9AT: FARALLON CAPITAL EUROPE LLP

FARALLON CAPITAL EUROPE LLP

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Adviser Profile

As of Date	06/27/2024
Adviser Type - Outside the United States
Number of Employees	37 15.62%
of those in investment advisory functions	24 -4.00%
Registration	SEC, Approved, 02/01/2006

AUM^*	4,076,506,000 -20.69%
of that, discretionary	4,076,506,000 -20.69%
Private Fund GAV^*	0
Avg Account Size	56,618,139 -22.89%
SMA’s	Yes
Private Funds	0
Contact Info	011 xxxxxxx
Websites

Client Types

- Pooled investment vehicles

Advisory Activities

- Portfolio management for pooled investment vehicles
- Portfolio management for businesses

Compensation Arrangments

- Fixed fees (other than subscription fees)
- Performance-based fees

Reported AUM

Discretionary

Non-discretionary

6B 5B 4B 3B 3B 2B 844M

2015 2016 2017 2018 2019 2020 2021 2022 2023

Private Funds

No private funds

Employees

Brochure Summary

Overview

A. General Description of Advisory Firm Farallon Europe, a limited liability partnership organized under the laws of England and Wales, is an investment adviser that was founded in 2004 by Farallon Capital International Limited, a limited company organized under the laws of England and Wales; Andrew Spokes, the Managing Partner and Senior Managing Member of Farallon Capital Management, L.L.C., a Delaware limited liability company (“FCM LLC”); and Nicolas Giauque, a Managing Member of FCM LLC. Farallon Europe’s principal owner is Wissam Charbel. Please see FCM LLC’s Form ADV for more information about FCM LLC. Farallon Europe, together with certain other parties listed elsewhere in this Form ADV Part 2A, has entered into an agreement (the “Sub-Adviser Agreement”) with FCM LLC and Farallon Partners, L.L.C., a Delaware limited liability company (“FP LLC”) together with FCM LLC, “Farallon”) pursuant to which Farallon Europe and such other parties have been delegated discretionary authority to make and manage investments on behalf of the Farallon Funds (as defined below). Farallon Europe’s authority pursuant to the Sub-Adviser Agreement extends over a significant portion of the Farallon Funds’ assets under management. Farallon Europe has responsibility for the day-to-day investment decisions and operations relating to its subadvisory portfolio. Neither FCM LLC nor FP LLC control Farallon Europe. In carrying out its investment activities on behalf of the Farallon Funds, however, Farallon Europe is subject to the authority and supervision of Farallon and implements the investment guidelines and restrictions set by Farallon from time to time. B. Advisory Services Pursuant to the Sub-Adviser Agreement, Farallon Europe provides investment advice to private investment funds, the securities of which are offered to investors on a private placement basis, and to managed accounts. In particular, Farallon Europe provides advice to the following funds and accounts (collectively, the “Investment Partnerships”):
• Farallon Capital Partners, L.P.
• Tinicum Partners, L.P.
• Farallon Capital Institutional Partners, L.P.
• Farallon Capital Institutional Partners II, L.P.
• Farallon Capital Institutional Partners 2.5, L.P.
• Farallon Capital Institutional Partners III, L.P.
• Four Crossings Institutional Partners V, L.P.
• RR Capital Partners, L.P.
• Farallon Special Situation Partners III, L.P. and Farallon Special Situation Partners Master III, L.P.
• Farallon Special Situation Partners IV, L.P.
• Farallon Special Situation Partners V, L.P.
• Farallon Special Situation Partners VI, L.P.
• Sidecar Partners Holdings, L.P. and Sidecar Partners, L.P.
• FCOI II Currency Class Fund, Ltd., Farallon Capital Offshore Investors, Inc., FCOI II Holdings, L.P., Farallon Capital Institutional Partners VI, L.P. and Farallon Capital Offshore Investors II, L.P.
• Farallon Special Investment Partners, L.P.
• Farallon Asia Special Situations, L.P. and Farallon Asia Special Situations Master, L.P.
• Farallon Asia Special Situations II, L.P. and Farallon Asia Special Situations Master II, L.P.
• Farallon Asia Special Situations III, L.P. and Farallon Asia Special Situations Master III, L.P.
• Farallon Capital (AM) Investors, L.P.
• Farallon Capital AA Investors, L.P.
• Farallon Overflow Fund, L.P.
• Farallon Overflow Fund II, L.P. and Farallon Overflow Master Fund II, L.P.
• Farallon Real Estate Partners, L.P. and Farallon Real Estate Institutional Partners, L.P.
• Farallon Real Estate Partners II, L.P. and Farallon Real Estate Institutional Partners II, L.P.
• Farallon Real Estate Partners III, L.P. and Farallon Real Estate Institutional Partners III, L.P.
• Farallon Real Estate Partners IV, L.P. and Farallon Real Estate Institutional Partners IV, L.P.
• Farallon Capital F5 Investors I, L.P., Farallon Capital F5 Investors II, L.P., Farallon Capital F5 CC, L.P., Farallon Capital F5 Master I, L.P. and Farallon Capital F5 Master II, L.P.
• Farallon Equity Partners, L.P., Farallon Equity Partners International, Ltd. and Farallon Equity Partners Master, L.P.
• Farallon Special Situations Fund, L.P. and Farallon Special Situations Master Fund, L.P.
• Farallon Special Situations Fund II, L.P. and Farallon Special Situations Master Fund II, L.P.
• Farallon Special Situations X-VII, L.P. and Farallon Special Situations Master X-VII, L.P. (as of 1/4/2023)
• Farallon Special Situations VII, L.P. and Farallon Special Situations Master VII, L.P.
• Farallon Special Investment Partners III, L.P.
• Farallon Special Situations Octave, L.P.
• Farallon Healthcare Partners, L.P., Farallon Healthcare Partners International, Ltd. and Farallon Healthcare Partners Master, L.P.
• Farallon Special Investment Institutional Partners IV, L.P.
• Farallon Special Situations Credit IX, L.P. and Farallon Special Situations Master Credit IX, L.P.
• Farallon Co-Investment Feeder Fund, L.P. and Farallon Co-Investment Master Fund, L.P. In addition, Farallon Europe provides investment advice to Noonday Capital Partners, L.L.C. (“NCP”) which generally has accepted subscriptions from principals and employees of certain Farallon Advisers (as defined below). Farallon Europe also provides administrative and discretionary investment management services to Farallon Investment Holdings, L.P. (“FIH”) which generally accepts investments only from FP LLC and certain employees of FCM LLC and the Farallon

Advisers and operates as a fund-of-funds investing in other Farallon Funds (as defined below). Together, the Investment Partnerships, NCP, FIH, the managed accounts, and any other accounts and funds for which Farallon provides such services from time to time are referred to herein as the “Farallon Funds”. Detailed information regarding the Farallon Funds is set forth in FCM LLC’s Form ADV. Farallon Europe may serve as investment adviser for other entities and accounts managed by Farallon in the future. As more fully set forth in FCM LLC’s ADV Part 1A, for FIH, NCP and the Investment Partnerships that are structured as partnerships or limited liability companies, FP LLC, an affiliate of FCM LLC, or another affiliated FCM LLC entity, serves as the general partner or managing member, as applicable, of such entities. Farallon Europe, Farallon Capital Asia Pte. Ltd., a Singapore company (“Farallon Asia”), Farallon Capital Asia (HK) Limited, a Hong Kong company (“Farallon Hong Kong”), Farallon Capital Japan LLC, a Japanese limited liability company (“Farallon Japan”) and Farallon Latin America Investimentos Ltda., a Brazilian sociedade limitada (“Farallon Latin America”), serve as exclusive subadvisers to Farallon. Farallon Europe, collectively with Farallon Asia, Farallon Hong Kong, Farallon Japan and Farallon Latin America are referred to as the “Farallon Advisers.” All of the Farallon Advisers currently provide services exclusively for Farallon. Farallon Europe has broad and flexible investment parameters, and seeks global investment opportunities pursuant to a wide variety of investment strategies, including, without limitation, certain core strategies such as credit investing, direct investments, long/short equity investing, merger arbitrage, risk arbitrage and real estate, as more fully set forth below in Item 8. Farallon Europe will emphasize or de-emphasize, add, develop or eliminate different investments and investment strategies and techniques from time to time, depending on, among other things, the perceived opportunities and relative risk-adjusted expected returns. Farallon Europe’s execution is flexible to allow capital to shift among strategies, asset classes, and geographies based on prevailing opportunities. Investments are made in U.S. and non-U.S. securities and markets, including emerging markets such as China, Southeast Asia, India, Eastern Europe, Africa and Latin America. Farallon Funds’ investment portfolios, as applicable to their investment strategies, consist of a broad range of publicly traded and privately purchased securities, instruments and obligations. This Brochure generally includes information about Farallon Europe and its relationships with the Farallon Funds. While much of this Brochure applies to all such Farallon Funds, certain information included herein applies only to specific Farallon Funds. C. Availability of Customized Services While the Farallon Funds generally have similar and overlapping investment strategies and investment parameters, Farallon Europe’s advice with respect to the Farallon Funds is subject to their investment programs, which differ due to, among other reasons, various investment restrictions and types of investors. The Farallon Funds include, for example, funds that are designed specifically for U.S. taxable investors, which utilize margin borrowings and other forms of leverage; funds that are designed specifically for U.S. tax-exempt entities (and certain of those funds generally do not borrow on margin); non-U.S. funds that do not participate in certain U.S. investments; funds that do not make Special Investments (as defined below); funds that primarily invest in Special Investments; multi-strategy funds that may make investments subject to certain environmental, social and/or governance investment screens; funds with certain currency hedging overlays; strategy-specific funds; funds and managed accounts focused on overflow and/or co-investment opportunities; and funds that are a hybrid or a sub- set of the foregoing. Additional funds that pursue specialized, or different, investment programs may be formed in the future. Farallon may enter into agreements, such as side letters, with certain investors in the Farallon Funds that may provide rights or benefits in favor of such investors that are more favorable than the rights or benefits provided to other investors in such Farallon Funds. The investment mandate and guidelines or restrictions for each Farallon Fund are set forth in its constituent documents. References to “constituent documents” in this Form ADV Part 2A include any offering documents for a Farallon Fund and any investment management agreement with respect to a Farallon Fund that is a managed account. Persons reviewing this Form ADV Part 2A should not construe this as an offering of any of the Farallon Funds described herein. Such offering will only be made pursuant to the delivery to prospective investors of a private placement memorandum and/or subscription agreement, which will describe certain risk factors, conflicts of interest, investment objectives and other important features of a particular Farallon Fund. D. Wrap Fee Programs Not applicable. E. Client Assets The amount of discretionary assets under management as of March 31, 2023 is approximately $4,658,294,000 and is based on unaudited financial data which are subject to change. The figure represents regulatory assets under management for the portion of the Farallon Funds managed by Farallon Europe. As of March 31, 2023, Farallon Europe manages no assets on a non-discretionary basis.