Hedge Fund/Alternative Credit Emerging Manager Forum 2019 · 2019. 5. 14. · 302639163 v2WI-FI ACCESS Network: KLG-Guest Passcode: K&LG@t35 . Hedge Fund/Alternative Credit Emerging

302639163 v2 WI-FI ACCESS

Network: KLG-Guest Passcode: K&LG@t35

Hedge Fund/Alternative Credit Emerging Manager Forum 2019 Tuesday, May 14, 2019 599 Lexington Avenue, New York, NY 10022

Hedge Fund/Alternative Credit Emerging Manager Forum Tuesday, May 14, 2019 599 Lexington Avenue, New York, NY 100226

CONTENTS AGENDA ........................................................................................................... TAB A

SPEAKERS ....................................................................................................... TAB B

ADDITIONAL MATERIALS.............................................................................. TAB C

NOTES PAGES ................................................................................................ TAB D


AGENDA Time Topic/Speakers

5:00 p.m. – 5:30 p.m.

Registration and Welcome Michelle Noyes, Managing Director, Head of Americas, AIMA

5:30 p.m. – 6:15 p.m. PANEL 1

Institutional Investment in Emerging Managers Topics

• What are institutional allocators investing in emerging managers? • The role of alts within emerging manager portfolios • What advice do allocators have for emerging managers seeking

institutional capital? Moderator

• Amy Poster, Managing Principal, Alpha Pacific Strategies Speakers

• Anda Bordean, Senior Vice President, The Rock Creek Group • Sasha Burstein, Partner, K&L Gates LLP • Brian Payne, Senior Investment Analyst - Diversified Strategies,

Teachers' Retirement System of the State of Illinois • Peter Zakowich, Managing Director, PAAMCO Prisma

6:15 p.m. – 7:00 p.m. PANEL 2

Making it Big: Charting Success for Emerging Managers Moderator

• Cary J. Meer, Partner, K&L Gates LLP

Speakers • Jane Buchan, CEO and Co-CIO, Martlet Asset Management • W. Vivian Lau, Managing Partner, One Tusk Investment Partners • Michael Linn, COO and CCO, Varadero Capital

7:00 p.m. – 8:00 p.m.

Networking Reception


Speakers *Listed in alphabetical order by last name. Full biographies for K&L Gates speakers can be found at www.klgates.com.

Anda Bordean Senior Vice President, The Rock Creek Group

Anda Bordean is a Senior Vice President at the Rock Creek Group, covering hedge funds across all strategies with a specific focus on equities. She sits in the firm's New York City office. Prior to Rock Creek, where she has spent the last 5 years, Anda worked in the Manager Selection Group at Soros Fund Management, a large family office based in New York City. While at Soros, Anda invested in hedge funds across macro, equities, credit and commodities, as well as helped to select best ideas for a co-investment portfolio. Prior to her role at Soros, Anda was an Analyst in the AIMS Group at Goldman Sachs Asset Management, focusing on risk management for equity and event driven strategies. Anda started out her career in finance in 2006 at the management consulting firm Oliver Wyman, where she spent 2 years traveling the globe and working for a variety of clients within the financial services sector. Anda holds a Bachelors of Arts degree cum laude in Economics from Harvard University.

Jane Buchan Chief Executive Officer and Co-Chief Investment Officer, Martlet Asset Management

Jane is Chief Executive Officer and Co-Chief Investment Officer of Martlet Asset Management responsible for firm strategy, organization and performance.

http://www.klgates.com/


Martlet Asset Management is an independently owned hedge fund based in Newport Beach. The firm is focused on delivering diversifying investment return solutions based on structural market anomalies. The firm’s strategies include alternative risk premia and liquid strategies. Jane began her career at J.P. Morgan Investment Management in the Capital Markets Group where she was trained in quantitative fixed income portfolio management. She has been an Assistant Professor of Finance at the Amos Tuck School of Business at Dartmouth. After her academic career, she co-founded and led Pacific Alternative Asset Management Company (PAAMCO), a Fund of Hedge Funds focused on institutional investors for 18 years. She recently served as chairwoman of the board for the Chartered Alternative Investment Analyst Association (CAIA) and is a member of the Advisory Board for the Master of Financial Engineering Program at UCLA Anderson School of Management. Jane holds both a PhD and an MA in Business Economics (Finance) from Harvard University. She earned a BA in Economics from Yale University. Jane has thirty-three years of experience in investment management and portfolio construction with institutional investors.

Sasha Burstein Partner, K&L Gates LLP

San Francisco T 415.882.8032 [email protected]

Sasha Burstein is a partner in the firm’s San Francisco office, where she’s a member of the investment management group. Ms. Burstein practices in the area of investment management, corporate and securities law. Ms. Burstein’s practice focuses on structuring and organizing various types of private investment funds, including hedge funds, private equity funds, private debt funds, hybrid funds, and fund-of-funds. Ms. Burstein also counsels investment advisers on a wide variety of legal and regulatory matters, including their structure and organization, registration and operation, merger and acquisition transactions, and ongoing regulatory and compliance matters. In addition, Ms. Burstein represents institutional investors with respect to structuring, negotiating, and documenting alternative investments.


Wai-Yen Vivian Lau Managing Partner, One Tusk Investment Partners

W. Vivian Lau is the Managing Partner and Founder of One Tusk Investment Partners (“One Tusk”). Prior to One Tusk, Vivian was the Senior Partner and Co-Chief Investment Officer of Serengeti Asset Management (“Serengeti”) until January 2015, where she joined as a Founding Partner in October 2008. Serengeti was an opportunistic, value-based investing platform that was founded in September 2007. During her tenure, she helped to grow the organization to $1.5 bn of AUM with 30+ people. In 2006, Vivian was promoted to Managing Director at Goldman Sachs at the age of 28. In the same year, she also became the Co-Head of the Multi- Strategy Investing business (MSI). MSI was a multi-billion dollar AUM platform that opportunistically invested across equities and credit. It was a 20 person investment team within the Goldman Sachs Special Situations Group (SSG), the largest global proprietary investment platform within the firm. From 2006 to 2008, she also oversaw the E&P Capital lending platform, which was a joint venture between SSG and J. Aron Commodities division. She was a member of the Americas SSG Investment Committee and Specialty Lending Investment Committee from 2006 to 2008. Prior to her 2006 promotion, Vivian was a Senior Investment Pod leader in Goldman Sachs MSI business, leading equity and debt investments in the Energy, Healthcare, Materials, Industrials, and Liquidations, from 2004 to 2006. She joined the Special Situations Investing (SSI) business in 2002 as a Research Associate. Vivian helped to broaden the mandate and grow the business at SSI, which was renamed MSI in 2004. She began her career at Goldman Sachs in July 2000 as an analyst on the Distressed Bank Loan Research team. Vivian graduated from Harvard University in June of 2000 with a B.A. in Applied Mathematics and Economics. Vivian currently serves on the Campaign Committee for Harvard University School of Engineering, Arts, and Sciences. She was also a Co-Chair of the Class of 2000 15th Reunion and 10th Reunion Committees. In addition, she served on the board of the Achievement First Crown Heights Elementary and Middle School from 2010 to 2013.


Michael Linn Chief Operating Officer and Chief Compliance Officer, Varadero Capital

Mr. Linn is Varadero’s Chief Operating Officer and Chief Compliance Officer. Mr. Linn is responsible for developing the firm’s institutional platform and enhancing operational efficiency. Mr. Linn has over 25 years of operational, transaction and start-up experience in the investment management business. Prior to Varadero, Mr. Linn played an integral role in the development of businesses at several investment management platforms, including River Birch Capital, BlackRock / Quellos Group, Omega Advisors, and Steinhardt Partners. Mr. Linn has a B.A. in Chemistry from Emory University and an M.B.A and M.S. degree in Finance from Louisiana State University.

Cary J. Meer Partner, K&L Gates LLP

Washington DC New York T 202.778.9107 T 212.536.3900 [email protected]

Ms. Meer is a partner in K&L Gates’ New York City and Washington, D.C. offices and a member of the Investment Management and Hedge Fund practice groups. Ms. Meer has been structuring private funds as limited liability companies, limited partnerships, offshore corporations, common trust funds and business trusts, and preparing disclosure documents and organizational documents for such entities for more than 20 years. She also advises investment advisers, private fund managers and investment companies on compliance issues, including under the Investment Advisers Act of 1940 and whether their commodity interest-related trading or advice would require them to register as commodity pool operators or commodity trading advisors. Ms. Meer is also active in investments related to the newly established Opportunity Zones following the Tax Cuts and Jobs Act of 2017 for long-term investments and development in low-income urban and rural neighborhoods.


Sample engagements include:

• Structuring and organization of hedge funds, private equity funds, credit funds, commodity pools, opportunity zone funds and funds-of-funds for U.S. and non-U.S. investment managers, including funds that are intentionally “plan assets”;

• Registration of U.S. and non-U.S. managers as investment advisers, commodity pool operators and commodity trading advisors, and ongoing regulatory advice regarding ongoing compliance obligations;

• Assisting managers in the reorganization of their business and representing buyers and sellers of investment management firms;

• Representing institutional investors when they invest in third-party managed private funds and hire asset managers;

• Representing buyers and sellers of interests in private funds in secondary market transactions;

• Helping managers set up out-sourced CIO businesses; and

• Writing comment letters and otherwise assisting trade associations in connection with proposed rule changes and other matters.

Michelle Noyes Managing Director, Head of Americas, AIMA

Michelle Noyes joined AIMA in 2012 as Chief Operating Officer of AIMA's New York office, and became the Association's Head of Americas in 2017. Previously, she was Head of International Sales and Investor Relations for BRZ Investimentos, one of the largest independent asset managers in Brazil. While in Sao Paulo, she also served as the Brazil representative for AIMA and established the AIMA Brazil network. Michelle began her career in hedge funds as General Manager for a global conference organizer, where she launched and managed a portfolio of successful asset management and investment events. Michelle holds a B.A. and M.A. from New York University and is a CAIA Charterholder.


Brian Payne Senior Investment Analyst - Diversified Strategies, Teachers' Retirement System of the State of Illinois

Brian Payne is the PM for TRS Illinois’ Diversifying Strategies program where he manages $5bn+ in capital across hedge fund, alternative risk premia and risk parity strategies. The portfolio is built around liquid alternatives, macro, credit and equity exposures where Brian does both manager selection and portfolio strategy. Prior to joining the asset allocation side Brian was a buy side trader and researcher for Potomac River Capital, a DC-based global macro hedge fund. He currently holds the Chartered Alternative Investment Analyst (CAIA) designation.

Amy Poster Managing Principal, Alpha Pacific Strategies LLC

Ms. Poster is Managing Principal at New York based Alpha Pacific Strategies. Her consulting experience focuses on accounting, financial, regulatory and compliance reporting for broker/dealers and hedge funds, internal audit, controls, and assessments and implementation of risk technology solutions. Amy completed a term assignment as a Senior Policy Advisor at the US Department of Treasury, Office of the Special Inspector General- TARP (SIGTARP), overseeing financial markets and domestic policy. She led critical audits on TARP recipients and Federal inter-agency investigations. Prior to her role at SIGTARP, Amy was Director in Product Control at Credit Suisse, focusing on risk and valuation for global credit products within the Fixed Income Division. In addition, Amy led the set up and post-launch risk management of several credit and distressed funds within Credit Suisse' Alternative Capital Division. Earlier in her career, she designed and implemented risk and valuation programs at Donaldson, Lufkin, and Jenrette and Bear Stearns. She started as a business analyst at Lehman Brothers.


Amy is regularly published in Institutional Investor, Alpha, Money Management Intelligence, and the Global Association of Risk Professionals (GARP) Risk News magazines. She holds an MBA in Financial Management with Distinction from Pace University. Ms. Poster is on the Advisory Board of 100 Women in Finance and private equity hedge fund Turning Rock Partners.

Peter Zakowich Managing Director, PAAMCO Prisma

Peter Zakowich is a Managing Director and Partner, joined Prisma in 2006 and is a member of the Portfolio Management team, leading the Apex Tactical strategy. He is also a member of the firm’s Investment Committee. Prior to joining, Peter was an associate portfolio manager at J.P. Morgan Alternative Investments. Prior, he was an equity analyst at Edge Capital, a long/short equity hedge fund focusing on the global technology and media sectors. Peter began his career at Putnam Investments as an investment associate in the Global Equities division. He holds a BA from Harvard University and an MBA from New York University’s Stern School of Business.

PRIVATE FUND FORMATION

A host of economic and regulatory factors are shaping the fund formation

industry. These market forces have spurred a demand for advice focused on

addressing regulatory changes, mitigating risk, and maintaining a competitive

edge, while effectively managing a range of other complex legal and business

issues that arise in today’s dynamic private fund landscape. Successfully

navigating these challenges requires a deep understanding of the various

regulatory, tax, compliance, and other issues inherent in the industry.

K&L Gates has over 45 fund formation lawyers globally who advise fund spon-sors on all aspects of closed-end funds, including private equity, venture capital, distressed debt and other credit oriented funds, real estate, infrastructure and fund-of-funds. We advise sponsors ranging from emerging managers raising US$10 million to institutional managers raising a fund over US$5 billion. Our lawyers work closely with clients over the entire spectrum and life cycle of fund formation, from structuring the management company, the general partner, and the fund, to operational issues, to the winding-up and dissolution process. K&L Gates also advises on portfolio invest-ments and divestitures as well as counsel-ing on day-to-day legal and regulatory matters. For emerging managers, we often serve in an outside general counsel’s role and consider ourselves to be partners with our clients.

Clients rely on us for:• fund structuring, including parallel

funds, separate accounts, and co-investment vehicles

• drafting and negotiation of fund documents, including side letters with investors

• drafting and negotiation of service provider agreements, including with placement agents, auditors, and administrators

• drafting and negotiation of agreements with venture partners and operating partners

• local and global distribution requirements

• operational matters, including cybersecurity, employment and compensation matters, and tax planning

• carried-interest arrangements and other compensation plans

• spin-outs from existing managers

• regulatory compliance, including preparing and providing ongoing advice regarding compliance policies and procedures

• marketing material review

• securities law filings

• secondary transfers

Backed by a full-service global platform of approximately 2,000 lawyers, we work with managers across a broad range of indus-tries, including technology, FinTech, health care and biotechnology, energy and natural resources, infrastructure, and real estate. We work with funds focusing on impact investing and have formed nonprofit fund structures. The depth and breadth of our global platform allows us to complement our legal advice with sound commercial judgment, broad industry contacts, and a deep understanding of current market practices and business terms, offering our clients access to cutting-edge develop-ments. Our lawyers draw upon our compre-hensive resources to address the full scope of regulatory, tax, compliance, and other issues that arise in today’s complex transac-tions. We regularly work with counsel in all major offshore jurisdictions to structure master-feeders, alternative investment vehicles, and other structures.

We work closely with clients over a fund’s entire life cycle.

We assist managers with registration as an investment adviser in the United States and registration exemptions, including exemptions from registration for venture capital advisers, midsize managers, and non-U.S. advisers. We are also experienced in state adviser registration and exemptions from registration for advisers with less than US$100 million in assets under management.

Institutional InvestorsOur experience representing institutional investors across alternative asset classes gives us unique insight into market trends and developments. K&L Gates has one of the foremost practices in representing insti-tutional investors, including funds-of-funds, pension funds, sovereign wealth funds, universities and endowments, as well as high net worth individuals, on their venture capital, private equity, and other private fund investments. In representing institu-tional investors, we advise on funds-of-one, investment management agreements, and the terms of co-investments. We know what terms are standard depending on the type of investors and draft fund documents accordingly. With a broad understanding of the market for investment fund terms, we know how terms are evolving in the current market.

Delaware LawK&L Gates is one of the only law firms with an office in Delaware. Our lawyers on the ground there are among the drafters of the major Delaware business statutes. Since most U.S. funds are organized in Delaware, our clients have a significant advantage that most other national or global law firms cannot offer. Our lawyers work collabora-tively and seamlessly to ensure that clients receive the benefit of this in-house Dela-ware experience and creates efficiencies by eliminating the need to engage a separate law firm in Delaware. This adds value at all stages of a fund’s life, from organization and structuring, to drafting assistance, to legal opinions, to ongoing governance issues, to dissolution.

Global Funds PlatformK&L Gates has private fund and general investment management professionals in the key financial centers across the United States, Europe, the Middle East, Asia, and Australia.

We advise fund sponsors and managers in identifying and implementing the most appropriate structure for organizing their business and fund offerings, including selecting the optimal jurisdiction and legal structure. We have extensive experience with fund formation in Delaware and non-U.S. jurisdictions, such as the Cayman Islands, Guernsey, Luxembourg, Mauritius, and the British Virgin Islands.

In Europe, lawyers in our London, Berlin, Frankfurt, Milan, and Munich offices have extensive experience providing transactional and regulatory services. We regularly advise our clients on the impact of the European Union’s Alternative Investment Fund Managers Directive (AIFMD) on their fund operations, which requires managers who target EU-based investors to obtain authori-zation, meet ongoing operating conditions, and comply with transparency and reporting requirements. Our services typically include assisting clients with completing an AIFMD gap analysis of their offering materials, preparing/amending required AIFMD disclo-sures, providing local country legends, and preparing and submitting local notifications and registrations.

Our Australian offices have extensive experience acting for real estate, infrastruc-ture, venture capital, and private equity firms with respect to fundraising and all other aspects of private fund formation. We advise on the formation and operation of partnerships established under Australia’s Early Stage/Venture Capital Limited Partner-ship (VCLP/ESVCLP) regime.

K&L Gates has private fund and general investment management professionals in the key financial centers across the United States, Europe, the Middle East, Asia, and Australia.

K&L Gates also has one of the most estab-lished investment fund legal practices in Hong Kong, Taipei, Singapore, Beijing, Seoul, and Tokyo. The Asian offices work closely with our asset management clients in Asia, which include private equity and venture capital firms, sovereign wealth funds, and financial institutions. We frequently advise on the structuring of funds for managers in Asia and non-Asian managers seeking to invest in Asia and assist in the formation of such funds and negotiations with investors investing in such funds.

We also assist with non-U.S. investors or general partners looking at inbound invest-ments to the United States. This includes structuring of fund vehicles, assisting with visas, and setting up the general partner and manager vehicles.

Regulatory Compliance Experience An integral part of one of the leading investment management practice groups globally, the K&L Gates investment adviser practice provides premier legal counsel to the investment management industry. Our lawyers are highly experienced in the needs of registered and unregistered investment advisers. Our clients place substantial confidence in our firm regarding the sensitive and often critical area of regulatory compliance and enforcement. Because the mere allegation of wrongdoing

from a securities regulator or private plaintiff can cause great damage to the target of the allegation, we appreciate the value of preventing enforcement actions or significant legal actions.

Leveraging our global footprint, we have the worldwide reach and the experience necessary to address the regulatory and legal issues affecting private fund sponsors and managers in the 21st century. We have deep regulatory experience and are able to advise managers on how to structure documents to address conflict of interest issues like expense allocation and offering co-investment vehicles. Many of our lawyers have worked at the Securities and Exchange Commission or its global counterparts, so we have insight into the concerns of regulators. We also conduct mock audits for registered or exempt reporting advisers that simulate actual Securities and Exchange Commission audits through a risk-based analysis of compliance policies and procedures. We have worked with advisers undergoing examinations by state regulators.

Our lawyers are at the forefront of the industry’s developments, growth, and innovation. In today’s political and financial climate, advisers face a continually evolving regulatory environment with a panoply of active regulators in the United States and globally. We provide integrated regulatory advice based on our experience practicing before the Securities and Exchange Commission, Commodity Futures Trading

Commission, Financial Industry Regulatory Authority, National Futures Association, Department of Labor, Internal Revenue Service, and federal and state bank regulators, as well as internationally, such as the UK Financial Conduct Authority, the Australian Securities and Investments Commission, the Hong Kong Securities and Futures Commission, the Hong Kong Monetary Authority, the Financial Services Agency of Japan, and the China Securities Regulatory Commission. We also have a large and experienced public policy team with significant experience in financial services legislation in Washington, D.C. and Brussels.

The financial services industry is undergo-ing dynamic and rapid change. We help our clients address the many issues presented in the rapidly evolving regulatory environ-ment in the United States, Europe, the Middle East, Asia, Australia, and South America. To remain competitive, fund spon-sors and other financial services providers need to understand and manage effectively the complex and often-interrelated legal and business issues that arise. We track a broad range of legal and regulatory devel-opments including rule proposals, agency guidance, and enforcement proceedings and work with industry groups in com-menting on proposed rules and regulations that impact the financial services area. Our lawyers are also considered thought leaders in the private fund space, author numer-ous articles on topics of interest, and are frequently invited to appear as panelists at industry gatherings.

Private Fund DisputesWhile our funds practice is focused on working with our clients to create value, we are well-equipped to assist where commercial or regulatory disputes arise. When the need arises, our litigation and regulatory colleagues stand ready to advise on a wide variety of contentious matters, from disputes over restructuring matters to allegations of breaches of contract, fraud, and breach of fiduciary duty at both the fund level and within the sponsor group, as well as disputes internal to the sponsor over carried interest allocations, vesting, and forfeiture. Our clients also rely on our advice to resolve these matters amicably with the parties involved, with the objective of avoiding litigation.

Complementary PracticesWith a vast global platform and reach, we are well-positioned to serve our clients in a general counsel role and we assist in virtually all aspects of a manager’s business. Our services range from providing employment experience to helping managers navigate employment and compensation arrangements for both themselves and their employees. We advise on estate planning for individuals at the sponsor and our real estate team helps managers negotiate office leases.

Our corporate group represents funds in connection with their investments in portfo-lio companies. We understand the complex nature of working with fund management teams, as well as portfolio companies, and work to provide solutions to issues that arise in the process of investing, manag-ing, and liquidating portfolios. We routinely advise on the issuance of preferred and common equity, bridge debt, and other forms of financing, acquisitions, and disposals of portfolio companies, recapi-talizations, restructurings, and realization events, including IPOs. The broad range of knowledge and experience of our lawyers provides a comprehensive array of legal strengths to these clients.

Accolades• Recognized as a market leader in

venture capital and private equity by Dow Jones Private Equity Analyst as one of the most active law firms based on the number of venture capital or private equity funds formed and trans-actions completed.

• Our team was recently recognized in the 2016 edition of the U.S. News-Best Lawyers® “Best Law Firms” survey as a National Tier 1 firm for Venture Capital Law and Securities/Capital Markets Law.

• Recognized in the 2016 edition of the U.S. News-Best Lawyers® “Best Law Firms” survey as a National Tier 1 firm for Leveraged Buyouts and Private Equity Law.

RELATED PRACTICE AREAS• benefits, ESOPs, and

executive compensation

• climate change

and sustainability

• corporate/M&A

• derivatives and

structured products

• emerging growth and

venture capital

• energy and infrastructure

projects and transactions

• FinTech

• global financial markets

• investment management,

hedge funds and

alternative investments

• Islamic finance

• life sciences

• oil & gas

• private clients, trusts

and estates

• private equity

• projects/public private

partnerships

• real estate investment

development, and finance

• renewable energy

• securities enforcement

• tax

• white collar crime/

criminal defense

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Learn more about our private fund formation practice at klgates.com.


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K&L Gates is a fully integrated global law firm with lawyers located across five continents. The firm represents leading multinational corporations, growth and middle-market companies, capital markets participants and entrepreneurs in every major industry group as well as public sector entities, educational institutions, philanthropic organizations and individuals. For more information about K&L Gates or its locations, practices and registrations, visit www.klgates.com.

This publication is for informational purposes and does not contain or convey legal advice. The information herein should not be used or relied upon in regard to any particular facts or circumstances without first consulting a lawyer.

© 2019 K&L Gates LLP. All Rights Reserved.

http://www.klgates.com/

Documents

Hedge Fund/Alternative Credit Emerging Manager Forum 2019 · 2019. 5. 14. · 302639163 v2WI-FI ACCESS Network: KLG-Guest Passcode: K&LG@t35 . Hedge Fund/Alternative Credit Emerging