Burford Capital Ltd
For the period ended May 13, 2026. Filed Apr 2, 2026.
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May 13, 2026 · Filed Apr 2, 2026
Contents
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This proxy statement (this “Proxy Statement”) contains “forward-looking statements” within the meaning of Section 27A of the US Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the US Securities Exchange Act of 1934, as amended (the “Exchange Act”), that are intended to be covered by the safe harbor provided for under these sections. In some cases, words such as “aim”, “anticipate”, “believe”, “continue”, “could”, “estimate”, “expect”, “forecast”, “guidance”, “intend”, “may”, “plan”, “potential”, “predict”, “projected”, “should” or “will”, or the negative of such terms or other comparable terminology, are intended to identify forward-looking statements. Although we believe that the assumptions, expectations, projections, intentions and beliefs about future results and events reflected in forward-looking statements have a reasonable basis and are expressed in good faith, forward-looking statements involve known and unknown risks, uncertainties and other factors, which could cause our actual results and events to differ materially from (and be more negative than) future results and events expressed, projected or implied by these forward-looking statements. Factors that might cause future results and events to differ include, among others, the following:
Adverse litigation outcomes and timing of resolution of litigation matters
Our ability to identify and select suitable legal finance assets
Improper use or disclosure of, or access to, privileged information, intellectual property or litigation or business strategy due to cybersecurity breaches, unauthorized use or theft
Inaccuracy or failure of the probabilistic model and decision science tools, including machine learning technology and generative artificial intelligence, we use to predict the returns on our legal finance assets and in our operations
Changes and uncertainty in laws, regulations and rules relating to the legal finance industry, including those relating to privileged information and/or disclosure and enforceability of legal finance arrangements
Inadequacies in our due diligence process or unforeseen developments
Credit risk and concentration risk relating to our legal finance assets
Lack of liquidity of our legal finance assets and commitments in excess of our available capital
Our ability to obtain attractive external capital, refinance our outstanding indebtedness or raise capital to meet our liquidity needs
Competitive factors and demand for our services and capital
Failure of lawyers who prosecute and/or defend claims that we have financed to exercise due skill and care or the misalignment of their interests or those of their clients with ours
Poor performance by the commitments we make on behalf of our private funds
Negative publicity about or public perception of the legal finance industry or us
Valuation uncertainty with respect to the fair value of our capital provision assets
Current and future legal, political and economic factors, including uncertainty surrounding the effects, severity and duration of public health threats and/or military actions
Developments in machine learning technology and generative artificial intelligence and expectations relating to environmental, social and governance (“ESG”) considerations
Potential liability from litigation and legal proceedings against us
Risks relating to our international operations as a result of differing legal and regulatory requirements, political, social and economic conditions and unforeseeable developments
Exposure to foreign currency exchange rate fluctuations
Uncertainty relating to the tax treatment of our financing arrangements
Information systems risks or improper functioning of our information systems or those of our third-party service providers
Failure of our third-party service providers to fulfill their obligations or misconduct by our third-party service providers
Failure by us to maintain the privacy and security of personal information and comply with applicable data privacy and protection laws and regulations
Failure by us to maintain effective internal control over financial reporting or effective disclosure controls and procedures
Failure by us to comply with the requirements of being a US domestic public company and the costs associated therewith
Certain risks relating to our incorporation in Guernsey
Other factors discussed under “Risk Factors” in our annual report on Form 10-K for the year ended December 31, 2025 (the “2025 Form 10-K”)
These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements contained in the 2025 Form 10-K and other periodic and current reports that we file with or furnish to the SEC. Many of these factors are beyond our ability to control or predict, and new factors emerge from time to time. Furthermore, we cannot assess the impact of each such factor on our business or the extent to which any factor or combination of factors may cause actual results and events to be materially different from those contained in any forward-looking statement. Given these uncertainties, readers are cautioned not to place undue reliance on our forward-looking statements.
All subsequent written and oral forward-looking statements attributable to us or to persons acting on our behalf are expressly qualified in their entirety by these cautionary statements. The forward-looking statements speak only as of the date of this Proxy Statement and, except as required by applicable law, we undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.