ADVISORY BUSINESS
A. General Description of Advisory Firm
GLG Partners LP was formed on March 3, 2000, as a limited partnership, registered
under the Limited Partnership Act of 1907 of England and Wales with its principal place of
business in London, England.1 GLG Partners LP which is authorized and regulated by the
Financial Conduct Authority in the United Kingdom, offers advisory or sub-advisory services to
non-U.S. and U.S. institutional managed accounts and pooled investment vehicles on either a
discretionary or non-discretionary basis. GLG Partners LP offers discretionary investment advice
and/or management services according to the stated investment objectives, restrictions and policies
of each client. The general partner of GLG Partners LP is GLG Partners Limited and the limited
partner is FA Sub 3 Limited both of which are ultimately owned by Man Group plc, which is listed
on the London Stock Exchange and is a component of the FTSE 250 Index. Man Group plc,
through its investment management subsidiaries (collectively, "Man"), is a global investment
management business and provides a range of fund products and investment management services
for institutional and private investors globally. As of December 31, 2022, Man had approximately
$143.3 billion of assets under management.2
GLG Partners LP has full discretionary advisory investment management authority
with respect to investment decisions for pooled investment vehicles, including private funds (the
"Funds") and managed accounts. GLG Partners LP's advice with respect to the Funds and managed
accounts is made in accordance with the investment objectives and guidelines as set forth in the
applicable GLG Partners LP Fund's offering memorandum or the managed account's investment
management agreement. Certain clients of GLG Partners LP invest in the Funds and those clients
have been reflected in responses to these questions as investors in the Funds. “Funds” include one
or more funds that GLG Partners LP, its affiliates or employees have seeded or invested over 25%
of the capital of such Funds. Important information regarding each Fund and managed account,
which includes investment objectives, risks, strategy, fees and other material information,
including applicable conflicts of interest is contained in each Fund’s offering documents and in
each managed account's investment management agreement, as the case may be.
1 The business of GLG Partners was established in 1995.
2 Man assets under management as stated in the Man Group plc Annual Report include advisory-only assets over
which Man has no decision making or trading authority and managed account platform services for which Man
provides platform and risk management services but does not provide investment management services.
As used herein, the term "client" generally refers to each Fund and each beneficial
owner of a managed account.
GLG Partners LP may offer advisory services to non-discretionary accounts
whereby GLG Partners LP has on-going responsibility to select or make recommendations, based
upon the needs of the client, as to financial instruments the account may purchase or sell and, if
such recommendations are accepted by the client, GLG Partners LP would be responsible for
arranging or effecting the purchase or sale.
Certain affiliated advisory firms are considered to be “Participating Affiliates” of
GLG Partners LP (as that term is used in relief granted by the staff of the Securities and Exchange
Commission (“SEC”)) allowing investment advisers registered with the SEC to use portfolio
management, research, operations, and trading resources of advisory affiliates and personnel
subject to the supervision of an SEC-registered adviser. Professionals from such Participating
Affiliates may render portfolio management, research, trading, or other related services to GLG
Partners LP clients and/or GLG Partners LP as affiliated “associated persons” of GLG Partners LP
and are subject to supervision by GLG Partners LP. In addition, GLG Partners LP may provide
portfolio management, research, or other related services to the Participating Affiliates under
separate services agreements. Fees may be paid by and received from the parties under these
arrangements.
GLG Partners LP complies with applicable U.S. securities regulations only with
respect to its U.S. clients.
Man provides a number of centralized functions to GLG Partners LP, which
includes trading, financing and cash management, risk management, operations, middle office
accounting, finance, proxy voting, class actions, human resources, facilities, tax, legal,
compliance, information technology, among other such services. GLG Partners LP utilizes
investment management, research, investment models, trading, client servicing, sales and
marketing capabilities of its affiliates in providing services to its clients.
In addition to these services, GLG Partners LP’s affiliates may utilize its investment
management, research trade execution and other services in providing services to their clients.
B. Description of Advisory Services
Please see Item 8 herein.
This Brochure generally includes information about GLG Partners LP and its
relationships with its clients and affiliates. While much of this Brochure applies to all such clients
and affiliates, certain information included herein applies to specific clients or affiliates only.
Important information regarding each fund and managed account, which includes investment
objectives, risks, strategy, fees and other material information, including applicable conflicts of
interest
regarding relationships with affiliates, is contained in each fund’s offering documents and
in each managed account's investment management agreement, as the case may be.
C. Availability of Customized Services for Individual Clients
GLG Partners LP's investment decisions and advice with respect to each Fund are
subject to the Fund's investment objectives and guidelines, as set forth in its offering documents.
Similarly, GLG Partners LP's investment decisions and advice with respect to each managed
account are subject to each client's investment objectives and guidelines, as set forth in the client's
investment management agreement, as well as any written instructions provided by the client to
GLG Partners LP.
A Fund may issue multiple classes, sub-classes, tranches, sub-tranches and/or series
(or sub-series) of shares or interests, as applicable, in the future (or enter into "side letter"
agreements with certain investor(s) that alter, modify or change the terms of the shares or interests,
as applicable, held by the investor(s)), which may differ and may be more favorable from the
shares or interests, as applicable, currently offered by the Fund in terms of, among other things,
performance compensation, management fee, redemption rights (including redemption dates and
notice periods), currency denomination, minimum and additional subscription amounts,
informational rights and other rights. New classes, sub-classes, tranches, sub-tranches and/or
series (or sub-series) of shares or interests, as applicable, may be issued (or "side letter" agreements
may be entered into) by a Fund's board of directors, in its sole discretion, on behalf of the Fund, in
consultation with GLG Partners LP, without providing prior notice to, or receiving consent from,
existing investors. The terms of such classes, sub-classes, tranches, sub-tranches and/or series (or
sub-series) or "side letter" agreements will be determined by the board of directors, in its sole
discretion, in consultation with GLG Partners LP. In general, a Fund will not be required to notify
investors upon entering into “side letter" agreements nor will a Fund be required to offer such
additional and/or different rights and/or terms to any or all of the other investors.
D. GLG Partners LP’s Collateralized Loan Obligations
GLG Partners LP provides investment management services to certain
collateralized loan obligation special purpose vehicles (each a "GLG CLO"). Each GLG CLO is
a non-U.S. entity that issues rated notes (“Rated Notes”) and non-rated notes (“Equity” and,
together with the Rated Notes, “Notes”) under an English law trust deed (a “Trust Deed”). The
Notes of each GLG CLO are secured by a portfolio of assets consisting primarily of "Leveraged
Loans” (described further below) owned by that GLG CLO and managed by GLG Partners LP
pursuant to the terms of an investment management agreement between that GLG CLO and GLG
Partners LP. Investors who wish to obtain exposure to Leveraged Loans and similar investments,
including high yield bonds, may do so through purchasing Notes issued directly by the CLOs.
Investment management agreements and related Trust Deed documentation contain
detailed specifications and requirements regarding the types of Leveraged Loans and other assets
GLG Partners LP is permitted to acquire on behalf of the GLG CLO and specify the circumstances
in which GLG Partners LP can purchase and sell assets, as well as the overall composition of the
portfolio (diversity, concentration, ratings, etc.). These investment guidelines are generally not
tailored to the individualized needs of any particular investor or holder of Notes (each a
“Noteholder”). At inception, however, specific asset criteria or portfolio guidelines may be
established in consultation with certain key, prospective investors. Generally, prospective
investors and Noteholders must independently consider whether a particular GLG CLO meets their
investment objectives and risk tolerances prior to investing.
In connection with the pre-launch phase of each GLG CLO’s lifecycle, GLG
Partners LP also acts as investment manager in respect of the “warehouse” assets acquired by that
GLG CLO. Generally, such warehouses are expected to be operative for the 6 to 12 month period
prior to launch of a GLG CLO, with optionality to extend for a further 12 months, depending upon
market conditions. GLG Partners LP, its affiliates or funds managed by GLG Partners LP or its
affiliates as well as one or more prospective Noteholders provide junior financing to such
warehouses, with senior financing provided by the CLO underwriter/arranger. In addition, GLG
Partners LP’s affiliate, GLG LLC, is collateral manager or investment manager to GLG LLC CLOs
in which GLG Partners LP may invest on behalf of its clients giving rise to potential conflicts of
interest. References to CLOs or GLG CLOs infra include such warehousing arrangements.
During the warehouse phase of each GLG CLO, GLG Partners LP also acts as
“mini-warehouse” provider, pursuant to which it purchases for its own balance sheet a certain
portion (generally 5 to 10%) of the assets intended to be held by that GLG CLO on its launch. The
assets so purchased are sold onto the relevant GLG CLO upon its launch. This activity is
undertaken in order that GLG Partners LP is able to comply with applicable regulation requiring
it to “originate” a certain portion of each GLG CLO’s asset portfolio.
E. Wrap Fee Programs
GLG Partners LP does not participate in wrap fee programs.
F. Assets Under Management
GLG Partners LP manages approximately $27.5 billion in regulatory assets under
management on a discretionary basis as of December 31, 2022.