are further described in the concern basis of accounting. Auditor’s responsibilities for the audit of the financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our Our responsibilities and the responsibilities of the Directors with respect to going concern are opinion. described in the relevant sections of this report. However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the Group and Company’s Independence ability to continue as a going concern. We are independent of the Group and Company in accordance with the ethical requirements that are relevant to our audit of the financial statements, including the FRC’s Ethical Standard as Overview of our audit approach applied to listed public interest entities, and we have fulfilled our other ethical responsibilities in Key audit matters Risk of misstatement or manipulation of the valuation of the Group’s accordance with these requirements. investments in the underlying Primary or Secondary HarbourVest funds, together the “HarbourVest investment funds”. The non-audit services prohibited by the FRC’s Ethical Standard were not provided to the Group or the Company and we remain independent of the Group and the Company in conducting the audit. Materiality Overall Group materiality of £80.4 million which represents 2% of Net Assets. Conclusions relating to going concern In auditing the Consolidated financial statements, we have concluded that the Directors’ use An overview of the scope of our audit of the going concern basis of accounting in the preparation of the Consolidated Financial Tailoring the scope Statements is appropriate. Our evaluation of the Directors’ assessment of the Group’s and Our assessment of audit risk, our evaluation of materiality and our allocation of performance Company’s ability to continue to adopt the going concern basis of accounting included: materiality determine our audit scope for each company within the Group. Taken together, this enables us to form an opinion on the Consolidated Financial Statements. We take into account – Evaluating the going concern assessment prepared by the Investment Manager and approved size, risk profile, the organisation of the group and effectiveness of group-wide controls, changes by the Directors for the period up until 30 June 2026 from the date of approval of the in the business environment and other factors such as the potential impact of climate change Consolidated Financial Statements; when assessing the level of work to be performed. – Obtaining the models used to forecast cash flows under differing scenarios and challenged the sensitivities and assumptions used in the forecasts. We assessed whether the commitments The audit was led from Guernsey and utilised audit team members from the Boston office made to underlying investments cast significant doubt over the going concern status of the of Ernst & Young LLP in the US. We operated as an integrated audit team across the two Group and compared the historical calls made by underlying investments as a percentage of jurisdictions, and we performed audit procedures and responded to the risk identified as the total commitments made, including a discussion with the Investment Manager regarding described below. the possibility for uncalled commitments to be called. We considered the accuracy of HarbourVest Global Private Equity | Annual Report and Accounts 2025 Investment Managers forecast by comparing actual performance to historical forecasts; ## INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF HARBOURVEST GLOBAL PRIVATE EQUITY LIMITED CONTINUED The Group comprises the Company and its five wholly owned subsidiaries as explained in Note 2 to the Group Financial Statements. The Company, each subsidiary and the consolidation are subject to full scope audit procedures. Other than the investments which the Company holds directly, the subsidiaries own the investments, which are set out in the Consolidated Schedule of Investments, and on which we performed our work on valuation. ### Climate change Stakeholders are increasingly interested in how climate change will impact HVPE. The Group has determined that the most significant future impacts from climate change on their operations will be from the investments made by the underlying partnerships in which they are invested. These are explained on page 64 in the Directors' Report (Apprauch to Environmental, Social and Governance matters). All of these disclosures form part of the "Other information," rather than the audited Consolidated Financial Statements. Our procedures on these unaudited disclosures therefore consisted solely of considering whether they are materially inconsistent with the Consolidated Financial Statements or our knowledge obtained in the course of the audit or otherwise appear to be materially misstated, in line with our responsibilities on "Other information". In planning and performing our audit we assessed the potential impacts of climate change on the Company's business and any consequential material impact on its financial statements. The Group has explained in Note 2 its articulation of the impact of climate change in the financial statements. There are no significant judgements or estimates relating to climate change in the notes to the financial statements as the Board has concluded specifically that climate change including physical and transition risks, does not have a material impact on the Group's financial statements in Note 2. Our audit effort in considering the impact of climate change on the financial statements was focused on the adequacy of the Group's disclosures in the financial statements as set out in note 2 and the conclusions that there was no material impact on the recognition and separate measurement considerations of the assets and liabilities of the Group as at 31 January 2025. As part of this evaluation, we performed our own risk assessment to determine the risks of material misstatement in the financial statements from climate change which needed to be considered in our audit. Based on our work we have not identified the impact of climate change on the financial statements to be a key audit matter or to impact a key audit matter. ### Key audit matters Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Consolidated 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. | Risk | Our response to the risk | Key observations communicated to the Audit Committee | | --- | --- | --- | | **Misstatement or manipulation of the valuation of the Group's investments in the underlying Primary or Secondary HarbourVest funds, together the "HarbourVest investment funds" ($4,375 million; 2024 $4,058 million).** Refer to the Accounting policies and Note 4 of the Consolidated Financial Statements. There is a risk that the valuation of the Group's investments at 31 January 2025, which comprise 108.7% (2024: 103.5%) of net assets is materially misstated. The valuation of the investments is the principal driver of the Group's net asset value and hence incorrect valuations would have a significant impact on the net asset value and performance of the Group. | **Our response comprised the performance of the following procedures:** Confirmed and documented our understanding of the Group's processes, controls and methodologies for valuing investments held by the Group in the HarbourVest investment funds, including the use of the practical expedient as set out in *Accounting Standard Codification* (ASC) Topic 820 Fair Value Measurement ("ASC 820") by performing our walkthrough processes and evaluating the implementation and design effectiveness of controls. We also utilised the System and Organisation Controls 1 Report for Private Equity Fund Administration Report on Controls Placed in Operation and Tests of Operating Effectiveness ("SOC 1 report") of HarbourVest Partner LLC to confirm our understanding of the production on the NAVs of the HarbourVest investment funds. Agreed 100% by value of the individual net asset values of each HarbourVest investment fund to its underlying audited Net Asset Value (NAV) as at 31 December 2024 which, prior to adjustments, formed the basis for the Group's carrying amount as at 31 January 2025. | We reported to the Audit and Risk Committee that we did not identify any instances of the use of inappropriate methodologies and that the valuation of the Group's investments in the HarbourVest investment funds were not materially misstated. | 78 Strategic report Governance Financial statements Other information ▲ HarbourVest Global Private Equity | Annual Report and Accounts 2025 INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF HARBOURVEST GLOBAL ### 79 79 PRIVATE EQUITY LIMITED CONTINUED Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information Key observations communicated Our application of materiality Risk Our response to the risk to the Audit Committee We apply the concept of materiality in planning and performing the audit, in evaluating the effect Valuation misstatement We obtained a schedule of all of identified misstatements on the audit and in forming our audit opinion. | (continued) | adjustments made to those audited | | | --- | --- | --- | | | NAVs between 1 January 2025 and | Materiality | | | 31 January 2025, and: | The magnitude of an omission or misstatement that, individually or in the aggregate, could reasonably | be expected to influence the economic decisions of the users of the financial statements. Materiality – Verified all contributions and provides a basis for determining the nature and extent of our audit procedures. distributions made to/from the HarbourVest investment funds to We determined materiality for the Group to be $80.4 million (2024: $78.4 million), which is 2% supporting bank statements; (2024: 2%) of net assets. We believe that net assets provides us with a basis for determining the – Recalculated a sample of nature, timing and extent of risk assessment procedures, identifying and assessing the risk of accrued management fees in the material misstatement and determining the nature, timing and extent of further audit procedures. HarbourVest investment funds We used the net assets as a basis for determining planning materiality because the Group’s based on the terms of the signed primary performance measures for internal and external reporting are based on net assets as management agreements and we consider it is the measure most relevant to the stakeholders of the Group. agreed terms to relevant supporting documents; During the course of our audit, we reassessed initial materiality from the planning stage based – Verified foreign exchange rate on 31 January 2025 net assets. changes to independent third-party sources, and their application to Performance materiality any HarbourVest investment funds The application of materiality at the individual account or balance level. It is set at an amount to denominated in foreign currencies; reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected – Considered whether there were misstatements exceeds materiality. changes in market conditions during the period from 1 January On the basis of our risk assessments, together with our assessment of the Group’s overall 2025 to 31 January 2025 that could control environment, our judgement was that performance materiality was 75% (2024: 75%) of have had a material impact to the our planning materiality, namely $60.3 million (2024: $58.8 million). We have set performance valuations of the direct investments materiality at this percentage given that there is no history of material misstatements, the and marketable securities of the likelihood of misstatement in the future is deemed low, we have a strong understanding of the HarbourVest investment funds; control environment, there were no changes in circumstances (such as a change in accounting – Independently sourced third- personnel or events out of the normal course of business) and it is not a close monitored audit, party prices and verified fair and hence we consider 75% to be reasonable. value changes on publicly traded securities held in the HarbourVest Reporting threshold investment funds; and An amount below which identified misstatements are considered as being clearly trivial. – Through enquiry determined that there were no post-closing We agreed with the Audit Committee that we would report to them all uncorrected audit differences adjustments since 31 December in excess of $4.0 million (2024: $3.9 million), which is set at 5% of planning materiality, as well as 2024 or other material changes differences below that threshold that, in our view, warranted reporting on qualitative grounds. to the NAV subsequent to the HarbourVest investment funds’ We evaluate any uncorrected misstatements against both the quantitative measures of materiality finalised financial reporting process. discussed above and in light of other relevant qualitative considerations in forming our opinion. We assessed the fairness, accuracy and completeness of the disclosures in the Consolidated Financial Statements. HarbourVest Global Private Equity | Annual Report and Accounts 2025 INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF HARBOURVEST GLOBAL ### 80 PRIVATE EQUITY LIMITED CONTINUED Strategic report Governance Financial statements Other information Other information – The section of the annual report that describes the review of effectiveness of risk The other information comprises the information included in the annual report other than the management and internal control systems set out on pages 70 to 71; and; Consolidated Financial Statements and our auditor’s report thereon. The directors are responsible – The section describing the work of the audit committee set out on pages 70 to 71 for the other information contained within the annual report. Responsibilities of Directors Our opinion on the Consolidated Financial Statements does not cover the other information As explained more fully in the directors’ responsibilities statement set out on page 67, the and, except to the extent otherwise explicitly stated in this report, we do not express any form Directors are responsible for the preparation of the Consolidated Financial Statements and for of assurance conclusion thereon. 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 Our responsibility is to read the other information and, in doing so, consider whether the other material misstatement, whether due to fraud or error. information is materially inconsistent with the Consolidated Financial Statements or our knowledge obtained in the course of the audit or otherwise appears to be materially misstated. In preparing the Consolidated Financial Statements, the Directors are responsible for assessing If we identify such material inconsistencies or apparent material misstatements, we are required the Group and Company’s ability to continue as a going concern, disclosing, as applicable, matters to determine whether this gives rise to a material misstatement in the Consolidated Financial related to going concern and using the going concern basis of accounting unless the Directors Statements themselves. If, based on the work we have performed, we conclude that there is a either intend to liquidate the Group or the Company or to cease operations, or have no realistic material misstatement of the other information, we are required to report that fact. alternative but to do so. We have nothing to report in this regard. Auditor’s responsibilities for the audit of the financial statements Our objectives are to obtain reasonable assurance about whether the Consolidated financial Matters on which we are required to report by exception statements as a whole are free from material misstatement, whether due to fraud or error, and We have nothing to report in respect of the following matters in relation to which The Companies to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of (Guernsey) Law, 2008 requires us to report to you if, in our opinion: 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 – proper accounting records have not been kept by the Company; or are considered material if, individually or in the aggregate, they could reasonably be expected to – the Financial Statements are not in agreement with the Company’s accounting records and influence the economic decisions of users taken on the basis of these financial statements. returns; or – we have not received all the information and explanations we require for our audit. Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud Corporate Governance Statement Irregularities, including fraud, are instances of non-compliance with laws and regulations. We have reviewed the directors’ statement in relation to going concern, longer-term viability and that We design procedures in line with our responsibilities, outlined above, to detect irregularities, part of the Corporate Governance Statement relating to the group and company’s compliance with including fraud. The risk of not detecting a material misstatement due to fraud is higher than the provisions of the UK Corporate Governance Code specified for our review by the Listing Rules. the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. The extent to which Based on the work undertaken as part of our audit, we have concluded that each of the following our procedures are capable of detecting irregularities, including fraud is detailed below. elements of the Corporate Governance Statement is materially consistent with the financial statements or our knowledge obtained during the audit: However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the company and management. – Directors’ statement with regards to the appropriateness of adopting the going concern basis of accounting and any material uncertainties identified set out on pages 66 to 67; – We obtained an understanding of the legal and regulatory frameworks that are applicable to – Directors’ explanation as to its assessment of the company’s prospects, the period this the Group and determined that the most significant are: assessment covers and why the period is appropriate set out on pages 66 to 67; • Financial Conduct Authority (“FCA”) Listing Rules; – Director’s statement on whether it has a reasonable expectation that the group will be able • Disclosure Guidance and Transparency Rules (“DTR”) of the FCA; to continue in operation and meets its liabilities set out on pages 66 to 67; • The 2018 UK Corporate Governance Code; – Directors’ statement on fair, balanced and understandable set out on page 67; • The 2019 AIC Code of Corporate Governance; and – Board’s confirmation that it has carried out a robust assessment of the emerging and • The Companies (Guernsey) Law, 2008, as amended. principal risks set out on pages 39 to 40; HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF HARBOURVEST GLOBAL ### 81 81 PRIVATE EQUITY LIMITED CONTINUED Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information – We understood how the Group is complying with those frameworks by: A further description of our responsibilities for the audit of the financial statements is located • Discussing the processes and procedures used by the Directors, the Investment Manager, the on the Financial Reporting Council’s website at https://www.frc.org.uk/auditorsresponsibilities. Company Secretary and Administrator to ensure compliance with the relevant frameworks; This description forms part of our auditor’s report. • Inspecting the Group’s relevant documented policies, processes and procedures; and • Reviewing internal reports that evidence compliance testing. Other matters we are required to address – Following the recommendation from the audit committee we were appointed by the Company – We assessed the susceptibility of the Group’s Consolidated Financial Statements to material on 2 November 2007 to audit the financial statements for the year ending 31 January 2008 misstatement, including how fraud might occur by: and subsequent financial periods. • Identifying misstatement or manipulation of the valuation of the Group’s investments in the – The period of total uninterrupted engagement including previous renewals and reappointments HarbourVest funds and undertaking the audit procedures set out in the Key Audit Matters is 18 years, covering the years ending 31 January 2008 to 31 January 2025. section above; – The audit opinion is consistent with the additional report to the audit and risk committee. • Obtaining an understanding of entity-level controls and considering the influence of the control environment; Use of our report • Obtaining management’s assessment of fraud risks including an understanding of the This report is made solely to the company’s members, as a body, in accordance with Section 262 nature, extent and frequency of such assessment documented in the HVPE Risk Review; of The Companies (Guernsey) law 2008. Our audit work has been undertaken so that we might • Making inquiries with those charged with governance as to how they exercise oversight state to the Company’s members those matters we are required to state to them in an auditor’s of management’s processes for identifying and responding to fraud risks and the controls report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume established by management to mitigate specifically those risks the entity has identified, or responsibility to anyone other than the company and the company’s members as a body, for our that otherwise help to prevent, deter and detect fraud; audit work, for this report, or for the opinions we have formed. • Making inquiries with management and those charged with governance regarding how they identify related parties including circumstances related to the existence of a related party with dominant influence; and • Making inquiries with management and those charged with governance regarding their knowledge of any actual or suspected fraud or allegations of fraudulent financial reporting Richard Geoffrey Le Tissier affecting the Group. For and on behalf of Ernst & Young LLP Guernsey – Based on this understanding we designed our audit procedures to identify non-compliance 28 May 2025 with such laws and regulations. Our procedures involved: • Having discussions with those charged with governance, the Investment Manager, the Company Secretary and Administrator to obtain an understanding of how instances of non-compliance with relevant laws and regulations are identified; • Reviewing Board minutes and internal compliance reporting; • Inspecting correspondence with regulators; • Reviewing the Consolidated Financial Statements to check that they comply with the reporting requirements of the Group; • Obtaining relevant written representations from the Board of Directors; and • Performing journal entry testing. – Our understanding of the company’s current activities, the scope of its authorisation and the effectiveness of its control environment are as follows: • The activities of the Company are overseen by the Board, who meet regularly throughout the year; • We have reviewed the SOC-1 reports and bridging letters of Company’s key service providers for the year audited and are not aware of any matters of concern relating to the control environment. HarbourVest Global Private Equity | Annual Report and Accounts 2025 REPORT OF THE INDEPENDENT AUDITORS ### 82 TO THE DIRECTORS OF HARBOURVEST GLOBAL PRIVATE EQUITY LIMITED Strategic report Governance Financial statements Other information Opinion In performing an audit in accordance with GAAS, we: We have audited the consolidated financial statements of HarbourVest Global Private Equity Limited (the “Company”) and its subsidiaries (“the Group”), which comprise the consolidated – Exercise professional judgment and maintain professional scepticism throughout the audit. statements of assets and liabilities, including the consolidated schedule of investments, as of – Identify and assess the risks of material misstatement of the financial statements, whether 31 January 2025 and 2024, and the related consolidated statements of operations, changes in net due to fraud or error, and design and perform audit procedures responsive to those risks. assets and cash flows for the year then ended, and the related notes 1 to 11(collectively referred Such procedures include examining, on a test basis, evidence regarding the amounts and to as the “financial statements”). disclosures in the financial statements. – Obtain an understanding of internal control relevant to the audit in order to design audit In our opinion, the accompanying financial statements present fairly, in all material respects, the procedures that are appropriate in the circumstances, but not for the purpose of expressing financial position of the Group at 31 January 2025 and 2024, and the results of its operations, an opinion on the effectiveness of the Group’s internal control. Accordingly, no such opinion is changes in its net assets and its cash flows for the year then ended in accordance with accounting expressed. principles generally accepted in the United States of America. – Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall Basis for Opinion presentation of the financial statements. We conducted our audit in accordance with auditing standards generally accepted in the United – Conclude whether, in our judgment, there are conditions or events, considered in the States of America (GAAS). Our responsibilities under those standards are further described in aggregate, that raise substantial doubt about the Group’s ability to continue as a going the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. concern for a reasonable period of time. We are required to be independent of the Group and to meet our other ethical responsibilities in accordance with the relevant ethical requirements relating to our audit. We believe that the audit We are required to communicate with those charged with governance regarding, among other evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. matters, the planned scope and timing of the audit, significant audit findings, and certain internal control-related matters that we identified during the audit. Responsibilities of Management for the Financial Statements Management is responsible for the preparation and fair presentation of the financial statements Other Information in accordance with accounting principles generally accepted in the United States of America, and Management is responsible for the other information. The other information comprises the for the design, implementation, and maintenance of internal control relevant to the preparation Strategic Report, Governance, and Other Information included in the annual report but does not and fair presentation of financial statements that are free of material misstatement, whether due include the financial statements and our auditor’s report thereon. Our opinion on the financial to fraud or error. statements does not cover the other information, and we do not express an opinion or any form of assurance thereon. In preparing the financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Group’s In connection with our audit of the financial statements, our responsibility is to read the other ability to continue as a going concern for one year after the date that the financial statements are information and consider whether a material inconsistency exists between the other information available to be issued. and the financial statements, or the other information otherwise appears to be materially misstated. If, based on the work performed, we conclude that an uncorrected material misstatement of the Auditor’s Responsibilities for the Audit of the Financial Statements other information exists, we are required to describe it in our report. Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free of 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 absolute assurance and therefore is not a guarantee that an audit conducted in accordance with GAAS will always detect a material misstatement when it exists. The risk of not detecting a Guernsey, Channel Islands material misstatement resulting from fraud is higher than for one resulting from error, as fraud 28 May 2025 may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the financial statements. HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 # **CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES** **AT 31 JANUARY 2025 AND 2024** | in US Dollars | 2025 (in thousands*) | 2024 (in thousands*) | | --- | --- | --- | | **Assets** | | | | Investments (Note 4) | 4,374,601 | 4,057,606 | | Cash and equivalents | 122,990 | 140,186 | | Other assets | 19,566 | 5,329 | | Accounts receivable from HarbourVest Advisers L.P. (Note 9) | 244 | - | | **Total assets** | **4,517,401** | **4,203,891** | | **Liabilities** | | | | Amounts due under the credit facility (Note 6) | 480,000 | 275,000 | | Accounts payable and accrued expenses | 14,444 | 7,479 | | Accounts payable to HarbourVest Advisers L.P. (Note 9) | - | 40 | | **Total liabilities** | **494,444** | **282,519** | | **Net assets** | **$4,022,957** | **$3,920,572** | | **Net assets consist of** | | | | Shares, unlimited shares authorised, 74,268,671 and 77,683,508 shares issued and outstanding at 31 January 2025 and 31 January 2024 respectively, no par value | 4,022,957 | 3,920,572 | | **Net assets** | **$4,022,957** | **$3,920,572** | | Net asset value per share | **$54.17** | **$50.47** | * Except net asset value per share. The accompanying notes are an integral part of the Financial Statements. The Financial Statements on pages 83 to 97 were approved by the Board on 28 May 2025 and were signed on its behalf by: Ed Warner Chair Steven Wilderspin Chair of the Audit and Risk Committee HarbourVest Global Private Equity | Annual Report and Accounts 2025 83 Strategic report Governance Financial statements Other information # CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE YEARS ENDED 31 JANUARY 2025 AND 2024 | In US Dollars | 2025 (in thousands) | 2024 (in thousands) | | --- | --- | --- | | **Realised and unrealised gains on investments** | | | | Net realised gain on investments | 150,618 | 90,514 | | Net change in unrealised appreciation on investments | 105,227 | 49,893 | | **Net gain on investments** | **255,845** | **140,487** | | **Investment income** | | | | Interest and dividends from cash and equivalents | 5,762 | 8,621 | | Other income | 228 | 186 | | **Expenses** | | | | Interest expense (Note 6) | 36,353 | 14,465 | | Commitment fees (Note 6) | 6,901 | 6,127 | | Financing expenses | 3,720 | 2,374 | | Investment services (Note 3) | 2,884 | 2,475 | | Professional fees | 1,056 | 1,118 | | Marketing expenses | 761 | 356 | | Directors' fees and expenses (Note 9) | 492 | 474 | | Management fees (Note 3) | 110 | 117 | | Tax expenses | 37 | 47 | | Other expenses | 1,010 | 513 | | **Total expenses** | **53,324** | **28,056** | | **Net investment loss** | **(47,334)** | **(19,259)** | | **Net increase in net assets resulting from operations** | **$208,511** | **$121,148** | The accompanying notes are an integral part of the Financial Statements. Harbour/First Global Private Equity | Annual Report and Accounts 2025 84 Strategic report Governance Financial statements Other information # CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS FOR THE YEARS ENDED 31 JANUARY 2025 AND 2024 | In US Dollars | 2025 (in thousands) | 2024 (in thousands) | | --- | --- | --- | | **Increase in net assets from operations** | | | | Net realised gain on investments | 150,618 | 90,514 | | Net change in unrealised appreciation on investments | 105,227 | 49,893 | | Net investment loss | (47,334) | (19,259) | | Net increase in net assets resulting from operations | 208,511 | 121,148 | | **Capital Share Transactions** | | | | Share repurchase | (106,126) | (38,502) | | Net decrease in net assets from capital share transactions | (106,126) | (38,502) | | **Total increase in net assets** | **102,385** | **82,646** | | **Net assets at beginning of year** | **3,920,572** | **3,837,926** | | **Net assets at end of year** | **$4,022,957** | **$3,920,572** | The accompanying notes are an integral part of the Financial Statements. Harbour/Next Global Private Equity | Annual Report and Accounts 2025 85 Strategic report Governance Financial statements Other information ▲ # CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED 31 JANUARY 2025 AND 2024 | In US Dollars | 2025 (in thousands) | 2024 (in thousands) | | --- | --- | --- | | **Cash flows from operating activities** | | | | Net increase in net assets resulting from operations | 208,511 | 121,148 | | Adjustments to reconcile net increase in net assets resulting from operations to net cash used in operating activities: | | | | Net realised gain on investments | (150,618) | (90,514) | | Net change in unrealised appreciation on investments | (105,227) | (49,893) | | Contributions to private equity investments | (443,568) | (592,792) | | Distributions from private equity investments | 382,418 | 310,296 | | Other | (7,556) | 7,890 | | Net cash used in operating activities | (116,040) | (293,865) | | **Cash flows from financing activities** | | | | Proceeds from borrowing on the credit facility | 570,000 | 275,000 | | Repayments in respect of the credit facility | (365,000) | — | | Share repurchase | (106,126) | (38,502) | | Net cash provided by financing activities | 98,874 | 236,498 | | **Net change in cash and equivalents** | (17,166) | (57,367) | | **Cash and equivalents at beginning of year** | 140,156 | 197,523 | | **Cash and equivalents at end of year** | $122,990 | $140,156 | # **Supplemental disclosure:** Interest paid during the year $36,396 $8,258 The accompanying notes are an integral part of the Financial Statements. Harbour/Next Global Private Equity | Annual Report and Accounts 2025 86 Strategic report Governance Financial statements Other information # CONSOLIDATED SCHEDULE OF INVESTMENTS AT 31 JANUARY 2025 | US Funds | In US Dollars | | | | | | --- | --- | --- | --- | --- | --- | | | Unfunded Commitment (in thousands) | Amount Invested* (in thousands) | Distributions Received (in thousands) | Fair Value (in thousands) | Fair Value as a % of Net Assets | | HarbourVest Partners VI-Direct Fund L.P. | 1,313 | 46,722 | 41,081 | 2,588 | 0.1 | | HarbourVest Partners VII-Venture Partnership Fund L.P. | 2,319 | 135,290 | 205,308 | 1,558 | 0.0 | | HarbourVest Partners VIII-Cayman Mezzanine and Distressed Debt Fund L.P. | 2,000 | 48,202 | 62,811 | 679 | 0.0 | | HarbourVest Partners VIII-Cayman Buyout Fund L.P. | 7,500 | 245,299 | 420,282 | 1,517 | 0.0 | | HarbourVest Partners VIII-Cayman Venture Fund L.P. | 1,000 | 49,192 | 92,447 | 17,035 | 0.4 | | HarbourVest Partners IX-Cayman Buyout Fund L.P. | 8,520 | 62,761 | 109,735 | 24,230 | 0.6 | | HarbourVest Partners IX-Cayman Credit Opportunities Fund L.P. | 1,438 | 11,111 | 14,141 | 3,061 | 0.1 | | HarbourVest Partners IX-Cayman Venture Fund L.P. | 3,500 | 66,826 | 148,455 | 71,624 | 1.8 | | HarbourVest Partners 2013 Cayman Direct Fund L.P. | 3,229 | 97,131 | 166,055 | 29,717 | 0.7 | | HarbourVest Partners Cayman Oleantech Fund II L.P. | 900 | 19,156 | 21,404 | 17,014 | 0.4 | | HarbourVest Partners X Buyout Feeder Fund L.P. | 34,650 | 217,378 | 178,034 | 222,685 | 5.5 | | HarbourVest Partners X Venture Feeder Fund L.P. | 6,290 | 141,764 | 113,071 | 254,014 | 6.3 | | HarbourVest Partners Mezzanine Income Fund L.P. | 8,155 | 42,067 | 74,761 | 10,344 | 0.3 | | HarbourVest Partners XI Buyout Feeder Fund L.P. | 62,300 | 287,700 | 82,498 | 382,424 | 9.5 | | HarbourVest Partners XI Micro Buyout Feeder Fund L.P. | 5,655 | 59,345 | 21,957 | 76,178 | 1.9 | | HarbourVest Partners XI Venture Feeder Fund L.P. | 13,300 | 176,736 | 46,989 | 244,019 | 6.1 | | HarbourVest Partners XII Buyout Feeder Fund L.P. | 277,200 | 217,800 | 5,403 | 263,894 | 6.6 | | HarbourVest Partners XII Micro Buyout Feeder Fund L.P. | 44,400 | 35,600 | 579 | 39,655 | 1.0 | | HarbourVest Partners XII Venture Feeder Fund L.P. | 74,588 | 60,413 | 1,061 | 72,977 | 1.8 | | HarbourVest Partners XII Venture AIF SCSp | 77,625 | 37,450 | 378 | 46,597 | 1.2 | | HarbourVest Infrastructure Income Delaware Parallel Partnership | – | 117,233 | 39,846 | 113,833 | 2.8 | | HarbourVest Partners XIII Buyout Feeder Fund L.P. | 70,000 | – | – | 133 | 0.0 | | HarbourVest Partners XIII Small Cap Feeder Fund L.P. | 20,000 | – | – | 18 | 0.0 | | HarbourVest Partners XIII Venture Feeder Fund L.P. | 40,000 | – | – | 120 | 0.0 | | **Total US Funds** | **765,880** | **2,175,135** | **1,846,300** | **1,895,836** | **47.1** | HarbourVest Global Private Equity | Annual Report and Accounts 2025 87 Strategic report Governance Financial statements Other information CONSOLIDATED SCHEDULE OF INVESTMENTS CONTINUED AT 31 JANUARY 2025 HarbourVest Global Private Equity | Annual Report and Accounts 2025 | International/Global Funds | In US Dollars | | | | | | --- | --- | --- | --- | --- | --- | | | Unfunded Commitment (in thousands) | Amount Invested* (in thousands) | Distributions Renewed (in thousands) | Fair Value (in thousands) | Fair Value as a % of Net Assets | | Dover Street VII Cayman L.P. | 4,250 | 83,934 | 118,312 | 108 | 0.0 | | HIPEP VI-Cayman Partnership Fund L.P.** | 5,181 | 117,845 | 192,120 | 39,810 | 1.0 | | HIPEP VI-Cayman Asia Pacific Fund L.P. | 2,500 | 47,687 | 64,495 | 12,245 | 0.3 | | HIPEP VI-Cayman Emerging Markets Fund L.P. | - | 30,059 | 21,678 | 14,333 | 0.4 | | Dover Street VIII Cayman L.P. | 14,400 | 165,724 | 265,014 | 8,797 | 0.2 | | HVPE Charlotte Co-Investment L.P. | - | 93,894 | 162,267 | 839 | 0.0 | | HarbourVest Global Annual Private Equity Fund L.P. | 9,000 | 91,001 | 152,834 | 63,634 | 1.6 | | HIPEP VII Partnership Feeder Fund L.P. | 9,688 | 115,313 | 134,970 | 116,259 | 2.9 | | HIPEP VII Asia Pacific Feeder Fund L.P. | 1,200 | 28,800 | 24,500 | 25,343 | 0.6 | | HIPEP VII Emerging Markets Feeder Fund L.P. | 2,600 | 17,400 | 9,747 | 21,113 | 0.5 | | HIPEP VII Europe Feeder Fund L.P.** | 6,528 | 64,329 | 90,515 | 64,428 | 1.6 | | HarbourVest Canada Parallel Growth Fund L.P.** | 2,709 | 21,298 | 18,565 | 24,335 | 0.6 | | HarbourVest 2015 Global Fund L.P. | 7,000 | 93,317 | 128,444 | 62,336 | 1.5 | | HarbourVest 2016 Global AIF L.P. | 15,000 | 85,026 | 99,040 | 65,823 | 1.6 | | HarbourVest Partners Co-Investment IV AIF L.P. | 7,000 | 93,000 | 96,234 | 75,665 | 1.9 | | Dover Street IX Cayman L.P. | 9,000 | 91,000 | 105,660 | 46,149 | 1.1 | | HarbourVest Real Assets III Feeder L.P. | 3,750 | 46,250 | 26,489 | 37,774 | 0.9 | | HarbourVest 2017 Global AIF L.P. | 18,000 | 82,021 | 74,805 | 79,505 | 2.0 | | HIPEP VIII Partnership AIF L.P. | 15,725 | 154,275 | 56,381 | 174,526 | 4.3 | | Secondary Overflow Fund III L.P. | 22,354 | 62,804 | 73,594 | 46,842 | 1.2 | | HarbourVest Asia Pacific VIII AIF Fund L.P. | 3,375 | 46,631 | 14,544 | 46,272 | 1.2 | | HarbourVest 2018 Global Feeder Fund L.P. | 10,150 | 59,850 | 30,212 | 72,899 | 1.8 | | HarbourVest Partners Co-Investment V Feeder Fund L.P. | 22,500 | 77,548 | 44,752 | 112,143 | 2.8 | | HarbourVest Real Assets IV Feeder L.P. | 8,500 | 41,500 | 16,912 | 41,390 | 1.0 | | HarbourVest 2019 Global Feeder Fund L.P. | 26,000 | 74,007 | 18,410 | 104,468 | 2.6 | | HarbourVest Credit Opportunities Fund II L.P. | 1,500 | 48,500 | 20,383 | 43,293 | 1.1 | | Dover Street X Feeder Fund L.P. | 30,000 | 120,018 | 46,853 | 134,688 | 3.3 | | Secondary Overflow Fund IV L.P. | 45,290 | 84,116 | 30,870 | 94,977 | 2.4 | | HIPEP IX Feeder Fund L.P. | 261,900 | 223,108 | 21,284 | 243,790 | 6.1 | | HarbourVest 2020 Global Feeder Fund L.P. | 7,750 | 42,251 | 4,633 | 50,263 | 1.2 | | HarbourVest Partners Co-Investment VI Feeder Fund L.P. | 18,750 | 106,256 | 1,917 | 131,532 | 3.3 | 88 Strategic report Governance Financial statements Other information CONSOLIDATED SCHEDULE OF INVESTMENTS CONTINUED AT 31 JANUARY 2025 | International/Global Funds | In US Dollars | | | | | | --- | --- | --- | --- | --- | --- | | | Unfunded Commitment (in thousands) | Amount Invested* (in thousands) | Distributions Received (in thousands) | Fair Value (in thousands) | Fair Value as a % of Net Assets | | HarbourVest Asia Pacific 5 Feeder Fund L.P. | 169,500 | 130,500 | 1,163 | 145,251 | 3.6 | | HarbourVest 2021 Global Feeder Fund L.P. | 58,122 | 111,930 | 5,359 | 126,324 | 3.1 | | HarbourVest 2022 Global Feeder Fund L.P. | 57,500 | 42,500 | 1,185 | 56,597 | 1.4 | | Dover Street XI Feeder Fund L.P. | 187,500 | 62,500 | 5,432 | 80,512 | 2.0 | | HarbourVest Credit Opportunities III Feeder Fund L.P. | 125,000 | – | – | 1,143 | 0.0 | | HIPEP X Feeder Fund L.P. | 320,000 | – | – | 2,901 | 0.1 | | HarbourVest Infrastructure Opportunities III Feeder Fund L.P. | 100,000 | – | – | 2,740 | 0.1 | | Secondary Overflow Fund V L.P. | – | – | – | (97) | 0.0 | | HarbourVest Partners Stewardship Feeder Fund L.P. | 27,388 | 7,666 | – | 8,078 | 0.2 | | HarbourVest Private Equity Continuation Solutions Feeder Fund L.P. | 50,000 | – | – | (262) | 0.0 | | **Total International/Global Funds** | **1,686,608** | **2,863,130** | **2,179,464** | **2,478,766** | **61.6** | | **Total Investments** | **2,452,488** | **5,038,265** | **4,025,764** | **4,374,601** | **108.7** | \* Includes purchase of limited partner interests for shares and cash at the time of HIPEP's IPO \*\* Includes ownership interests in HarbourVest Partners VII Cayman Partnership entities \*\*\* Fund denominated in euros. Commitment amount is € 100,000,000 \*\*\*\* Fund denominated in euros. Commitment amount is € 60,000,000 \*\*\*\* Fund denominated in Canadian dollars. Commitment amount is € 33,000,000 As of 31 January 2025, the cost basis of partnership investments is $2,907,922,000. Totals and subtotals may not recalculate due to rounding. The accompanying notes are an integral part of the Financial Statements. HarbourVest Global Private Equity | Annual Report and Accounts 2025 89 Strategic report Governance Financial statements Other information # CONSOLIDATED SCHEDULE OF INVESTMENTS CONTINUED AT 31 JANUARY 2024 | US Funds | In US Dollars | | | | | | --- | --- | --- | --- | --- | --- | | | Unfunded Commitment (in thousands) | Amount Invested* (in thousands) | Distributions Received (in thousands) | Fair Value (in thousands) | Fair Value as a % of Net Assets | | HarbourVest Partners V-Partnership Fund L.P. | 2,220 | 46,709 | 45,924 | 802 | 0.0 | | HarbourVest Partners VI-Direct Fund L.P. | 1,313 | 46,722 | 41,081 | 1,796 | 0.0 | | HarbourVest Partners VI-Partnership Fund L.P. | 5,175 | 204,623 | 237,227 | 464 | 0.0 | | HarbourVest Partners VII-Venture Partnership Fund L.P.* | 2,319 | 135,290 | 204,327 | 2,127 | 0.1 | | HarbourVest Partners VIII-Cayman Mezzanine and Distressed Debt Fund L.P. | 2,000 | 48,282 | 62,811 | 699 | 0.0 | | HarbourVest Partners VIII-Cayman Buyout Fund L.P. | 7,500 | 245,259 | 417,067 | 4,931 | 0.1 | | HarbourVest Partners VIII-Cayman Venture Fund L.P. | 1,000 | 49,192 | 91,307 | 13,875 | 0.4 | | HarbourVest Partners 2007 Cayman Direct Fund L.P. | 2,250 | 97,877 | 165,442 | 288 | 0.0 | | HarbourVest Partners IX-Cayman Buyout Fund L.P. | 8,520 | 62,761 | 92,387 | 43,194 | 1.1 | | HarbourVest Partners IX-Cayman Credit Opportunities Fund L.P. | 1,438 | 11,111 | 12,034 | 6,029 | 0.2 | | HarbourVest Partners IX-Cayman Venture Fund L.P. | 3,500 | 66,826 | 132,015 | 84,464 | 2.2 | | HarbourVest Partners 2013 Cayman Direct Fund L.P. | 3,229 | 97,131 | 159,293 | 36,077 | 0.9 | | HarbourVest Partners Cayman Cleantech Fund II L.P. | 900 | 19,156 | 18,730 | 17,466 | 0.4 | | HarbourVest Partners X Buyout Feeder Fund L.P. | 34,650 | 217,378 | 165,062 | 233,547 | 6.0 | | HarbourVest Partners X Venture Feeder Fund L.P. | 6,290 | 141,764 | 99,019 | 258,319 | 6.6 | | HarbourVest Partners Mezzanine Income Fund L.P. | 8,155 | 42,067 | 63,788 | 20,675 | 0.5 | | HarbourVest Partners XI Buyout Feeder Fund L.P. | 90,300 | 259,780 | 82,013 | 324,967 | 8.3 | | HarbourVest Partners XI Micro Buyout Feeder Fund L.P. | 5,655 | 59,345 | 19,811 | 73,692 | 1.9 | | HarbourVest Partners XI Venture Feeder Fund L.P. | 13,300 | 176,736 | 42,421 | 236,782 | 6.0 | | HarbourVest Adelaide Feeder L.P. | 6,000 | 144,000 | 176,644 | 1,455 | 0.0 | | HarbourVest Partners XII Buyout Feeder Fund L.P. | 356,400 | 138,600 | 3,268 | 164,565 | 4.2 | | HarbourVest Partners XII Micro Buyout Feeder Fund L.P. | 58,000 | 22,800 | – | 24,486 | 0.6 | | HarbourVest Partners XII Venture Feeder Fund L.P. | 100,238 | 34,763 | 240 | 39,087 | 1.0 | | HarbourVest Partners XII Venture AIF SCSp | 95,450 | 19,625 | – | 23,431 | 0.6 | | HarbourVest Infrastructure Income Delaware Parallel Partnership | – | 117,233 | 37,964 | 104,241 | 2.7 | | **Total US Funds** | **815,802** | **2,504,070** | **2,369,876** | **1,717,458** | **43.8** | HarbourVest Global Private Equity | Annual Report and Accounts 2023 90 Strategic report Governance Financial statements Other information CONSOLIDATED SCHEDULE OF INVESTMENTS CONTINUED AT 31 JANUARY 2024 HarbourVest Global Private Equity | Annual Report and Accounts 2025 | International/Global Funds | In US Dollars | | | | | | --- | --- | --- | --- | --- | --- | | | Unfunded Commitment (in thousands) | Amount Invested^{2} (in thousands) | Distributions Received (in thousands) | Fair Value Fair Value (in thousands) | as a % of Net Assets | | HarbourVest International Private Equity Partners III-Partnership Fund L.P. | 3,450 | 147,729 | 148,440 | 402 | 0.0 | | Dover Street VII Cayman L.P. | 4,250 | 83,504 | 118,312 | 122 | 0.0 | | HIPEP VI-Cayman Partnership Fund L.P.^{4,5} | 5,409 | 117,845 | 177,872 | 56,878 | 1.5 | | HIPEP VI-Cayman Asia Pacific Fund L.P. | 2,500 | 47,687 | 59,275 | 19,589 | 0.5 | | HIPEP VI-Cayman Emerging Markets Fund L.P. | - | 30,059 | 15,319 | 22,461 | 0.6 | | Dover Street VIII Cayman L.P. | 14,400 | 165,724 | 262,515 | 13,083 | 0.3 | | HVPE Charlotte Co-Investment L.P. | - | 93,894 | 162,267 | 831 | 0.0 | | HarbourVest Global Annual Private Equity Fund L.P. | 9,000 | 91,001 | 137,497 | 74,761 | 1.9 | | HIPEP VII Partnership Feeder Fund L.P. | 10,625 | 114,375 | 116,405 | 127,623 | 3.3 | | HIPEP VII Asia Pacific Feeder Fund L.P. | 1,500 | 28,500 | 21,232 | 29,525 | 0.8 | | HIPEP VII Emerging Markets Feeder Fund L.P. | 2,600 | 17,400 | 8,267 | 22,389 | 0.6 | | HIPEP VII Europe Feeder Fund L.P.^{11} | 6,815 | 64,329 | 79,077 | 68,485 | 1.7 | | HarbourVest Canada Parallel Growth Fund L.P.^{12} | 4,369 | 19,872 | 13,707 | 26,735 | 0.7 | | HarbourVest 2015 Global Fund L.P. | 7,000 | 93,017 | 114,791 | 74,638 | 1.9 | | HarbourVest 2016 Global AIF L.P. | 16,000 | 84,026 | 85,450 | 77,026 | 2.0 | | HarbourVest Partners Co-Investment IV AIF L.P. | 7,000 | 93,000 | 92,953 | 84,382 | 2.2 | | Dover Street IX Cayman L.P. | 12,000 | 88,000 | 91,612 | 60,234 | 1.5 | | HarbourVest Real Assets III Feeder L.P. | 3,750 | 46,250 | 13,607 | 47,312 | 1.2 | | HarbourVest 2017 Global AIF L.P. | 19,500 | 80,521 | 62,587 | 87,239 | 2.2 | | HIPEP VIII Partnership AIF L.P. | 28,475 | 141,525 | 36,116 | 175,297 | 4.5 | | Secondary Overflow Fund III L.P. | 22,841 | 62,316 | 59,234 | 62,341 | 1.6 | | HarbourVest Asia Pacific VIII AIF Fund L.P. | 3,375 | 46,631 | 11,092 | 50,461 | 1.3 | | HarbourVest 2018 Global Feeder Fund L.P. | 13,300 | 56,700 | 21,628 | 75,861 | 1.9 | | HarbourVest Partners Co-Investment V Feeder Fund L.P. | 22,500 | 77,548 | 19,777 | 124,512 | 3.2 | | HarbourVest Real Assets IV Feeder L.P. | 13,500 | 36,500 | 11,664 | 39,390 | 1.0 | | HarbourVest 2019 Global Feeder Fund L.P. | 26,000 | 74,807 | 15,885 | 99,459 | 2.5 | | HarbourVest Credit Opportunities Fund II L.P. | 1,500 | 48,500 | 8,939 | 49,891 | 1.3 | | Dover Street X Feeder Fund L.P. | 44,250 | 105,768 | 37,683 | 125,128 | 3.2 | | Secondary Overflow Fund IV L.P. | 49,931 | 79,475 | 26,807 | 87,813 | 2.2 | | HIPEP IX Feeder Fund L.P. | 329,800 | 155,208 | 11,752 | 177,838 | 4.5 | | HarbourVest 2020 Global Feeder Fund L.P. | 10,750 | 39,251 | 4,147 | 43,755 | 1.1 | 91 Strategic report Governance Financial statements Other information CONSOLIDATED SCHEDULE OF INVESTMENTS CONTINUED AT 31 JANUARY 2024 | International/Global Funds | In US Dollars | | | | | | --- | --- | --- | --- | --- | --- | | | Unfunded Commitment (in thousands) | Amount Invested^{a} (in thousands) | Distributions Received (in thousands) | Fair Value Fair Value (in thousands) | as a % of Net Assets | | HarbourVest Partners Co-Investment VI Feeder Fund L.P. | 37,500 | 87,506 | 378 | 95,003 | 2.4 | | HarbourVest Asia Pacific 5 Feeder Fund L.P. | 255,000 | 45,000 | – | 37,406 | 1.0 | | HarbourVest 2021 Global Feeder Fund L.P. | 76,822 | 93,238 | 2,790 | 103,962 | 2.7 | | HarbourVest 2022 Global Feeder Fund L.P. | 71,000 | 29,000 | 1,185 | 36,161 | 0.9 | | Dover Street XI Feeder Fund L.P. | 207,500 | 42,500 | – | 57,126 | 1.5 | | HarbourVest Credit Opportunities III Feeder Fund L.P. | 75,000 | – | – | (63) | 0.0 | | HPEP X Feeder Fund L.P. | 125,000 | – | – | 964 | 0.0 | | HarbourVest Infrastructure Opportunities III Feeder Fund L.P. | 75,000 | – | – | 268 | 0.0 | | Secondary Overflow Fund V L.P. | – | – | – | (75) | 0.0 | | HarbourVest Partners Stewardship Feeder Fund L.P. | 30,888 | 4,166 | – | 3,938 | 0.1 | | HarbourVest Private Equity Continuation Solutions Feeder Fund L.P. | 35,000 | – | – | – | 0.0 | | **Total International/Global Funds** | **1,685,100** | **2,731,565** | **2,050,263** | **2,340,149** | **59.8** | | **Total Investments** | **2,500,899** | **5,235,635** | **4,420,139** | **4,057,606** | **103.5** | $^{a}$ Includes purchase of limited partner interests for shares and cash at the time of HPEP's IPO. $^{b}$ Includes ownership interests in HarbourVest Partners VII Cayman Partnership entities. $^{c}$ Fund denominated in euros. Commitment amount is € 150,000,000. $^{d}$ Fund denominated in euros. Commitment amount is € 60,000,000. $^{e}$ Fund denominated in Canadian dollars. Commitment amount is € 222,000,000. As of 31 January 2024, the cost basis of partnership investments is $2,696,155,000. Totals and subtotals may not recalculate due to rounding. The accompanying notes are an integral part of the Financial Statements. HarbourVest Global Private Equity | Annual Report and Accounts 2023 92 Strategic report Governance Financial statements Other information NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS # Note 1 Company Organisation and Investment Objective HarbourVest Global Private Equity Limited (the "Company" or "HVPE") is a closed-ended investment company registered with the Registrar of Companies in Guernsey under The Companies (Guernsey) Law, 2008. The Company's registered office is BNP Paribas House, St Julian's Avenue, St Peter Port, Guernsey GY1 1WA. The Company was incorporated and registered in Guernsey on 18 October 2007. HVPE is designed to offer shareholders long-term capital appreciation by investing in a diversified portfolio of private equity investments. The Company invests in private equity through private equity funds and may make co-investments or other opportunistic investments. The Company is managed by HarbourVest Advisers L.P. (the "Investment Manager"), an affiliate of HarbourVest Partners, LLC ("HarbourVest"), a private equity fund-of-funds manager. The Company intends to invest in and alongside existing and newly-formed HarbourVest funds. HarbourVest is a global private equity fund of funds manager and typically invests capital in primary partnerships, secondary investments, and direct investments across vintage years, geographies, industries, and strategies. Operations of the Company commenced on 6 December 2007, following the initial global offering of the Class A Ordinary Shares. # Share Capital At 31 January 2025, the Company's 74,268,671 shares were listed on the London Stock Exchange under the symbol "HVPE". The shares are entitled to the income and increases and decreases in the net asset value ("NAV") of the Company, and to any dividends declared and paid, and have full voting rights. Dividends may be declared by the Board of Directors and paid from available assets subject to the Directors being satisfied that the Company will, immediately after payment of the dividend, satisfy the statutory solvency test prescribed by The Companies (Guernsey) Law, 2008. The company repurchased 3,414,837 and 1,421,114 shares during the years ended 31 January 2026 and 31 January 2024, respectively. Dividends would be paid to shareholders pro rata to their shareholdings. The shareholders must approve any amendment to the Memorandum and Articles of Incorporation. The approval of 78% of the shares is required in respect of any changes that are administrative in nature, any material change from the investment strategy and/or investment objective of the Company, or any material change to the terms of the Investment Management Agreement. There is no minimum statutory capital requirement under Guernsey law. # Investment Manager, Company Secretary, and Administrator The Directors have delegated certain day-to-day operations of the Company to the Investment Manager and the Company Secretary and Administrator, under advice of the Directors, pursuant to service agreements with those parties, within the context of the strategy set by the Board. The Investment Manager is responsible for, among other things, selecting, acquiring, and disposing of the Company's investments, carrying out financing, cash management, and risk management activities, providing investment advisory services, including with respect to HVPE's investment policies and procedures, and arranging for personnel and support staff of the Investment Manager to assist in the administrative and executive functions of the Company. # Directors The Directors are responsible for the determination of the investment policy of the Company on the advice of the Investment Manager and have overall responsibility for the Company's activities. This includes the periodic review of the Investment Manager's compliance with the Company's investment policies and procedures, and the approval of certain investments. A majority of Directors must be independent Directors and not affiliated with HarbourVest or any affiliate of HarbourVest. # Note 2 Summary of Significant Accounting Policies The following accounting policies have been applied consistently in dealing with items which are considered material in relation to the Company's consolidated financial statements ("Financial Statements"). # Basis of Preparation The Company maintains an overcommitment strategy in an attempt to remain fully invested over time (refer to Note 5 on page 96 for further details on unfunded commitments). HarbourVest prepares forecasts and predictions to provide assurance that the Company has sufficient resources to meet its ongoing requirements. As part of this process the Investment Manager has created four revised model scenarios with varying degrees of decline in investment value and investment distributions, with the worst being an Extreme Downside scenario representing an impact to the portfolio that is worse than that experienced during the GFC. All four models verified that the Company has enough resources to meet the Company's upcoming financial obligations. However, in all circumstances HVPE can take steps to limit or mitigate the impact on the Consolidated Statements of Assets and Liabilities, namely drawing on the credit facility, pausing new commitments, raising additional credit or capital, and selling assets to increase liquidity and reduce outstanding commitments. As a result, the Company's Financial Statements have been prepared on a going concern basis. # Basis of Presentation The Financial Statements include the accounts of HarbourVest Global Private Equity Limited and its four wholly owned subsidiaries: HVGPE – Domestic A.L.P., HVGPE – Domestic B.L.P., HVGPE – Domestic C.L.P. and HVGPE – International A.L.P. (together "the undertakings"). Each of the subsidiaries is a Cayman Islands limited partnership formed to facilitate the purchase of certain investments. All intercompany accounts and transactions have been eliminated in consolidation. # Method of Accounting The Financial Statements are prepared in conformity with US Generally Accepted Accounting Principles ("US GAAP"), The Companies (Guernsey) Law, 2008, and the Principal Documents. Under applicable rules of Guernsey law implementing the EU Transparency Directive, the Company is allowed to prepare its Financial Statements in accordance with US GAAP instead of International Financial Reporting Standards ("IFRS"). The Company is an investment company following the accounting and reporting guidance of the Financial Accounting Standards Boards ("FASB") Accounting Standards Codification ("ASC"). Topic 946 – Financial Services – Investment Companies. HarbourVest Global Private Equity | Annual Report and Accounts 2025 93 Strategic report Governance Financial statements Other information NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED ### 94 Strategic report Governance Financial statements Other information Estimates The associated credit risk of the cash and equivalents is monitored by the Board and the The preparation of the Financial Statements in conformity with US GAAP requires management Investment Manager on a regular basis. The Board has authorised the Investment Manager to to make estimates and assumptions that affect the amounts reported in the Financial Statements manage the cash balances on a daily basis according to the terms set out in the treasury policies and accompanying notes. Actual results could differ from those estimates. created by the Board. Investments Investment Income Investments are stated at fair value in accordance with the Company’s investment valuation policy. Investment income includes interest from cash and equivalents, dividends, and interest received The Board has concluded specifically that climate change, including physical and transition risks, from certain investments due to subsequent fund closings. Dividends are recorded when they are does not have a material impact on the recognition and separate measurement considerations declared, and interest is recorded when earned. Interest and dividend income are presented net of of the assets and liabilities of the Group in the Financial Statements as of 31 January 2025, but withholding tax, if any. recognises that climate change may have an effect on the investments held in the underlying partnerships. The inputs used to determine fair value include financial statements provided by Operating Expenses the investment partnerships which typically include fair market value capital account balances. Operating expenses include amounts directly incurred by the Company as part of its operations, In reviewing the underlying financial statements and capital account balances, the Company and do not include amounts incurred from the operations of the investment entities. considers compliance with ASC Topic 820 – Fair Value Measurement, the currency in which the investment is denominated, and other information deemed appropriate. Net Realised Gains and Losses on Investments For investments in private equity funds, the Company records its share of realised gains and losses The fair value of the Company’s investments is primarily based on the most recently reported as reported by the Investment Manager including fund-level related expenses and management NAV provided by the underlying Investment Manager as a practical expedient under ASC Topic fees, and is net of any carry allocation. Realised gains and losses are calculated as the difference 820. This fair value is then adjusted for known investment operating expenses and subsequent between proceeds received and the related cost of the investment. transactions, including investments, realisations, changes in foreign currency exchange rates, and changes in value of private and public securities. This valuation does not necessarily reflect Net Change in Unrealised Appreciation and Depreciation on Investments amounts that might ultimately be realised from the investment and the difference can be material. For investments in private equity funds, the Company records its share of change in unrealised gains and losses as reported by the Investment Manager as an increase or decrease in unrealised Securities for which a public market does exist are valued by the Company at quoted market appreciation or depreciation of investments and is net of any carry allocation. When an investment prices at the year-end date. Generally, the partnership investments have a defined term and is realised, the related unrealised appreciation or depreciation is recognised as realised. cannot be transferred without the consent of the GP of the limited partnership in which the investment has been made. Income Taxes The Company is registered in Guernsey as a tax exempt company. The States of Guernsey Foreign Currency Transactions Income Tax Authority has granted the Company exemption from Guernsey income tax under the The currency in which the Company operates is US dollars, which is also the presentation currency. provision of the Income Tax (Exempt Bodies) (Guernsey) Ordinance 1989 and the Company will Transactions denominated in foreign currencies are recorded in the local currency at the exchange be charged an annual exemption fee of £1,600 included as other expenses in the Consolidated rate in effect at the transaction dates. Foreign currency investments, investment commitments, Statements of Operations. Income may be subject to withholding taxes imposed by the US or cash and equivalents, and other assets and liabilities are translated at the rates in effect at the year- other countries, which will impact the Company’s effective tax rate. end date. Foreign currency translation gains and losses are included in realised and unrealised gains (losses) on investments as incurred. The Company does not segregate that portion of realised or Investments made in entities that generate US source income may subject the Company to unrealised gains and losses attributable to foreign currency translation on investments. certain US federal and state income tax consequences. A US withholding tax at the rate of 30% may be applied on the distributive share of any US source dividends and interest (subject to Cash and Equivalents certain exemptions) and certain other income that is received directly or through one or more The Company considers all highly liquid investments with an original maturity of three months entities treated as either partnerships or disregarded entities for US federal income tax purposes. or less to be cash equivalents. The carrying amount included in the Consolidated Statements Furthermore, investments made in entities that generate income that is effectively connected of Assets and Liabilities for cash and equivalents approximates their fair value. The Company with a US trade or business may also subject the Company to certain US federal and state income maintains bank accounts denominated in US dollars, in euros, and in pounds sterling. The tax consequences. The US requires withholding on effectively connected income for corporate Company may invest excess cash balances in highly liquid instruments such as certificates of partners at the rate of 21%. In addition, the Company may also be subject to a branch profits deposit, sovereign debt obligations of certain countries, and money market funds that are highly tax which can be imposed at a rate of up to 30% of any after-tax, effectively connected income rated by the credit rating agencies. associated with a US trade or business. However, no amounts have been accrued. HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED ### 95 95 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information The Company accounts for income taxes under the provisions of ASC Topic 740 – Income Independent Auditor’s Fees Taxes. This standard establishes consistent thresholds as it relates to accounting for income For the years ended 31 January 2025 and 2024, auditor fees of $433,000 and $453,000 were taxes. It defines the threshold for recognising the benefits of tax-return positions in the Financial accrued, respectively, and are included in professional fees in the Consolidated Statements of Statements as “more-likely-than-not” to be sustained by the taxing authority and requires Operations. The 31 January 2025 figure includes $319,000 relating to the 31 January 2025 annual measurement of a tax position meeting the more-likely-than-not criterion, based on the largest audit fee and a $3,000 credit relating to the prior financial year’s audit fee. The 31 January 2024 benefit that is more than 50% likely to be realised. For the year ended 31 January 2025, the figure includes $326,000 relating to the 31 January 2024 annual audit fee and a credit of $6,000 Investment Manager has analysed the Company’s inventory of tax positions taken with respect relating to the prior financial year’s audit fee. In addition, the 31 January 2025 and 2024 figures to all applicable income tax issues for all open tax years (in each respective jurisdiction), and has include fees of $117,000 and $121,000, respectively, for audit-related services due to the Auditor, concluded that no provision for income tax is required in the Company’s Financial Statements. Ernst & Young LLP, conducting a review of the Interim Financial Statements for each period-end. There were no other non-audit fees paid to the Auditor by the Company during the years ended Shareholders in certain jurisdictions may have individual tax consequences from ownership of 31 January 2025 and 31 January 2024. the Company’s shares. The Company has not included the impact of these tax consequences on the shareholders in these Financial Statements. Investment Management Agreement The Company has retained HarbourVest Advisers L.P. as the Investment Manager. The Investment Market and Other Risk Factors Manager is reimbursed for costs and expenses incurred on behalf of the Company in connection The Company’s investments are subject to various risk factors including market price, credit, with the management and operation of the Company. During the years ended 31 January 2025 interest rate, liquidity, and currency risk. Investments are based primarily in the US, Europe, and and 2024, reimbursements for services provided by the Investment Manager were $2,884,000 and Asia Pacific, and thus have concentrations in such regions. The Company’s investments are also $2,475,000, respectively. As of 1 February 2022, the Investment Manager is reimbursed on a fixed subject to the risks associated with investing in leveraged buyout and venture capital transactions fee basis rather than an hourly basis. The Investment Manager does not directly charge HVPE that are illiquid and non-publicly traded. Such investments are inherently more sensitive to declines management fees or performance fees other than with respect to parallel investments. However, in revenues and to increases in expenses that may occur due to general downward swings in the as an investor in the HarbourVest funds, HVPE is charged the same management fees and is world economy or other risk factors including increasingly intense competition, rapid changes in subject to the same performance allocations as other investors in such HarbourVest funds. technology, changes in federal, state and foreign regulations, and limited capital investments. During the years ended 31 January 2025 and 2024, HVPE had one parallel investment: The Company is subject to credit and liquidity risk to the extent any financial institution with HarbourVest Structured Solutions II, L.P. (via HVPE Charlotte Co-Investment L.P.). Management which it conducts business is unable to fulfil contracted obligations on its behalf. Management fees paid for the parallel investment made by the Company were consistent with the fees monitors the financial condition of those financial institutions and does not anticipate any losses charged by the funds alongside which the parallel investment was made during the years ended | from these counterparties. | 31 January 2025 and 2024. | | --- | --- | | Note 3 Material Agreements and Related Fees | Management fees included in the Consolidated Statements of Operations are shown in the | | Administrative Agreement | table below: | The Company has retained BNP Paribas S.A., Guernsey Branch (“BNPP”) as Company 2025 2024 Secretary and Administrator. Fees for these services are paid as invoiced by BNP and include an (in thousands) (in thousands) administration fee of £50,000 per annum, a secretarial fee of £60,000 per annum, a compliance HVPE Charlotte Co-Investment L.P. $110 $117 services fee of £15,000 per annum, ad-hoc service fees, and reimbursable expenses. During the years ended 31 January 2025 and 2024, fees of $184,000 and $158,000, respectively, were incurred to BNP and are included as other expenses in the Consolidated Statements of Operations. For the years ended 31 January 2025 and 2024, management fees on the HVPE Charlotte Co- Investment L.P. investment were calculated based on a weighted average effective annual rate of Registrar 0.13% and 0.13% respectively, on capital originally committed, net of management fee offsets to The Company has retained MUFG Pension & Market Services (formerly Link Asset Services) as the parallel investment. share registrar. Fees for this service include a base fee of £16,000, plus other miscellaneous expenses. During the years ended 31 January 2025 and 2024, registrar fees of $22,000 and $19,000, respectively, were incurred and are included as other expenses in the Consolidated Statements of Operations. HarbourVest Global Private Equity | Annual Report and Accounts 2025 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED # **Note 4 Investments** In accordance with the authoritative guidance on fair value measurements and disclosures under generally accepted accounting principles in the US, the Company discloses the fair value of its investments in a hierarchy that prioritises the inputs to valuation techniques used to measure the fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The guidance establishes three levels of the fair value hierarchy as follows: Level 1 – Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date; Level 2 – Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly, including inputs in markets that are not considered to be active; and Level 3 – Inputs that are unobservable. An investment’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Because of the inherent uncertainty of these valuations, the estimated fair value may differ significantly from the value that would have been used had a ready market for this security existed, and the difference could be material. Investments include limited partnership interests in HarbourVest funds which report under US generally accepted accounting principles. Inputs used to determine fair value are primarily based on the most recently reported NAV provided by the underlying investment manager as a practical expedient under ASC Topic 820. The fair value is then adjusted for known investment operating expenses and subsequent transactions, including investments, realisations, changes in foreign currency exchange rates, and changes in value of private and public securities. Investments for which fair value is measured using NAV per share as a practical expedient have not been categorized within the fair value hierarchy. Income derived from investments in HarbourVest funds is recorded using the equity pick-up method. Under the equity pick-up method of accounting, the Company’s proportionate share of the net income (loss) and net realised gains (losses), as reported by the HarbourVest funds, is reflected in the Consolidated Statements of Operations as net realised gain (loss) on investments. The Company’s proportionate share of the aggregate increase or decrease in unrealised appreciation or depreciation, as reported by the HarbourVest funds, is reflected in the Consolidated Statements of Operations as net change in unrealised appreciation on investments. During the years ended 31 January 2025 and 2024, the Company made contributions of $443,568,000 and $592,792,000, respectively, to investments and received distributions of $382,418,000 and $310,295,000, respectively, from investments. Please refer to Note 10 for further detail on the non-cash activity during the prior year. As of 31 January 2025 and 2024, respectively, $4,374,601,000 and $4,057,606,000 of the Company’s investments are valued using the practical expedient. # **Note 5 Commitments** As of 31 January 2025, the Company had unfunded investment commitments to other limited partnerships of $2,452,488,000 which are payable upon notice by the partnerships to which the commitments have been made. As of 31 January 2024, the Company had unfunded investment commitments to other limited partnerships of $2,500,899,000. The Investment Manager is not entitled to any direct remuneration (save expenses incurred in the performance of its duties) from the Company, instead deriving its fees from the management fees and carried interest payable by the Company on its investments in underlying HarbourVest funds. The Investment Management Agreement (the “IMA”), which was amended and restated on 30 July 2019 and again on 31 January 2025, may be terminated by either party by giving 12 months’ notice. In the event of termination within ten years and three months of the date of the listing on the Main Market on 9 September 2015, the Company would be required to pay a contribution, which would have been $735,000 at 31 January 2025 and $1,536,000 at 31 January 2024, as reimbursement of the Investment Manager’s remaining unamortised IPO costs. In addition, the Company would be required to pay a fee equal to the aggregate of the management fees for the underlying investments payable over the course of the 12-month period preceding the effective date of such termination to the Investment Manager. # **Note 6 Debt Facility** The Company had an agreement with Mitsubishi UFJ Trust and Banking Corporation, New York Branch, Credit Suisse AG, London Branch and The Guardians of New Zealand Superannuation as manager and administrator of the New Zealand Superannuation Fund for the provision of a multi-currency revolving credit facility (the “2023 Facility”) with a termination date no earlier than January 2025, subject to usual covenants. During the year ended 31 January 2025, the Company terminated the 2023 Facility and entered into an agreement with Apollo Management International LLP (“Apollo”), Area Management Limited (“Ares”), Mitsubishi UFJ Trust and Banking Corporation, London Branch (“MUFG”), and Guardians of New Zealand Superannuation as manager and administrator of the New Zealand Superannuation Fund (“NZS”) for the provision of a multi-currency revolving credit facility (the “2024 Facility”), with a termination date no earlier than June 2029, subject to usual covenants. The Apollo commitment was $350 million, the Ares commitment was $350 million, the MUFG commitment was $300 million and the NZS commitment was $200 million. Collectively referred to as the Facilities. Amounts borrowed against the Facilities accrue interest at an aggregate rate of Term SOFR/SONIA/EURIBOR, a margin, and, under certain circumstances, a mandatory minimum cost. The Facilities are secured by the private equity investments and cash and equivalents of the Company, as defined in the agreement and is subject to certain loan-to-value ratios (which factor in borrowing on the Facilities and fund-level borrowing) and portfolio diversity tests applied to the Investment Portfolio of the Company. At 31 January 2025 and 31 January 2024, there was $480,000,000 in debt outstanding against the 2024 Facility and $275,000,000 in debt outstanding against the 2023 Facility, respectively. For the years ended 31 January 2025 and 2024, interest of $36,353,000 and $14,465,000, respectively, was incurred. Included in other assets at 31 January 2025 and 31 January 2024 are deferred financing costs of $19,066,000 and $5,066,000, respectively, related to refinancing the Facilities. The deferred financing costs are amortised on the terms of the Facilities. For the 2023 Facility, the Company was required to pay a non-utilisation fee of 100 basis points per annum for the Credit Suisse commitment and HarbourVest Global Private Equity | Annual Report and Accounts 2025 96 Strategic report Governance Financial statements Other information NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED 90 basis points per annum for the MUFG commitment and a utilisation fee of 40 basis points per annum for the Credit Suisse commitment. For the 2024 Facility, the Company is required to pay a non-utilisation fee of 100 basis points per annum for all commitments. Together, these are presented as Commitment fees on the Consolidated Statement of Operations. For the years ended 31 January 2025 and 2024, $6,901,000 and $6,127,000, respectively, in commitment fees have been incurred. # Note 7 Financial Highlights For the Years Ended 31 January 2025 and 2024 | In US Dollars | 2025 | 2024 | | --- | --- | --- | | Shares | | | | Per share operating performance: | | | | Net asset value, beginning of period | $50.47 | $48.52 | | Net realized and unrealised gains (losses) | 3.36 | 1.79 | | Net investment loss | (0.62) | (0.26) | | Total from investment operations | 2.74 | 1.53 | | Net increase from repurchase of Class A shares | 0.96 | 0.42 | | Net asset value, end of period | $54.17 | $50.47 | | Market value, end of period | $34.15* | $29.15* | | Total return at net asset value | 7.3% | 4.0% | | Total return at market value | 17.2% | 7.6% | | Ratios to average net assets | | | | Expenses† | 1.34% | 0.72% | | Net investment loss | (1.19)% | (0.50)% | * Represents the US dollar denominated share price † Does not include operating expenses of underlying investments. # Note 8 Publication and 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 shares in issue on that day. The Company publishes the NAV per share of the shares as calculated, monthly in arrears, at each month end, generally within 20 days. # Note 9 Related Party Transactions Other amounts receivable from HarbourVest Advisers L.P. of $244,000 represent expenses of the Company incurred in the ordinary course of business, which have been paid for and are reimbursable from the Investment Manager at 31 January 2025. Other amounts payable to HarbourVest Advisers L.P. of $40,000 represent expenses of the Company incurred in the ordinary course of business, which have been paid by and are reimbursable to the Investment Manager at 31 January 2024. Other income relates to income received from a revenue sharing agreement entered into with the HarbourVest Infrastructure Income Delaware Parallel Partnership ("HIIP") investment. Through such agreement, the Company is entitled to 10% of the management fee revenue received by HarbourVest from HIIP, provided that HarbourVest remains as HIIP's exclusive Investment Manager. Directors' fees and expenses, primarily compensation, of $492,000 and $474,000 were incurred during the years ended 31 January 2025 and 2024, respectively. # Note 10 Indemnifications # General Indemnifications In the normal course of business, the Company may enter into contracts that contain a variety of representations and warranties and which provide for general indemnifications. The Company's maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Company that have not yet occurred. Based on the prior experience of the Investment Manager, the Company expects the risk of loss under these indemnifications to be remote. # Investment Manager Indemnifications Consistent with standard business practices in the normal course of business, the Company has provided general indemnifications to the Investment Manager, any affiliate of the Investment Manager and any person acting on behalf of the Investment Manager or such affiliate when they act in good faith, in the best interest of the Company. The Company is unable to develop an estimate of the maximum potential amount of future payments that could potentially result from any hypothetical future claim but expects the risk of having to make any payments under these general business indemnifications to be remote. # Directors' and Officers' Indemnifications The Company's Articles of Incorporation provide that the Directors, managers or other officers of the Company shall be fully indemnified by the Company from and against all actions, expenses, and liabilities which they may incur by reason of any contract entered into or any act in or about the execution of their offices, except such (if any) as they shall incur by or through their own negligence, default, breach of duty, or breach of trust, respectively. # Note 11 Subsequent Events In the preparation of the Financial Statements, the Company has evaluated the effects, if any, of events occurring after 31 January 2025 to 28 May 2025, the date that the Financial Statements were signed. In this period, the Company made purchases of 1,810,373 of its ordinary shares for cancellation, for total consideration of £26,215,000. On 1 April 2025, the Company drew down on the 2024 Facility by $35,000,000. There were no other events or material transactions subsequent to 31 January 2025 that required recognition or disclosure in the Consolidated Financial Statements. HarbourVest Global Private Equity | Annual Report and Accounts 2025 97 Strategic report Governance Financial statements Other information OTHER INFORMATION ### 98 INSIDE THIS SECTION Strategic report Governance Financial statements Other information ## Supplementary data Read more on page 99 ## Glossary Read more on page 107 ## Alternative Performance ## Measures Read more on page 109 ## Disclosures Read more on page 111 ## Key information Read more on page 113 ## We continue to have strong conviction ## that our strategy of operating a globally ## Other ## diversified portfolio of high-quality private ## market assets will deliver long-term ## investor value.” Richard Hickman HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 information Managing Director, HarbourVest Partners SUPPLEMENTARY DATA ### 99 99 HVPE’S HARBOURVEST FUND INVESTMENTS AT 31 JANUARY 2025 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information – HVPE’s HarbourVest fund investments and secondary co-investments are profiled below. – Financial information at 31 January 2025 for each fund is provided in the Audited Consolidated Financial Statements of the Company’s Annual Report and Accounts on pages 87 to 89. V = Venture, B = Buyout, O = Other, P = Primary, S = Secondary, D = Direct Co-investment HarbourVest Fund Phase Vintage Year Stage Geography Strategy HarbourVest Fund Phase Vintage Year Stage Geography Strategy Investment Phase HarbourVest Real Assets III Growth 2016 O Global S HarbourVest Partners XIII Buyout Investment 2024 B US P, S, D HarbourVest 2016 Global Fund Growth 2016 V, B, O Global P, S, D HarbourVest Partners XIII Small Cap Investment 2024 B US P, S, D Dover Street IX Growth 2016 V, B Global S HarbourVest Partners XIII Venture Investment 2024 V US P, S, D Mature Phase HarbourVest Stewardship Fund Investment 2023 V, B Global D HarbourVest 2015 Global Fund Mature 2015 V, B, O Global P, S, D HarbourVest Infrastructure Opportunities III Investment 2023 O Global S, D HarbourVest Canada Growth Fund Mature 2015 V US, CAN P, D HIPEP X Fund Investment 2023 V, B EUR, AP, RoW P, S, D HarbourVest Mezzanine Income Fund Mature 2015 O US D HarbourVest Private Equity Continuation Solutions Investment 2022 V, B Global S,D HarbourVest X Buyout Mature 2015 B US P, S, D Dover Street XI Investment 2022 V, B, O Global S HarbourVest X Venture Mature 2015 V US P, S, D HarbourVest Credit Opportunities III Investment 2022 O US D HarbourVest Global Annual Private Equity Fund Mature 2014 V, B, O Global P, S, D HarbourVest 2022 Global Investment 2022 V, B, O Global P, S, D HIPEP VII Asia Pacific Fund Mature 2014 V, B AP P, S, D HarbourVest Infrastructure Income Partnership Investment 2022 O Global S, D HIPEP VII Emerging Markets Fund Mature 2014 V, B RoW P, S, D HarbourVest Partners XII Venture AIF Investment 2022 V US P, S, D HIPEP VII Europe Fund Mature 2014 V, B EUR P, S, D HarbourVest 2021 Global Fund Investment 2021 V, B, O Global P, S, D HIPEP VII Partnership Fund Mature 2014 V, B EUR, AP, RoW P, S, D HarbourVest Asia Pacific 5 Investment 2021 V, B AP P, S, D HarbourVest 2013 Direct Fund Mature 2013 V, B Global D HarbourVest Partners XII Venture Investment 2021 V US P, S, D HarbourVest Cleantech Fund II Mature 2012 V Global P, S, D HarbourVest Partners XII Micro Buyout Investment 2021 B US P, S, D Dover Street VIII Mature 2012 V, B Global S HarbourVest Partners XII Buyout Investment 2021 B US P, S, D Conversus Capital Mature 2011 V, B, O Global S HarbourVest Partners Co-Investment VI Investment 2021 V, B, O Global D HarbourVest Partners IX Buyout Fund Mature 2011 B US P, S, D Growth Phase HarbourVest Partners IX Credit Opportunities Fund Mature 2011 O US P, S, D HIPEP IX Partnership Fund Growth 2020 V, B EUR, AP, RoW P, S, D HarbourVest Partners IX Venture Fund Mature 2011 V US P, S, D HarbourVest 2020 Global Fund Growth 2020 V, B, O Global P, S, D HIPEP VI Asia Pacific Fund Mature 2008 V, B AP P Secondary Overflow Fund IV Growth 2020 V, B Global S HIPEP VI Emerging Markets Fund Mature 2008 V, B RoW P HarbourVest Real Assets IV Growth 2019 O Global S HIPEP VI Partnership Fund Mature 2008 V, B EUR, AP, RoW P HarbourVest Credit Opportunities Fund II Growth 2019 O US D Dover Street VII Mature 2007 V, B Global S Dover Street X Growth 2019 V, B Global S HarbourVest VIII Buyout Fund Mature 2006 B US P, S, D HarbourVest 2019 Global Fund Growth 2019 V, B, O Global P, S, D HarbourVest VIII Mezzanine and Distressed Debt Fund Mature 2006 O US P, S, D HarbourVest Partners Co-Investment V Growth 2018 V, B, O Global D HarbourVest VIII Venture Fund Mature 2006 V US P, S, D HarbourVest 2018 Global Fund Growth 2018 V, B, O Global P, S, D HarbourVest VII Venture Fund Mature 2003 V US P, S HarbourVest Partners XI Venture Growth 2018 V US P, S, D HarbourVest VI Direct Fund Mature 1999 V, B US D HarbourVest Partners XI Micro Buyout Growth 2018 B US P, S, D HarbourVest Partners XI Buyout Growth 2018 B US P, S, D Vintage year is year of first closing for investments made after 1 January 2024, and year of initial capital call for investments made prior to 1 January 2024. HarbourVest fund of funds typically call HIPEP VIII Asia Pacific Fund Growth 2017 V, B AP P, S, D capital over a multi-year period. HarbourVest 2017 Global Fund Growth 2017 V, B, O Global P, S, D HIPEP VIII Partnership Fund Growth 2017 V, B EUR, AP, RoW P, S, D HarbourVest Global Private Equity | Annual Report and Accounts 2025 Secondary Overflow Fund III Growth 2016 V, B Global S HarbourVest Partners Co-Investment IV Growth 2016 V, B Global D SUPPLEMENTARY DATA CONTINUED LARGEST UNDERLYING COMPANIES AT 31 JANUARY 2025 - No single portfolio company represented more than 2.2% of the Investment Portfolio. - The five largest companies represented 5.1% of the Investment Portfolio. - The 26 largest companies represented 13.4% of the Investment Portfolio. - In total, the top 100 companies represented $1,276 million or 29.2% of the Investment Portfolio. The 100 largest portfolio company investments based on Investment Portfolio value are listed by percentage of investment value. Some companies below are held at least in part in HarbourVest direct funds (shown in bold). Some holdings cannot be disclosed due to confidentiality agreements in place. | Rank | Company | Stage | % | Amount (in) | Location | Public? | Description | | --- | --- | --- | --- | --- | --- | --- | --- | | 1 | Shein | Venture/Growth | 2.2% | $94.3 | Singapore | No | Developer of a global B2C e-commerce platform designed to provide fashion goods for women | | 2 | Wiz, Inc. | Venture/Growth | 0.9% | $38.7 | United States | No | Developer of a cloud security platform designed to help businesses to secure their cloud infrastructure at scale | | 3 | Undisclosed | Buyout | 0.8% | $34.4 | United States | No | Undisclosed | | 4 | OP World Australia Pty Ltd | Infrastructure | 0.7% | $28.7 | Australia | No | Operates marine terminal and provides cargo handling services and container terminals throughout Australia | | 5 | Action Nederland BV | Buyout | 0.6% | $28.2 | Netherlands | No | Leading European discount general merchandise retailer | | 6 | Preston Hollow Capital, LLC | Buyout | 0.6% | $26.5 | United States | No | Specialty municipal finance company | | 7 | Frozen Limited | Buyout | 0.6% | $25.9 | United Kingdom | No | Ice cream and frozen food manufacturer in Europe | | 8 | Databricks, Inc. | Venture/Growth | 0.5% | $23.5 | United States | No | Offers a cloud platform that helps organisations turn data into value | | 9 | Revolut | Venture/Growth | 0.5% | $22.7 | United Kingdom | No | Developer of a foreign exchange and money transferring application designed to promote financial cohesion across the communities in which they operate | | 10 | Howden Group Holdings | Buyout | 0.5% | $20.2 | United Kingdom | No | UK-based insurance distributor, providing B2B insurance through its core activities of retail insurance broking, speciality and reinsurance broking and managed agency underwriting | | 11 | Smarsh, Inc. | Buyout | 0.5% | $19.8 | United States | No | Smarsh, Inc. ("Smarsh") is a mission critical communications intelligence platform used by regulated organizations to capture, archive and supervise data. The company offers market-leading technology that helps its customer manage risk | | 12 | Scale A1, Inc. | Venture/Growth | 0.4% | $17.8 | United States | No | Developer of a data-oriented platform intended to provide training and validation data for AI applications. | | 13 | Alyha Trains | Infrastructure | 0.4% | $17.5 | Luxembourg | No | Operator of a train-leasing company in Luxembourg. The company operates as an investor, owner, and manager of passenger trains and freight locomotives and also operates passenger fleets and electric locomotives | | 14 | Figma, Inc. | Venture/Growth | 0.4% | $17.1 | United States | No | Start-up building a cloud-based design suite which will allow an online community of designers to share and contribute their ideas with each other | | 15 | Movate | Buyout | 0.4% | $16.8 | India | No | Global leader in technology support with expertise in supporting enterprise and consumer products, managing IT infrastructures and deploying networks | | 16 | Calpine Corporation | Buyout | 0.4% | $16.6 | United States | No | Operates and owns power generation facilities | | 17 | BylaDance Technology Co. | Venture/Growth | 0.4% | $16.4 | China | No | Offers personal information recommendation engine services which includes news, pictures, and essays | | 18 | IVC Evidensia | Buyout | 0.4% | $16.0 | United Kingdom | No | Veterinary clinic platform | | 19 | National Gas | Buyout | 0.4% | $15.8 | United Kingdom | No | Gas transmission business in the UK | | 20 | Sidney Murray Hydroelectric Project | Infrastructure | 0.4% | $15.8 | United States | No | 192 MW hydroelectric facility located near the Mississippi River in eastern Louisiana and represents one of the largest hydroelectric facilities constructed in the US | | 21 | AssurePartners, LLC | Buyout | 0.4% | $15.5 | United States | No | Insurance brokerage | | 22 | Venture | Buyout | 0.4% | $15.4 | Sweden | No | Largest European provider of monitored alarm and security solutions for residential and small businesses | | 23 | Knowlton Development Corporation | Buyout | 0.3% | $15.0 | Canada | No | Consumer products contract manufacturer | HarbourVest Global Private Equity | Annual Report and Accounts 2025 100 Strategic report Governance Financial statements Other information SUPPLEMENTARY DATA CONTINUED ### 101 101 LARGEST UNDERLYING COMPANIES AT 31 JANUARY 2025 CONTINUED Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information Rank Company Stage % Amount (m) Location Public? Description 24 Worldpay Buyout 0.3% $14.9 United States No Provider of payment services intended to deliver a one-stop-shop omni-channel payments solutions to merchants globally 25 Visma Group Holdings A/s Buyout 0.3% $14.6 Norway No Enterprise resource planning software 26 Lytx, Inc. Buyout 0.3% $14.4 United States No Driver risk management software 27 Discord, Inc. Venture/Growth 0.3% $14.0 United States No The company’s platform offers secure voice and text chat which works on both desktops and phones, helping to talk regularly with the people they care about, enabling gamers to chat while playing without affecting the gaming performance. 28 Undisclosed Buyout 0.3% $13.9 India No Undisclosed 29 Itínere Infraestructuras, S,A. Infrastructure 0.3% $13.5 Spain No Provides civil infrastructure management services engaged in management operation, maintenance and conservation of toll roads in Northern Spain 30 Undisclosed Buyout 0.3% $13.4 United States No Undisclosed 31 Ardonagh Buyout 0.3% $11.4 United Kingdom No Leading UK insurance broker 32 Ultimate Kronos Group Buyout 0.3% $11.3 United States No Global provider of workforce management software and services focused on both large enterprises and small and medium businesses 33 Solace Systems Venture/Growth 0.3% $11.3 Canada No Enterprise messaging solutions 34 Inspire Brands, Inc. Buyout 0.3% $11.2 United States No Operator of a restaurant chain offering a wide range of fast-food cuisine 35 Undisclosed Buyout 0.3% $11.1 United States No Undisclosed 36 SpaceX Venture/Growth 0.2% $10.8 United States No Serves as a privately-held space launch service provider and cargo transport 37 Honour Lane Shipping Buyout 0.2% $10.8 Hong Kong No Leading freight forwarding company specialising in sea freight forwarding services 38 SonarSource S.A. Venture/Growth 0.2% $10.6 Switzerland No Provides applications for code quality management in various languages for companies worldwide 39 Puget Sound Energy Infrastructure 0.2% $10.6 United States No Provider of electric and gas utility services intended to help in decarbonisation and greenhouse gas emissions reduction 40 Apotex Pharmaceutical Buyout 0.2% $10.5 Canada No Developer and manufacturers of pharmaceutical products intended to serve the healthcare sector. The company Holdings Inc. provides generic pharmaceuticals in various dosages and formats and exports its products to various countries around the globe 41 Argus Media Buyout 0.2% $10.5 United Kingdom No Produces independent price assessments, essential data and analysis on the international energy and commodity sectors, anchoring physical commodity trade throughout global supply chains and underpinning financial derivatives markets 42 EasyPark Holding AS Venture/Growth 0.2% $10.4 Sweden No Digital parking marketplace 43 CSL Dualcom Buyout 0.2% $10.4 United Kingdom No Connectivity solutions 44 Undisclosed Buyout 0.2% $10.4 United States No Undisclosed 45 Anaplan Buyout 0.2% $10.4 United States No Cloud-based planning software company with finance focus 46 Lightning Power, LLC Venture/Growth 0.2% $10.2 United States No An independent power producer with a 10.8gw natural gas generation fleet. 47 Consumer Cellular Buyout 0.2% $10.1 United States No Postpaid wireless services 48 The Amynta Group Buyout 0.2% $10.0 United States No Provides specialty property and casualty insurance focusing on workers’ compensation and commercial package coverage for small business, specialty risk and extended warranty coverage. 49 Veeam Software Venture/Growth 0.2% $10.0 Switzerland No International software development company that creates easy-to-use and affordable products built for virtualisation and the cloud 50 Vehlo Holdings LP Venture/Growth 0.2% $9.7 United States No Auto dealership and repair software 51 FattMerchant Buyout 0.2% $9.7 United States No Payment processing solutions HarbourVest Global Private Equity | Annual Report and Accounts 2025 SUPPLEMENTARY DATA CONTINUED ### 102 LARGEST UNDERLYING COMPANIES AT 31 JANUARY 2025 CONTINUED Strategic report Governance Financial statements Other information Rank Company Stage % Amount (m) Location Public? Description 52 CarepathRx Buyout 0.2% $9.2 United States No Pharmacy services 53 National Stock Exchange of India, Buyout 0.2% $9.2 India No India’s largest equities and derivatives exchange Ltd. 54 IQ-EQ Buyout 0.2% $9.0 Luxembourg No Provider of compliance, administration, asset and advisory services intended for investment funds, global corporations, family offices and private clients 55 Apex Service Partners Buyout 0.2% $8.9 United States No Provider of heating, ventilation and air conditioning (“HVAC”), plumbing and electrical services focused on partnering with a network of businesses to build a national platform 56 Summit Infrastructure Group, Buyout 0.2% $8.9 United States No Bandwidth infrastructure company providing connectivity in the Ashburn and Richmond, VA metropolitan markets LLC 57 IU Group N.V. Buyout 0.2% $8.8 Germany No Provider of private higher education and personnel development services 58 IFS AB Buyout 0.2% $8.8 Sweden No Enterprise ERP, EAM, FSM software solutions provider 59 TEAM Risk Management Buyout 0.2% $8.8 United States No Provider and administrator of self-directed home care for seniors and individuals with long-term disabilities Strategies, Inc 60 Duravant Buyout 0.2% $8.8 United States No Leading provider of highly engineered automation solutions for food processing, material handling, and packing applications with customers in 190+ countries globally 61 Grihum Housing Buyout 0.2% $8.6 India No Affordable housing finance company 62 Circana, Inc. Buyout 0.2% $8.5 United States No Circana is the leading adviser on the complexity of consumer behaviour 63 USCO SpA Buyout 0.2% $8.5 Italy No Largest independent provider of aftermarket undercarriage, ground engaging tools, and replacement parts to the global construction industry 64 Constantia Buyout 0.2% $8.5 Austria No Global flexible packaging producer, primarily serving consumer (primarily food and beverage) and pharma end markets 65 FlixMobility GmbH Venture/Growth 0.2% $8.5 Germany No Bus travel 66 CHG Healthcare Services, Inc. Buyout 0.2% $8.4 United States No Provider of temporary healthcare staffing 67 NEW Asurion Corporation Buyout 0.2% $8.4 United States No Leading provider of consumer product protection programs in the United States 68 Undisclosed Venture/Growth 0.2% $8.4 India No Undisclosed 69 Klarna Ab Venture/Growth 0.2% $8.4 Sweden No Online consumer payment solutions 70 Assemblin Caverion Group Buyout 0.2% $8.3 Sweden No Technical installation and services company focused on specialist services primarily within electrical, heating & plumbing, and HVAC (Heating, Ventilation and Air Conditioning) 71 Fanatics, Inc. Venture/Growth 0.2% $8.2 United States No Operates as an online seller of licensed sporting apparel 72 Qlik Technologies, Inc. Buyout 0.2% $8.1 United States No Leader in business discovery-user driven Business Intelligence (“BI”) 73 Unither Pharmaceuticals Buyout 0.2% $8.1 France No Developer and manufacturer of drug delivery dosage forms 74 Authentic Brands Group, LLC Buyout 0.2% $8.1 United States No Brand management and licensing 75 Highstreet Insurance Partners Credit 0.2% $8.1 United States No Retail insurance brokerage platform 76 Medline Industries Inc. Buyout 0.2% $8.1 United States No Medical supply manufacturer and distributor 77 Undisclosed Venture/Growth 0.2% $8.0 United States No Undisclosed 78 Millennium Trust Company Buyout 0.2% $8.0 United States No Tech-enabled financial services 79 Vantage Airport Group Ltd. Infrastructure 0.2% $8.0 United States No Provides airport management and development services 80 Capillary Technologies Venture/Growth 0.2% $7.9 Singapore No A software-as-a-service provider of customer relationship management solutions to retailers in India and other International Pte. Ltd. emerging markets HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 # **SUPPLEMENTARY DATA CONTINUED** **LARGEST UNDERLYING COMPANIES AT 31 JANUARY 2025 CONTINUED** | Rank | Company | Stage | % | Amount (in) | Location | Public? | Description | | --- | --- | --- | --- | --- | --- | --- | --- | | 81 | Undisclosed | Buyout | 0.2% | $7.9 | United States | No | Undisclosed | | 82 | Undisclosed | Buyout | 0.2% | $7.9 | Hong Kong | No | Undisclosed | | 83 | Odoo | Venture/Growth | 0.2% | $7.9 | Belgium | No | SaaS company that provides all-in-one management software designed to provide a range of easy to use business applications that form a complete suite of tools to accompany any business need | | 84 | CordenPharma | Buyout | 0.2% | $7.9 | Germany | No | Contract development and manufacturing organisation focused on niche drug modalities | | 85 | McLarens Global (AGP McLarens Holdings) | Credit | 0.2% | $7.9 | United States | No | Claims management and loss adjustment services | | 86 | Proofpoint, Inc. | Buyout | 0.2% | $7.8 | United States | No | Cybersecurity vendor | | 87 | Ayvens | Buyout | 0.2% | $7.8 | France | Yes | Leading global mobility solutions provider | | 88 | Undisclosed | Buyout | 0.2% | $7.6 | United States | No | Undisclosed | | 89 | Grammarly, Inc. | Venture/Growth | 0.2% | $7.6 | United States | No | Provides artificial intelligence powered products | | 90 | Rippling | Venture/Growth | 0.2% | $7.5 | United States | No | Developer of a human resource software created to automate department and human resource services, including staff onboarding, offer letters, tax forms, email accounts and other duties | | 91 | Undisclosed | Buyout | 0.2% | $7.5 | Mexico | No | Undisclosed | | 92 | Tendern Retail, S.A. | Buyout | 0.2% | $7.5 | Spain | No | Multi-brand apparel retailer | | 93 | Lexipol | Buyout | 0.2% | $7.5 | United States | No | Risk management software | | 94 | EA Pharma | Buyout | 0.2% | $7.5 | France | No | Sports nutrition and dietary supplements | | 95 | Zeks Healthcare, LLC | Venture/Growth | 0.2% | $7.5 | United States | No | Provider of healthcare IT designed for the end-to-end healthcare claims cost management and payments services, offering network management, claims integrity and electronic payments | | 96 | Zendesk Inc. | Buyout | 0.2% | $7.5 | United States | No | Customer service software provider to SMB and middle-market companies and customer support centres | | 97 | CrowdStrike Holdings, Inc. | Venture/Growth | 0.2% | $7.4 | United States | Yes | Provider of security services for enterprises and government's intellectual property and national security information | | 98 | Undisclosed | Venture/Growth | 0.2% | $7.3 | United States | Yes | Undisclosed | | 99 | Kersia | Buyout | 0.2% | $7.3 | France | No | Specialty chemicals | | 100 | Hub International Limited | Buyout | 0.2% | $7.3 | United States | No | Commercial insurance brokerage | | **Total** | | | **29.2%** | **$1,276.4** | | | | Harbour/Host Global Private Equity | Annual Report and Accounts 2025 103 Strategic report^{}[] Governance^{}[] ^{}[] Financial statements^{}[] ^{}[] Other information SUPPLEMENTARY DATA CONTINUED ### 104 LARGEST MANAGERS AT 31 JANUARY 2025 Strategic report Governance Financial statements Other information Based on the Investment Portfolio – No external manager represented more than 3.2% of the Investment Portfolio. – As the Investment Manager of the HarbourVest direct funds, HarbourVest Partners, LLC is the largest manager held in HVPE, although not listed here. – The five largest managers represented 12.8% of the Investment Portfolio. – The 25 largest managers represented 33.3% of the Investment Portfolio. – In total, the largest managers (0.2% of invested value or larger) represented 68.9% of the Investment Portfolio. | | | | % Investment | | | | | % Investment | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | Sum of | | Portfolio | | | Sum of | | Portfolio | | Manager Strategy Stage Geography | | NAV ($m) | | | Value | Manager Strategy Stage Geography | NAV ($m) | | Value | | | Venture/ | | | | | SK Capital Partners Buyout Primary US & North America $43.2 0.99% | | | | | Insight Partners | Growth Secondary US & North America $139.7 3.19% | | | | | | | | | H.I.G. Capital Buyout Primary US & North America $43.2 0.99% Venture/ Asia & RoW & Emerging Venture/ IDG Capital Partners Growth Secondary Markets $139.2 3.18% Spark Capital Growth Primary US & North America $ 40.1 0.92% Venture/ Silver Lake Management, Index Ventures Growth Primary Europe $111.4 2.55% L.L.C. Buyout Primary US & North America $40.0 0.92% Thoma Bravo Buyout Primary US & North America $96.5 2.21% Asia & RoW & Emerging | Hellman & Friedman LLC Buyout Primary US & North America $71.7 1.64% | | Capital Square Partners Buyout Secondary | | Markets $32.2 0.74% | | --- | --- | --- | --- | --- | | | Venture/ | Avataar Capital | Venture/ | Asia & RoW & Emerging | | Andreessen Horowitz | Growth Primary US & North America $60.5 1.38% | Management | Growth Secondary | Markets $32.1 0.73% | | | Venture/ | ABRY Partners, LLC Buyout Primary US & North America $32.0 0.73% | | | | Battery Ventures | Growth Primary US & North America $53.0 1.21% | | | | AIP, LLC Buyout Primary US & North America $31.9 0.73% TA Associates Buyout Primary US & North America $50.4 1.15% Alpine Investors Buyout Primary US & North America $30.2 0.69% Venture/ Venture/ Kleiner Perkins Growth Primary US & North America $50.3 1.15% Holtzbrinck Ventures Growth Primary Europe $29.9 0.68% CVC Capital Partners Advent Global Private Equity Buyout Primary Europe $29.7 0.68% Limited Buyout Primary Europe $48.4 1.11% Nautic Partners Buyout Primary US & North America $29.7 0.68% Warburg Pincus Buyout Secondary US & North America $48.3 1.10% Madison Dearborn Partners, Venture/ LLC Buyout Secondary US & North America $28.9 0.66% Lightspeed Venture Partners Growth Primary US & North America $ 48.1 1.10% Venture/ | Corsair Capital | Asia & RoW & Emerging | | | | --- | --- | --- | --- | | | | Silversmith Capital Partners | Growth Primary US & North America $28.6 0.65% | | Infrastructure Partners Infrastructure Secondary | Markets $47.0 1.07% | | | Genstar Capital Partners Buyout Primary US & North America $27.0 0.62% Venture/ | Accel | Growth Primary US & North America $46.9 1.07% | Bridgepoint Capital Buyout Secondary Europe $26.9 0.62% | | --- | --- | --- | | | Venture/ | EQT Managers Buyout Primary Europe $26.9 0.62% | | Summit Partners | Growth Primary US & North America $46.8 1.07% | | PAI Partners Buyout Secondary Europe $26.3 0.60% Berkshire Partners LLC Buyout Secondary US & North America $45.9 1.05% Venture/ General Atlantic Buyout Secondary US & North America $45.4 1.04% Redpoint Ventures Growth Primary US & North America $25.1 0.57% GTCR, L.L.C. Buyout Primary US & North America $44.7 1.02% Permira Holdings Limited Buyout Primary Europe $24.8 0.57% HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 SUPPLEMENTARY DATA CONTINUED ### 105 105 LARGEST MANAGERS AT 31 JANUARY 2025 CONTINUED | | | | | | | | | | Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | % Investment | | | | | % Investment | | | | | Sum of | | Portfolio | | | Sum of | | Portfolio | | | Manager Strategy Stage Geography | NAV ($m) | | | Value | Manager Strategy Stage Geography | NAV ($m) | | Value | | | Pamlico Capital Buyout Primary US & North America $24.5 0.56% | | | | | Sterling Investment Partners | | | | | Management, L.L.C. Buyout Primary US & North America $15.2 0.35% Incline Equity Management Buyout Primary US & North America $24.3 0.56% Apollo Management, L.P. Buyout Primary US & North America $15.1 0.35% Venture/ Flagship Pioneering Growth Primary US & North America $22.8 0.52% Vitruvian Partners LLP Buyout Primary Europe $15.1 0.35% K1 Investment Management, Roark Capital Group Buyout Secondary US & North America $14.9 0.34% LLC Buyout Secondary US & North America $22.6 0.52% Leonard Green & Partners Buyout Secondary US & North America $14.8 0.34% Inflexion Managers Limited Buyout Primary Europe $22.6 0.52% | | | | | Venture/ | Asia & RoW & Emerging | | --- | --- | --- | --- | --- | --- | | | Venture/ | Asia & RoW & Emerging | ChrysCapital | Growth Secondary | Markets $14.8 0.34% | | DCM | Growth Primary | Markets $22.5 0.52% | | | | Energy Capital Partners Waterland Private Equity Management, LP Infrastructure Secondary US & North America $14.2 0.32% Investments B.V. Buyout Primary Europe $22.2 0.51% Harvest Partners, Inc. Buyout Secondary US & North America $14.1 0.32% Venture/ Kelso & Company Buyout Primary US & North America $13.9 0.32% Bain Capital Ventures Growth Primary US & North America $20.9 0.48% Asia & RoW & Emerging Asia & RoW & Emerging Pemba Capital Partners Buyout Primary Markets $13.9 0.32% Bain Capital Partners Asia Buyout Primary Markets $20.6 0.47% Falfurrias Capital Partners Buyout Primary US & North America $13.8 0.32% Frazier Healthcare Partners Buyout Primary US & North America $20.6 0.47% Sun Capital Partners Buyout Primary US & North America $13.5 0.31% Venture/ JMI Equity Growth Primary US & North America $20.4 0.47% Gemspring Capital Buyout Primary US & North America $13.5 0.31% HgCapital Buyout Primary Europe $20.2 0.46% Sycamore Partners Management, LLC Buyout Primary US & North America $13.4 0.31% Symphony Technology Group Buyout Primary US & North America $19.2 0.44% AE Industrial Partners, LLC Buyout Primary US & North America $13.2 0.30% IK Investment Partners Buyout Primary Europe $18.9 0.43% The CapStreet Group Buyout Primary US & North America $13.2 0.30% Vestar Capital Partners Buyout Primary US & North America $16.8 0.38% Tailwind Capital Partners Buyout Secondary US & North America $13.1 0.30% TSG Consumer Partners Buyout Primary US & North America $16.8 0.38% Clearlake Capital Group Buyout Secondary US & North America $13.1 0.30% Triton Managers Limited Buyout Secondary Europe $16.7 0.38% ArcLight Capital Partners Infrastructure Secondary US & North America $12.9 0.30% Blackstone Buyout Secondary US & North America $16.6 0.38% Trive Capital Buyout Primary US & North America $12.9 0.30% Marlin Equity Partners Buyout Primary US & North America $16.5 0.38% Venture/ Golden Gate Capital Growth Secondary US & North America $12.7 0.29% Parthenon Capital, LLC Buyout Primary US & North America $16.5 0.38% Sentinel Capital Partners Buyout Primary US & North America $12.5 0.29% Ares Management LLC Credit Secondary US & North America $16.3 0.37% Bain Capital Buyout Primary US & North America $12.5 0.29% Sciens Water Opportunities Management LLC Infrastructure Secondary US & North America $16.2 0.37% Venture/ Bessemer Venture Partners Growth Primary US & North America $12.2 0.28% Arcus Infrastructure | Partners Infrastructure Secondary Europe $16.1 0.37% | | | | Venture/ | Asia & RoW & Emerging | | --- | --- | --- | --- | --- | --- | | | | | Highlight Capital | Growth Primary | Markets $12.1 0.28% | | | Venture/ | Asia & RoW & Emerging | | | | | Boyu Capital | Growth Primary | Markets $16.1 0.37% | | Venture/ | Asia & RoW & Emerging | | | | | Qiming Venture Partners | Growth Primary | Markets $12.1 0.28% | Investindustrial Buyout Primary Europe $15.3 0.35% Charlesbank Capital Partners Buyout Primary US & North America $11.8 0.27% HarbourVest Global Private Equity | Annual Report and Accounts 2025 SUPPLEMENTARY DATA CONTINUED ### 106 LARGEST MANAGERS AT 31 JANUARY 2025 CONTINUED Strategic report Governance Financial statements Other information | | | % Investment | | | | | | % Investment | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | Sum of | | Portfolio | | | | Sum of | | Portfolio | | Manager Strategy Stage Geography | NAV ($m) | | | Value | Manager Strategy Stage Geography | | NAV ($m) | | Value | | Cortec Group, Inc. Buyout Primary US & North America $11.5 0.26% | | | | | | Venture/ | | | | | | | | | | Draper Fisher Jurvetson | Growth Primary US & North America $9.5 0.22% | | | | Christofferson Robb & Company Credit Secondary Europe $11.5 0.26% Venture/ Charles River Ventures Growth Primary US & North America $9.4 0.22% Gridiron Energy Management, LLC Infrastructure Secondary US & North America $11.4 0.26% Venture/ The Founders Fund Growth Primary US & North America $9.2 0.21% Oaktree Capital | Management Credit Secondary US & North America $11.3 0.26% | | First Reserve Corporation Infrastructure Secondary US & North America $9.1 0.21% | | --- | --- | --- | | | Venture/ | Summa Equity Buyout Primary Europe $9.1 0.21% | | Unusual Ventures | Growth Primary US & North America $11.2 0.26% | | Venture/ Venture/ Data Collective Growth Primary US & North America $8.9 0.20% SignalFire Growth Primary US & North America $11.2 0.26% Oakley Capital Limited Buyout Secondary Europe $8.8 0.20% Windjammer Capital Deutsche Private Equity Buyout Secondary Europe $8.8 0.20% Investors Buyout Primary US & North America $11.2 0.25% Venture/ Astorg Partners Buyout Secondary Europe $11.1 0.25% Canaan Partners Growth Primary US & North America $8.6 0.20% OMERS Infrastructure Infrastructure Secondary US & North America $11.1 0.25% TOTAL $3,014.0 68.9% The Jordan Company, LP Buyout Secondary US & North America $10.7 0.25% Aquiline Capital Partners LLC Buyout Secondary US & North America $10.7 0.25% HongShan (formerly Venture/ Asia & RoW & Emerging Sequoia Capital China) Growth Primary Markets $10.5 0.24% Vector Capital Buyout Primary US & North America $10.5 0.24% Searchlight Capital Partners Buyout Primary US & North America $10.3 0.24% One Equity Partners Buyout Secondary Europe $10.2 0.23% SDC Capital Partners Infrastructure Secondary US & North America $10.0 0.23% Asia & RoW & Emerging | Quadrant Private Equity Buyout Primary | | Markets $10.0 0.23% | | --- | --- | --- | | | Venture/ | Asia & RoW & Emerging | | ZhenFund | Growth Primary | Markets $10.0 0.23% | Adelis Equity Partners Buyout Primary Europe $9.9 0.23% Stone Point Capital Buyout Secondary US & North America $9.9 0.23% Clayton, Dubilier & Rice Buyout Primary US & North America $9.9 0.23% O2 Investment Partners LLC Buyout Primary US & North America $9.8 0.22% Asia & RoW & Emerging TPG Asia Buyout Secondary Markets $9.7 0.22% Montagu Private Equity Buyout Secondary Europe $9.6 0.22% Court Square Capital Management, L.P. Buyout Secondary US & North America $9.6 0.22% HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 GLOSSARY ### 107 107 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information Term Definition Term Definition Allocated Commitments made to HarbourVest funds that have been allocated to, and can be Discount (Notional) As of the date of this report, the audited 31 January 2025 US GAAP NAV per share Investments called by, an underlying General Partner will become known and available to the market. This information was not available on 31 January 2025 and market participants could not have used it as a reference when Beta A measure of the volatility of a security or portfolio compared to the market as a whole making an investment decision. The discount calculated by comparing the 31 January Bridge Financing An interim financing option used by private equity funds to delay or aggregate capital 2025 share price with the audited 31 January 2025 US GAAP NAV is, therefore, a calls. A given investment is financed using a bridging loan, typically for a period of six notional/retrospective discount to 12 months, with a capital call required only once the bridging loan is due to be repaid Distributed or The total amount of cash (and/or stock) that has been returned to a fund and/or Buyout An investment strategy that involves acquiring controlling stakes in mature companies Distributions Limited Partners and generating returns by selling them at a profit after operational efficiencies, expansion Distributed to Total distributions to a fund and/or Limited Partners divided by paid-in capital and/or financial improvements Paid-In Capital Called Capital Total amount of capital called for use by the HarbourVest fund or General Partner (“DPI”) or Realisation Multiple Capital Call A request made by the HarbourVest fund or General Partner for a portion of the capital or Drawdown committed by a Limited Partner Distribution Pool Used to fund future HVPE share buybacks or return capital to shareholders by means of special dividends. 15% of cash realisations were allocated to the Pool during the year Carried Interest, The share of profits due to a General Partner once the Limited Partner’s commitment ended 31 January 2025. The allocation was increased to 30% from 1 February 2025. Carry or to a fund plus a defined Hurdle Rate is reached The Distribution Pool is held as part of HVPE’s total liquid resources and tracked from Performance Fee month to month. The Distribution Pool accumulates on a rolling basis, up to a maximum Co-investment A minority investment, made directly into an operating company, alongside a fund or balance set by the Board (sometimes Direct other private equity investor Dry Powder Capital that has been raised, but not yet invested Co-investment) Due Diligence The process undertaken to confirm the accuracy of all data relating to a fund, company, Commingled Fund A fund structure that pools investments from multiple investors into a single fund or product prior to an investment. This can also refer to the investigation of a buyer Commitment The period of time within which a fund can make investments as established in the by a seller Period or Limited Partnership Agreement Earnings Before A measure of earnings before interest and taxes that exclude non-cash expenses. Investment Period Interest, Taxes, Valuation methods are commonly based on a comparison of private and public Committed Capital The capital a Limited Partner has agreed to contribute to a fund across its lifespan Depreciation and companies’ value as a multiple of EBITDA or Commitment Amortisation (“EBITDA”) Commitment HVPE and many of the other listed private equity firms on the London Stock Exchange Coverage Ratio use this metric as a measure of balance sheet risk. This ratio is calculated by taking the Fund-level Exposure to leverage in underlying private equity funds. In the context of HVPE, this sum of cash and available credit and dividing it by the total Investment Pipeline Borrowing refers to the Company’s look-through exposure to borrowings at the HarbourVest fund level Contributed The total amount of capital paid into a fund at a specific point in time Capital or Paid-In Fund of funds An investment strategy of holding a portfolio of third-party private equity funds and/or Capital other investments rather than investing directly in companies Cost (Current, Current: The cost of current underlying companies Funded Capital The amount of contributed capital that has been invested by the fund, or capital invested Realised, Total) by a fund in a third-party investment Realised: The cost of underlying companies from which the fund has fully or General Partner The manager of a fund partially exited (“GP”) Total: The cost of underlying companies, both current and fully or partially exited Gross Assets All of the assets of the Company accounted for under US GAAP before deducting any liabilities Current Value or The fair value of all current/unrealised investments Residual Value Growth Capital Investment in newly mature companies looking to raise funds, often to expand or or Growth Equity restructure operations, enter new markets, or finance an acquisition Discount An investment company trades at a discount if the share price is lower than the net asset value per share. The discount is shown as the percentage difference between the Initial Public The first offering of stock by a company to the public on a regulated exchange share price and NAV per share Offering (“IPO”) HarbourVest Global Private Equity | Annual Report and Accounts 2025 GLOSSARY CONTINUED ### 108 Strategic report Governance Financial statements Other information Term Definition Term Definition Internal Rate of A measure of the absolute annual rate of return of an investment that takes both the Realised An underlying holding from which the General Partner has exited Return (“IRR”) timing and magnitude of cash flows into account, calculated using contributed capital, Investment or Exit (Gross, Net, distributions, and the value of unrealised investments Realised Value The returns generated from the liquidation or realisation of underlying holdings Realised Gross) or Proceeds Gross: Without fees and carried interest taken into account Realised Value The returns generated from the liquidation or realisation of underlying holdings divided Net: With fees and carried interest deducted to Total Cost by the cost of all holdings, both remaining and exited (“RV/TC”) Multiple Realised Gross: The return from underlying holdings from which the fund has already Recapitalisation A refinancing strategy used by private equity funds, typically involving an increase fully or partially exited, without fees and carried interest taken into account in the level of borrowing to enable an early cash distribution to investors Investment Pipeline Total commitments to HarbourVest funds, which are to be prospectively called or Secondary Fund A fund that purchases pre-existing interests in private equity funds or portfolios of (or unfunded invested by an underlying General Partner. This is comprised of allocated investments or Secondaries companies held by private equity funds commitments) and unallocated investments Share Buyback or A share buyback is where a company purchases its own shares from the market J-curve A term given to the typical shape adopted by the annual returns from a private equity Share Repurchase fund during its lifecycle when graphed. Due to the investment process, capital calls and fees precede value creation and potential distributions Separately Managed An SMA is a tailored portfolio of investments administered by a financial advisor Limited Partner The investors in a Limited Partnership – the typical structure of a private equity fund. Account (“SMA”) or asset manager on behalf of a client to match the unique objectives that they Limited Partners are not involved in the day-to-day management of a fund have specified Limited Partnership The document which constitutes and defines a Limited Partnership, the legal structure Special Situations An opportunistic investment strategy that looks to take advantage of market Agreement (“LPA”) typically adopted by private equity funds dislocations and unique situations to invest in private companies at discounts to Management Fee The fee paid to a fund, typically a percentage of the Limited Partner’s commitment their “fair” market value Mean The average value calculated from a set of numbers Strategic Asset Asset allocation across different stages, strategies, and geographies, together creating Allocation (“SAA”) portfolio construction targets Median The middle value in an ordered sequence of numbers Total Value The fund’s total value plus any capital distributions already made Medium-term The medium-term coverage ratio (“MCR”) reflects the sum of cash, the available credit Coverage Ratio facility, and the distributions expected during the next 12 months (from 31 January Total Value/Paid-In The fund’s total value plus any capital distributions already made divided by the amount 2025), taken as a percentage of the forecast cash investment in HarbourVest funds over (“TVPI”) or Total of capital already paid into the fund by investors the next 36 months (from 31 January 2025). The forecast cash flow inputs in this ratio Value/Contributed reflect the impact of existing commitments only Multiple Mergers and The consolidation of companies, for example where the ownership of a company in the Total Value/Total The total value divided by the total cost to date Acquisitions (“M&A”) underlying portfolio is transferred to, or combined with, another entity Cost (“TV/TC”) Multiple Private Credit An investment strategy that typically includes junior debt and senior equity, often with the option to convert debt into equity in the event of default Unallocated Commitments made to HarbourVest funds that have not been allocated to, and cannot Investments be called by, an underlying General Partner Net Asset Value The total value of a company’s assets minus the total value of its liabilities (“NAV”) Unfunded The portion of investors’ capital commitment that has yet to be “drawn down” or called Commitment by a fund manager Preferred Return A minimum annual rate of return, determined in the Limited Partnership Agreement, or Hurdle Rate that a fund must achieve before the General Partner may receive carried interest Uplift Increase in value received upon realisation of an investment relative to its carrying value prior to exit Primary Fund A fund where investors make a commitment at inception, usually as a Limited Partner or Primaries in a new Limited Partnership Valuation Multiple The value of an asset relative to a key financial metric Principal The Company’s legal and organisational documents, including the Articles of Venture (or Venture An investment strategy that generates returns by backing start-up and early-stage Documents Incorporation and the Prospectus Capital) companies that are believed to have long-term growth potential Private Markets Investments made in non-public companies through privately negotiated transactions Vintage Year Usually the year in which capital is first called by a particular fund, though definitions can vary based on the type of fund or investment Real Assets An investment strategy that invests in physical assets that derive value and generate returns from their substance and properties, including infrastructure, agricultural land, oil and gas, and other commodities HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 ALTERNATIVE PERFORMANCE MEASURES ### 109 109 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information Reconciliation of Share Price Discount to Net Asset Value per Share Distribution Pool The share price discount to NAV per share will vary depending on which NAV per share figure is (The Distribution Pool is used to fund HVPE share buybacks or return capital to shareholders by used. The discount referred to elsewhere in this report is calculated using the live NAVs per share means of special dividends. The pool is funded by a proportion of the gross distributions from the available in the market as at 31 January 2024 and 31 January 2025, those being the 31 December Company’s portfolio.) 2023 and 31 December 2024 estimates of $50.04 (sterling equivalent £39.31) and $52.38 (sterling Movement to equivalent £41.84), respectively, adjusted for GBP/USD foreign exchange movement, against 31 January share prices of £23.15 at 31 January 2024 and £27.60 at 31 January 2025. 2025 ($m) Balance at 31 January 2024 $0 The table below outlines the notional discounts to the share price at 31 January 2025, based on the Rolled from prior buyback programme $12 NAVs per share published after this date (31 January 2025 estimate and final). Movements between the 1 Seed allocation $75 published NAVs per share for the same calendar date largely arise as further underlying fund valuations | are received, and as adjustments are made for public markets, foreign exchange and operating expenses. | | | | | | | | 2 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | | | | | | Share of Portfolio distributions | | $57 | | | NAV Converted | | | | | | Share buybacks ($106) | | | | | at 31 January | | | | Discount | | | | | | | 2025 GBP/USD | | Share Price | | to NAV at | | Balance at 31 January 2025 $38 | | | | | Exchange Rate | | at 31 January | | 31 January | | | | | | Date of NAV (estimate and final) NAV per Share | | (1.2395) | | 2025 | | 2025 | | | | 1 During the first year of its operation, the Distribution Pool was additionally funded by a seed amount which was reallocated Estimated NAV at 31 December 2024 from a postponed commitment to a HarbourVest fund. (published 24 January 2025) $52.38 £42.26 £ 27.60 35% 2 Allocation to Distribution Pool calculated as 15% of gross distributions in the year ended 31 January 2025. Estimated NAV at 31 January 2025 (published 21 February 2025) $52.82 £42.61 £27.60 35% KPIs (page 27) Final NAV (US GAAP) at 31 January The KPI metrics show the movement between the NAV per share (in US dollars) and the 2025 (published 29 May 2025) $5 4.17 £43.70 £27.60 37% share price in sterling and translated into US dollars. Relative to the FTSE AW TR Index, this is the difference in movement between the year-on-year change of this index vs the particular HVPE KPI. Annualised Outperformance of FTSE AW TR Index Over the Last 10 Years | NAV (US dollar) Compound Annual Growth Rate (“CAGR”) | NAV per Share ($) and Relative Performance | | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 31 January 2015 $15.86 | | | | | | FTSE AW TR | | | Relative | | | | | NAV | | Absolute | | Index | Performance | | | 31 January 2025 $54.17 | Date | per Share | | Performance | | Movement | | vs FTSE AW TR | | | Elapsed time (years) 10.0 | 31 January 2018 $21.46 16.2% 28.2% -12.0pp | | | | | | | | | US dollar CAGR 13.1% 31 January 2019 $24.09 12.3% -7.1% +19.3pp 31 January 2020 $27.58 14.5% 16.7% -2.2pp FTSE AW TR Index (US dollar) CAGR 31 January 2021 $35.97 30.4% 17.4% +13.0pp 31 January 2015 $327.9 31 January 2022 $49.11 36.5% 13.8% +22.8pp 31 January 2025 $87 7.5 31 January 2023 $48.52 -1.2% -7.3% +6.1pp Elapsed time (years) 10.0 FTSE AW TR CAGR 10.3% 31 January 2024 $50.47 4.0% 15.3% -11.3pp 31 January 2025 $54.17 7.3% 21.0% -13.7pp Annualised outperformance of FTSE AW TR Index Over the Last 10 Years calculation 2.72% 1 13.1% minus 10.3% 2.72 percentage points (“pp”) 1 Due to rounding, this figure does not cast correctly on the page from the respective figures above it (2.7pp displayed vs. 2.8pp if subtracting the numbers on this page). No number has been re-rounded up nor down to ensure it casts correctly on the page, thus preserving each component’s true accuracy given its impact on various other parts of the report. HarbourVest Global Private Equity | Annual Report and Accounts 2025 ALTERNATIVE PERFORMANCE MEASURES CONTINUED ### 110 Strategic report Governance Financial statements Other information | KPIs (page 27) continued | Total Commitment Ratio | | | | --- | --- | --- | --- | | 10-year Outperformance of FTSE AW TR | | 31 January | 31 January | | | (Total exposure to private markets investments as a percentage of NAV) | 2025 ($m) | 2024 ($m) | NAV (US dollar) Investment Portfolio $4,375 $4,058 31 January 2015 $15.86 Investment Pipeline $2,452 $2,501 31 January 2025 $54.17 Total $6,827 $6,559 US dollar total return 242% NAV $4,023 $3,921 Total Commitment Ratio 170% 167% FTSE AW TR (US dollar) 31 January 2015 $ 327.89 | 31 January 2025 $87 7.49 | Net Portfolio Cash Flow | | | | --- | --- | --- | --- | | FTSE AW TR total return 168% | | 31 January | 31 January | | | (The difference between calls and distributions over the reporting period) | 2025 ($m) | 2024 ($m) | Calls ($443) ($593) 10-year outperformance of FTSE AW TR calculation 74% Distributions $382 $310 242% minus 168% 74 percentage points (“pp”) Net Portfolio Cash Flow ($61) ($283) Total Shareholder Return (£) Managing the Balance Sheet Medium-term Coverage Ratio Period-on- | Date Share Price (£) | period Change | | | | | --- | --- | --- | --- | --- | | | | | 31 January | 31 January | | | | (A measure of medium-term commitment coverage based on current commitments) | 2025 ($m) | 2024 ($m) | 31 January 2018 £12.52 +4.8% Cash $123 $140 31 January 2019 £14.26 +13.9% Available credit facility $720 $525 31 January 2020 £18.36 +28.8% Estimated distributions over the next 12 months $622 $627 31 January 2021 £18.70 +1.9% Total sources $1,465 $1,292 31 January 2022 £27.75 +48.4% Estimated investments over the next 36 months $1,411 $1,467 31 January 2023 £22.10 -20.4% Medium-term Coverage Ratio 104% 88% 31 January 2024 £23.15 +4.8% 31 January 2025 £27.60 +19.2% Commitment Coverage Ratio 31 January 31 January (Short-term liquidity as a percentage of Total Investment Pipeline) 2025 ($m) 2024 ($m) Cash $123 $140 Available credit facility $720 $525 Total sources $843 $665 Investment Pipeline $2,452 $2,501 Commitment Coverage Ratio 34% 27% HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 DISCLOSURES ### 111 111 Strategic report Governance Financial statements Other information Strategic report Governance Financial statements Other information Investments – the ability of third-party managers of funds in which the HarbourVest funds are invested The companies represented within this report are provided for illustrative purposes only, as and of funds in which the Company may invest through parallel investments to execute their example portfolio holdings. There are over 14,000 individual companies in the HVPE portfolio, own strategies and achieve intended returns; with no one company comprising more than 2.2% of the entire portfolio. – the continuation of the Investment Manager as manager of the Company’s investments, the continued affiliation with HarbourVest of its key investment professionals, and the continued The deal summaries, General Partners (managers), and/or companies shown within the report willingness of HarbourVest to sponsor the formation of and capital raising by, and to manage, are intended for illustrative purposes only. While they may represent an actual investment or new private equity funds; relationship in the HVPE portfolio, there is no guarantee they will remain in the portfolio in – HVPE’s financial condition and liquidity, including its ability to access or obtain new sources the future. of financing at attractive rates in order to fund short-term liquidity needs in accordance with the investment strategy and commitment policy; Past performance is no guarantee of future returns. – changes in the values of, or returns on, investments that the Company makes; – changes in financial markets, interest rates, or industry, general economic, or political Forward-looking Statements conditions; and This report contains certain forward-looking statements. Forward- looking statements relate to – the general volatility of the capital markets and the market price of HVPE’s shares. expectations, beliefs, projections, future plans and strategies, anticipated events or trends, and similar expressions concerning matters that are not historical facts. In some cases, forward- Publication and Calculation of Net Asset Value looking statements can be identified by terms such as “anticipate”, “believe”, “could”, “estimate”, The NAV of the Company is equal to the value of its total assets less its total liabilities. The NAV “expect”, “intend”, “may”, “plan”, “potential”, “should”, “will”, and “would”, or the negative of those per share is calculated by dividing the NAV of the Company by the number of shares in issue. terms, or other comparable terminology. The forward-looking statements are based on the The Company intends to publish the estimated NAV per share as calculated, monthly in arrears, Investment Manager’s and/or the Directors’ beliefs, assumptions, and expectations of future as at each month-end, generally within 20 days. performance and market developments, taking into account all information currently available. These beliefs, assumptions, and expectations can change as a result of many possible events or Regulatory Information factors, not all of which are known or are within the Investment Manager’s and/or the Directors’ HVPE is required to comply with the UK Listing Rules, Disclosure Guidance and Transparency control. If a change occurs, the Company’s business, financial condition, liquidity, and results Rules of the Financial Conduct Authority in the United Kingdom (the “LDGT Rules”). It is also of operations may vary materially from those expressed in forward-looking statements. authorised by the Guernsey Financial Services Commission as an authorised closed- end investment scheme under the Protection of Investors (Bailiwick of Guernsey) Law, 2020, as By their nature, forward-looking statements involve known and unknown risks and uncertainties amended (the “POI Law”). HVPE is subject to certain ongoing requirements under the LDGT Rules because they relate to events, and depend on circumstances, that may or may not occur in the and the POI Law and certain rules promulgated thereunder relating to the disclosure of certain future. Forward-looking statements are not guarantees of future performance. Any forward- information to investors, including the publication of annual and half-yearly financial reports. looking statements are only made as at the date of this document, and the Investment Manager and/or the Directors neither intends nor assumes any obligation to update forward-looking Valuation Policy statements set forth in this document whether as a result of new information, future events, Valuations Represent Fair Value Under US GAAP or otherwise, except as required by law or other applicable regulation. HVPE’s 31 January 2025 NAV is based on the 31 December 2024 NAV of each HarbourVest fund and Conversus, adjusted for changes in the value of public securities, foreign currency, known In light of these risks, uncertainties, and assumptions, the events described by any such material events, cash flows, and operating expenses during January 2025. The valuation of each forward-looking statements might not occur. The Investment Manager and/or the Directors HarbourVest fund is presented on a fair value basis in accordance with US generally accepted qualifies any and all of its forward-looking statements by these cautionary factors. accounting principles (“US GAAP”). See Note 4 in the Notes to the Financial Statements on page 96. Please keep this cautionary note in mind while reading this report. Some of the factors that could cause actual results to vary from those expressed in forward- The Investment Manager typically obtains financial information from 90% or more of the looking statements include, but are not limited to: underlying investments for each of HVPE’s HarbourVest funds to calculate the NAV. For each fund, the accounting team reconciles investments, distributions, and unrealised/realised – the factors described in this report; gains and losses to the Financial Statements. – the rate at which HVPE deploys its capital in investments and achieves expected rates of return; The team also reviews underlying partnership valuation policies. – HarbourVest’s ability to execute its investment strategy, including through the identification of a sufficient number of appropriate investments; HarbourVest Global Private Equity | Annual Report and Accounts 2025 DISCLOSURES CONTINUED ### 112 Strategic report Governance Financial statements Other information Management of Foreign Currency Exposure The Investment Portfolio includes two euro-denominated HarbourVest funds and a Canadian dollar-denominated fund. – 14% of underlying partnership holdings are denominated in euros. The euro-denominated Investment Pipeline is €11.3 million. – 3% of underlying partnership holdings are denominated in sterling. There is no sterling- denominated Investment Pipeline. – 1% of underlying partnership holdings are denominated in Australian dollars. There is no Australian dollar-denominated Investment Pipeline. – 0.2% of underlying partnership holdings are denominated in Canadian dollars. The Canadian dollar-denominated Investment Pipeline is C$3.9 million. HVPE has exposure to foreign currency movement through foreign currency-denominated assets within the Investment Portfolio and through its Investment Pipeline of unfunded commitments, which are long term in nature. The Company’s most significant currency exposure is to euros. The Company does not actively use derivatives or other products to hedge the currency exposure. HarbourVest Global Private Equity | Annual Report and Accounts 2025HarbourVest Global Private Equity | Annual Report and Accounts 2025 KEY INFORMATION ### Exchange Company Advisers London Stock Exchange (Main Market) Investment Manager Swiss Paying Agent Ticker | | HarbourVest Advisers L.P. | Banque Cantonale de Genève | | --- | --- | --- | | HVPE (£)/HVPD ($) | c/o HarbourVest Partners, LLC | 17 Quai de l’Ile | | | One Financial Center | 1211 Geneva 2 | | Listing date | Boston MA 02111 | Switzerland | | 9 September 2015 (LSE Main Market) | Tel +1 617 348 3707 | | 2 May 2010 (LSE Specialist Fund Segment – since migrated to LSE Main Market) 6 December 2007 (Euronext – since delisted) Joint Corporate Brokers Auditor Peel Hunt Fiscal year end Ernst & Young LLP 7th Floor 31 January Royal Chambers 100 Liverpool Street St Julian’s Avenue London EC2M 2AT Base currency St Peter Port Tel +44 (0)20 7418 8900 US dollars Guernsey GY1 4AF Winterflood Securities Limited Sterling quote London Stock Exchange US dollar quote London Stock Exchange Riverbank House ISIN ISIN Company Secretary and Administrator 2 Swan Lane GG00BR30MJ80 GG00BR30MJ80 London EC4R 3GA BNP Paribas, S.A. (Guernsey Branch) SEDOL SEDOL Tel +44 (0)20 3100 0000 BNP Paribas House BR30MJ8 BGT0LX2 St Julian’s Avenue St Peter Port TIDM TIDM Registered Office Guernsey GY1 1WA HVPE LN HVPD LN | | Tel +44 (0)1481 750 800 | HarbourVest Global Private Equity Limited | | --- | --- | --- | | | www.bnpparibas.je | Company Registration Number: 47907 | | Investment Manager | | BNP Paribas House | | HarbourVest Advisers L.P. (affiliate of HarbourVest Partners, LLC) | | St Julian’s Avenue | | | Registrar | St Peter Port | | Registration | | Guernsey GY1 1WA | MUFG Pension & Market Services (formerly Financial Conduct Authority Tel +44 (0)1481 750 800 Link Asset Services) The Registry Fund consent 34 Beckenham Road Guernsey Financial Services Commission Beckenham Kent BR3 4TU Outstanding shares Tel +44 (0)871 664 0300 74,268,671 Ordinary Shares at 31 January 2025 Tel +44 (0)20 8369 3399 (outside UK) 73,258,298 Ordinary Shares at 28 May 2025 2024/25 Calendar Swiss Representative Monthly NAV estimate: Generally within 20 days of month-end Acolin Fund Services AG Capital markets day 2025: 12 June 2025 Succursale Genève Annual General Meeting 2025: 16 July 2025 6 Cours De Rive Semi-Annual Report and Audited Consolidated Financial Statements: October 2025 1204 Geneva Switzerland BNP Paribas House, St Julian’s Avenue, St Peter Port, Guernsey GY1 1WA www.hvpe.com