Shareholders should be aware that they are not required to tender any Shares to NexPoint. To reject the Tender Offer, a shareholder should simply ignore it. A shareholder that has already agreed to tender its Shares pursuant to the Tender Offer may withdraw any tender of shares up until October 1, 2021 (as described in the Tender Offer materials). A copy of this press release will be posted to the Trust’s website at www.udfiv.com. The Trust requests that a copy of this press release also be included with all distributions of materials relating to the Tender Offer.
The Board has reviewed the terms and conditions of the eighth extended Tender Offer, considered other information relating to the Trust’s portfolio of assets, current financial condition and future opportunities and evaluated various other factors it deemed relevant, such as its knowledge of NexPoint and its affiliates, including NexPoint Advisors, L.P., Highland Capital Management, L.P. (“Highland” or the “Debtor”) and NexPoint’s portfolio manager, James Dondero (collectively, “NexPoint/Dondero”). As indicated above, the Board believes that the Tender Offer price of $1.10 per share represents a substantial discount to the Trust’s current value.
In addition, the Board has serious concerns that the principal interests of NexPoint/Dondero and their affiliates in taking over the Trust may be to shield the participants in the illegal short and distort fraud scheme perpetrated against the Trust by notorious hedge fund manager J. Kyle Bass. Finally, the Trust has concerns arising from the lack of answers from NexPoint to specific questions posed by the Trust since July 2020 seeking information about NexPoint/Dondero’s relationships with J. Kyle Bass and NexPoint/Dondero’s intentions with respect to the Trust. These concerns and the Board’s additional reasons for recommending that shareholders reject the Tender Offer are described further in the Trust’s prior press releases recommending shareholders reject the Tender Offer, which are available at www.udfiv.com.
The Board also considered recent developments in litigation between NexPoint/Dondero and the Trust, including the 48th Judicial District Court ruling in favor of the Trust granting the Trust’s motion to dismiss the defamation lawsuit brought by NexPoint Advisors, L.P. against the Trust, and the pending books and records action NexPoint brought against the Trust in Maryland in June 2021. In the Board’s opinion, both of these lawsuits are further evidence of James Dondero’s willingness to waste NexPoint assets and resources and focus on vexatious litigation.
Finally, the Board considered more recent developments in the Highland bankruptcy case before the U.S. Bankruptcy Court for the Northern District of Texas (the “Court”), which the Court has described as “very much like a nasty divorce” including, among other things, the Court’s order that Dondero be held in civil contempt for his violation of prior Court orders as well as fines imposed against Dondero for his non-compliance with prior Court orders.
Also on July 29, 2021 the Official Committee of Unsecured Creditors (UCC) of Highland filed a Rule 2004 examination motion with the Court seeking a court order to issue subpoenas, take depositions and be granted discovery “to help further the UCC’s understanding of the motives and effect of the complex corporate web created by Dondero, including whether value was transferred from (or opportunities were diverted away from) the Debtor through unlawful schemes.” The UCC alleges “Highland’s corporate structure is exceedingly, and likely intentionally, complex” and “information that has been gleaned from the Debtor’s books and records and public court proceedings indicates that the Debtor’s founder, James Dondero, created an elaborate web of approximately 2,000 business entities, through which he was able to siphon value away from certain entities into new entities that he directly or indirectly owned.” The UCC goes on to allege “Dondero sits at the center of this byzantine web, which he created and continues to use to conceal assets and evade creditors.”
The Board further observed that none of these significant events regarding the Highland bankruptcy proceeding have been disclosed to Trust shareholders by NexPoint in the Tender Offer materials.
Highland Capital filed for bankruptcy in October 2019 and James Dondero ceded control over the bankrupt firm in January 2020 as part of a deal with creditors. The case and associated proceedings are Highland Cap. Mgmt., L.P. v. Highland Cap. Mgmt. Fund Advisors, L.P., Bankr. N.D. Tex., 19-34054, Highland Capital Management L.P. vs Highland Capital Management Fund Advisors, L.P., NexPoint Advisors, L.P., Highland Income Fund, NexPoint Strategic Opportunities Fund, et al, N.D. Tex., Adv. Proc. No. 21-03000 and Highland Cap. Mgmt., L.P. v. Dondero, Bankr. N.D. Tex., Adv. Proc. No. 20-3190, hearing 3/24/21.
About United Development Funding IV
United Development Funding IV is a Maryland real estate investment trust. UDF IV was formed primarily to generate current interest income by investing in secured loans and producing profits from investments in residential real estate. Additional information about UDF IV can be found on its website at www.udfiv.com. UDF IV may disseminate important information regarding its operations, including financial information, through social media platforms such as Twitter, Facebook and LinkedIn.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements relating to United Development Funding IV and the Tender Offer that are based on management’s current expectations and estimates and are not guarantees of future performance or future events. Such forward-looking statements generally can be identified by our use of forward-looking terminology such as “may,” “will,” “expect,” “intend,” “anticipate,” “estimate,” “believe,” or other similar words. Readers should be aware that there are various factors, many of which are beyond the Trust’s control, which could cause actual results to differ materially from any forward-looking statements made in this correspondence. Accordingly, readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this correspondence. Forward-looking statements in this document speak only as of the date on which such statements were made, and the Trust undertakes no obligation to update any such statements that may become untrue because of subsequent events.
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