Cantab has been in business since 2006 and offers portfolio management services to its
clients on a discretionary basis, based upon the individual needs and objectives of each client.
Cantab is a UK based firm and a direct subsidiary of GAM (UK) Limited, which in turn is a
direct subsidiary of GAM Group AG. The firm is ultimately owned by GAM Holding AG, an
independent asset management firm that is headquartered in Zurich, Switzerland, and
whose shares are listed on the SIX Swiss Exchange. Cantab is authorized and regulated by
the UK Financial Conduct Authority (“FCA”) in addition to being a registered investment
adviser with the U.S. Securities and Exchange Commission (“SEC”) under the Investment
Advisers Act of 1940 (the “Advisers Act”) and a registered Commodity Pool Operator (“CPO”)
and Commodity Trading Adviser (“CTA”) with the U.S. Commodity Futures Trading
Commission (“CFTC”) under the U.S. Commodity Exchange Act (“CEA”). Cantab is also a
member of the U.S. National Futures Association (“NFA”).
As of December 31, 2018, Cantab’s regulatory assets under management were
USD$2,487,955,970. All the assets are managed on a discretionary basis.
Cantab offers various investment products and services through managed account and
investment fund structures, including private funds that operate pursuant to an exemption
from registration as an investment company under the Investment Company Act of 1940, as
amended (the “Investment Company Act”), and are offered to U.S. and non-U.S. clients and
investors in private placements pursuant to Regulation D or Regulation S (as applicable)
under the Securities Act of 1933, as amended (the “Securities Act”). Cantab does not provide
financial planning services. Additionally, Cantab may (and does) serve as manager, adviser
or sub-adviser to other investment funds, including European regulated commingled funds
(referred to as “UCITS”) and U.S. investment companies registered under the Investment
Company Act (“Registered Investment Companies”).
Cantab’s investment team pursues its own individual approach and preferred investment
style so that it has the flexibility in its efforts to implement its talents to the greatest effect,
but within the wider risk control framework provided by the GAM group.
Institutional Accounts
Cantab offers institutional investors the flexibility of investing through individually
customized managed accounts (including sub-advisory relationships, as described above) or
dedicated single investor private funds, or non-U.S. domiciled commingled funds designed
for multiple investors that are managed by Cantab (these commingled funds are referred to
as “Cantab Funds”).
In instances where Cantab advises separately managed accounts and pooled investment
vehicles (“Cantab Accounts”), whose investment management has been delegated to Cantab,
the firm may invest:
in other Cantab Funds managed by Cantab;
in other pooled investment vehicles, including Cantab Funds managed by affiliates of
Cantab in the GAM group of companies (the “GAM Group”) and/or funds managed by other
unrelated asset managers;
in separate non-U.S. investment vehicles established or formed by an affiliate of Cantab
and typically managed by Portfolio Managers (as defined below), which are generally only
available to investment advisory clients of a member of the GAM Group;
with Portfolio Managers (as defined below) via one or more fund of funds commingled
managed account platforms; or
directly in securities, commodities, currencies, derivatives and other financial instruments.
In relation to U.S. domiciled funds, Cantab may act as sub-adviser to GAM USA Inc., a U.S.
based SEC-registered investment adviser and an affiliate of Cantab. Where a client is
invested in a separately managed account or dedicated private fund, the client may impose
restrictions on investing in certain securities or types of securities. This is not possible where
an investor chooses to invest in a Cantab Fund.
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ITEM 6 - PERFORMANCE-BASED FEES AND SIDE-BY-SIDE MANAGEMENT
In some cases, Cantab may (and does) enter into performance-based compensation
arrangements with qualified clients. These compensation arrangements are subject to
negotiation with each managed account client, or subject to the Governing Materials of the
Cantab Fund, as applicable. Cantab will structure any performance or incentive
compensation arrangement to comply with Section 205(a)(1) of the Advisers Act and Rule
205-3 under the Advisers Act. In measuring a client’s assets for the calculation of
performance-based fees, Cantab will ordinarily include realized and unrealized capital gains
and losses.
Cantab is not entitled to receive performance-based compensation from all of its clients.
Additionally, certain client accounts have higher management fees and/or performance-based
compensation more favorable to Cantab than other client accounts. Performance-based
compensation arrangements may create an incentive for Cantab to recommend investments
that may be riskier or more speculative than would be recommended under a different fee
arrangement. Such compensation arrangements may also create an incentive to favor higher
fee paying accounts over other accounts in the allocation of investment opportunities. Cantab
has adopted procedures designed to ensure that all clients are treated fairly and equally, and
to prevent any potential conflict of interest from influencing the allocation of investment
opportunities among clients.
ITEM 7 - TYPES OF CLIENTS
Cantab provides investment management services to a range of pooled investment vehicles,
including Cantab Funds (including private funds and UCITS). Cantab may (and does) also
sub-advise a Registered Investment Company. Additionally, Cantab may establish (and has
established) separately managed accounts for institutional investors.
In general, U.S. investors must qualify as both “accredited investors” as defined in Rule
501(a) of Regulation D under the Securities Act and “qualified purchasers” as defined in
Section 2(a)(51) under the Investment Company Act, and/or “qualified eligible persons” under
Rule 4.7 of the Commodity Exchange Act, and meet other applicable suitability requirements.
Generally, investors must invest a minimum dollar amount, as set forth in the applicable
Governing Materials (which may be waived, modified or negotiated at Cantab’s sole
discretion).
ITEM 8 - METHODS OF ANALYSIS, INVESTMENT STRATEGIES AND RISK OF LOSS
Cantab manages Cantab Funds and accounts using single-manager investment strategies.
The underlying assets may be invested in a wide range of investments and strategies.
Cantab’s security analysis primarily includes systematic fundamental and technical
analysis, but it may utilize other methods, depending on the strategy. There can be no
assurance that any accounts managed by Cantab will achieve their investment objective, as
investing in securities and other financial instruments involves a risk of loss that clients
should be prepared to bear.
In the case of a Cantab Fund, prospective investors should carefully review the risks
described in the relevant Governing Materials, and should evaluate the merits and risks of
an investment in the context of their overall financial circumstances. The risk factors below
are not intended to be exhaustive and should be considered carefully by prospective investors
together with the full text of the applicable Governing Materials.
An investment in any product or strategy offered by Cantab may be subject to any or all of
the risks described below and is suitable only for sophisticated investors for whom an
investment in the product does not represent a complete investment program and who fully
understand and are capable of bearing the risks of such an investment.
Performance: All investments risk the loss of the amount invested. No guarantee or
representation is made that any investment will be successful, and investment results may
vary substantially over time. The value of a client’s portfolio and the income (if any) derived
from it, can go down as well as up.
Concentration of Investments: A portfolio may at times hold relatively few investments. The
result of such concentration of investments is that a loss in any such position could materially
reduce the value of the client portfolio.
Leverage: Certain investment practices or trading strategies such as investment in financial
and commodity futures and in derivative instruments may involve significant leverage.
Leverage can be employed in a variety of ways including direct borrowing, margining, short
selling and the use of futures, warrants, options and other derivative products. The risk of
leverage in futures contracts, options warrants and other derivatives is that small
movements in the price of the underlying asset or index can result in large losses or profits.
Accounts and funds managed using a fund of funds strategy ordinarily will not use leverage,
although they may borrow for temporary purposes in order to fund investments in underlying
funds or payment of redemptions. The amount of leverage used will vary with the number
and quality of investment opportunities available and with the perceived risk level. If
securities pledged to brokers or other financial institutions to secure a margin account decline
in value, an investor could be subject to a “margin call,” pursuant to which it must either
deposit additional funds with the broker, or suffer mandatory liquidation of the pledged
securities to compensate for the decline in value.
Illiquid Assets: Certain investment positions may become illiquid. It may not be easy to
dispose of such illiquid positions.
Hedging: Some investment strategies may employ hedging techniques, directed primarily
toward general market risks. If employed, hedging against a decline in the value of a portfolio
position does not eliminate fluctuations in the values of portfolio positions or prevent losses
if the values of such positions decline, but establishes other positions designed to gain from
those same developments. For a variety of reasons, it may not be possible to establish a
sufficiently accurate correlation between hedging instruments and the portfolio holdings
being hedged. Such imperfect correlation may prevent an investor from achieving the
intended hedge or expose the investor to risk of loss. In addition to possible losses on the
position sought to be hedged notwithstanding the attempted hedge, an investor could incur
losses on the hedging position itself.
All hedging strategies necessarily involve costs, which could be significant, whether or not
the hedge sought is successful. Some strategies may invest in markets or instruments as to
which hedging strategies are limited or unavailable.
Equity Securities: Investments in long and short positions in equity securities may fluctuate
in value, often based on factors unrelated to the value of the issuer of the securities. The
market price of equity securities may be affected by general economic and market conditions,
such as a broad decline in stock market prices, or by conditions affecting specific issuers, such
as changes in earnings forecasts.
Short Selling: Short selling involves trading on margin and accordingly can involve greater
risk than investments based on a long position. A short sale of a security involves the risk of
a theoretically unlimited increase in the market price of the security, which could result in
an inability to cover the short position and a theoretically unlimited loss. There can be no
guarantee that securities or other instruments necessary to cover a short position will be
available for purchase.
Debt Securities: Some strategies may invest in bonds and other fixed income securities that
are subject to credit, liquidity and interest rate risks. Debt securities may be unrated by a
recognized credit-rating agency or rated below investment grade, and subject to greater risk
of loss of principal and interest than higher-rated debt securities. Investments in distressed
debt securities may be subject to a significant risk of the issuer’s inability to meet principal
and interest payments on the obligations (credit risk) and may also be subject to price
volatility due to such factors as interest rate sensitivity, market perception of the
creditworthiness of the issuer and general market liquidity risk (market risk). Evaluating
credit risk for debt securities involves uncertainty because credit rating agencies throughout
the world have different standards, making comparison across countries difficult. Also, the
market for credit spreads is often inefficient and illiquid, which can make it difficult to
accurately calculate discounting spreads for valuing financial instruments.
Developing Markets: Certain strategies may invest in developing market debt securities,
foreign exchange instruments and equities that may lead to additional risks being
encountered when compared with investments in developed markets. These risks including
currency exchange rate fluctuations, political and economic instability, foreign taxes and
different regulatory, auditing and reporting standards. The political, regulatory and
economic risks inherent in investments in developing markets are significant and may differ
in kind and degree from the risks presented by investments in the world’s major securities
markets. These may include greater price volatility, substantially less liquidity and controls
on foreign investment and limitations on repatriation of invested capital. Costs relating to
investment will also tend to be higher.
Currency Exposure: Certain assets may be invested in securities and other investments that
are denominated in currencies other than the U.S. Dollar and in other financial instruments,
the price of which is determined with reference to currencies other than the U.S. Dollar.
Accordingly, the value of such assets may be affected favorably or unfavorably by fluctuations
in currency rates.
Options: An option gives the buyer of the option the right (but not the obligation) to acquire
an underlying security or other asset at a future date and at a price that has already been
agreed or that is determinable in accordance with a pre-agreed mechanism. If the price of the
underlying asset moves against the client, it can simply allow the option to lapse. The
maximum loss is limited to the premium, plus any commission or other transaction charges.
Futures: Transactions in futures involve the obligation to make, or to take, delivery of the
underlying asset of the contract at a future date, or in some cases to settle the position with
cash. They carry a high degree of risk. The “gearing” or “leverage” often obtainable in futures
trading means that a small deposit or down payment can lead to large losses as well as gains.
It also means that a relatively small market movement can lead to a proportionately much
larger movement in the value of your investment, and this can work against you as well as
for you.
Contracts for Difference: Futures and options contracts can also be referred to as a Contract
for Difference. These can be options and futures on the FTSE 100 index or any other index,
as well as currency and interest rate swaps. However, unlike other futures and options, these
contracts can only be settled in cash. Investing in a contract for differences carries the same
risks as investing in a future or an option.
Systems Risks: Cantab relies extensively on computer programs and systems to trade, clear
and settle transactions, to evaluate certain financial instruments based on real-time trading
information, to monitor portfolios and to generate risk management and other reports that
are critical to the oversight of client trading. In addition, certain of Cantab’s operations
interface with or depend on systems operated by third parties, including futures commission
merchants, prime brokers and market counterparties and other service providers. Cantab
may not be in a position to verify the risks or reliability of such third-party systems. These
programs or systems may be subject to certain defects, failures or interruptions, including,
but not limited to, those caused by computer “worms,” viruses and power failures. Any such
defect or failure could have a material adverse effect on a Cantab Account. Although Cantab
has implemented various measures intended to protect its systems and data held by Cantab
relating to its clients, and to ensure that third party service providers have also taken
appropriate steps to protect their systems and data, there is no assurance that such measures
will be sufficient or successful in preventing system failures, interruptions in service, errors,
unauthorized access by third parties, or other adverse consequences.
The increasing reliance on internet-based programs and applications to conduct transactions
and store data creates growing operational and security risks. Targeted cyber-attacks, or
accidental events, can lead to a breach in computer and data systems security and subsequent
unauthorized access to sensitive transactional or personal information. Data taken in
breaches may be used by criminals in committing identity theft, obtaining loans or payments
under false identities, and other crimes that could affect the value of assets in which the
Cantab Accounts invest. Cybersecurity breaches at Cantab or its vendors and service
providers may also lead to theft, data corruption, or overall disruption in operational systems.
These threats may also directly or indirectly affect the Cantab Accounts through cyber
incidents with third party service providers or counterparties. Cyber-security risks can
disrupt the ability to engage in transactional business, cause direct financial loss or
reputational damage, or lead to violations of applicable laws related to data and privacy
protection and consumer protection. These risks also result in ongoing prevention and
compliance costs.
ITEM 9 – DISCIPLINARY INFORMATION
Registered investment advisers are required to disclose all material facts regarding any legal
or disciplinary events that would be material to your evaluation of Cantab. Cantab has no
relevant information to disclose in response to this Item.
ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
Cantab, a multi-strategy systematic investment manager based in Cambridge, UK, is
registered as an investment adviser with the SEC under the Advisers Act and as a CTA and
CPO with the CFTC under the CEA. Cantab is also a member of the NFA as an approved
swaps firm. Certain individuals associated with Cantab are registered with the NFA as
Associated Persons and/or listed as Principals of Cantab. Cantab is authorized and regulated
by the UK FCA.
Cantab’s ultimate parent company is GAM Holding, a Swiss public corporation. Established
in 1983, the Group was owned by UBS AG from 1999 until December 2005, when it was
acquired by the Julius Baer Group. In October 2009, the private client businesses of Julius
Baer Holding Ltd. were spun–off into a new entity, Julius Baer Group AG. In connection
with the spin-off, Julius Baer Holding Limited was re-named renamed “GAM Holding AG.”
GAM Holding and its affiliates focus exclusively on asset management.
GAM USA is registered as an investment adviser with the SEC under the Advisers Act and as
a CTA and CPO with the CFTC under the CEA. GAM USA is also a member of the NFA and is
approved as a swaps firm by the NFA. Certain individuals associated with GAM USA are
registered with the NFA as Associated Persons and/or listed as Principals of GAM USA.
GAM USA Inc. is the sole shareholder of GAM Services Inc. (“GAM Services”), an SEC-
registered limited purpose broker-dealer registered and a member of the U.S. Financial
Industry Regulatory Authority (“FINRA”). Certain employees of GAM USA are registered
representatives of GAM Services. GAM Services does not provide brokerage services to
clients of Cantab or GAM USA, but may act as the placement agent for certain GAM Funds.
GAM Investment Management Limited (“GIML”), a company incorporated in England and
Wales, is registered as an investment adviser with the SEC under the Advisers Act. GIML is also
registered as a CTA and CPO with the CFTC. GIML is a member of the NFA and is approved as
a swaps firm by the NFA. In addition, GIML is authorized and regulated by the UK FCA. GIML
is an indirect wholly-owned subsidiary of GAM Holding. GIML provides sub-advisory services
to GAM USA with respect to some clients and acts as investment adviser to various U.S. and
non-U.S. funds.
GAM London Limited, an asset manager based in London, GAM Hong Kong Limited, an
asset manager based in Hong Kong, and GAM Capital Management (Switzerland) AG, an
asset manager based in Switzerland, are also indirect wholly-owned subsidiaries of GAM
Holding.
GAM Investment Management (Switzerland) AG (formerly Swiss & Global Asset
Management AG), an asset manager based in Switzerland, is also an indirect wholly-owned
subsidiary of GAM Holding. The company spun off from Julius Baer Asset Management in
October 2009.
Affiliates of Cantab may act as general partner or advisor to a variety of investment
partnerships and funds in the GAM group of funds in which clients of Cantab may be solicited
to invest.
Cantab and its affiliates provide investment management and advisory services to a wide
range of clients, some of which may pursue the same or similar investment strategies.
Different clients may be subject to different fees and expenses. Cantab, its affiliates and their
employees may own interests in some funds.
ITEM 11- CODE OF ETHICS, PARTICIPATION OR INTEREST IN CLIENT
TRANSACTIONS AND PERSONAL TRADING
Cantab has adopted a Code of Ethics for all employees of the firm identified as SEC “Access
Persons” as defined by Rule 204A-1 of the Advisers Act, describing its high standards of
business conduct and fiduciary duty to its clients. The Code of Ethics includes, among other
things, a prohibition on insider trading, restrictions on the acceptance of significant gifts and
the reporting of certain gifts and business entertainment items, and personal securities
trading procedures. SEC Access Persons generally include all directors of Cantab and all
personnel involved in the investment process for Cantab funds and clients managed by
Cantab. All such individuals must acknowledge the terms of the Code of Ethics annually.
Other employees of Cantab, although not specifically required to follow Cantab’s Code of
Ethics, are required to follow the policies and procedures set out in the Compliance Manual,
which includes procedures for reporting of gifts and entertainment and personal securities
transactions.
Subject to satisfying the requirements set forth in the Code of Ethics, Compliance Manual
and applicable laws, employees of Cantab may trade for their own accounts in securities that
are recommended to and/or purchased for Cantab’s clients. The Code of Ethics is designed to
assure that the personal securities transactions, activities and interests of the employees of
Cantab will not interfere with (i) making decisions in the best interest of advisory clients and
(ii) implementing such decisions while, at the same time, allowing employees to invest for
their own accounts. Under the Code of Ethics, certain classes of securities have been
designated as exempt transactions, based upon a determination that these would materially
not interfere with the best interest of Cantab’s clients. In addition, the Code of Ethics requires
pre-clearance of transactions (except those carried out on behalf of the employee under a
discretionary management agreement by an unrelated firm). Cantab does not currently
permit its employees to engage in personal trading, however, were this policy to change,
employee trading would be continually monitored under the Code of Ethics, and to reasonably
prevent conflicts of interest between Cantab and its clients. All SEC Access Persons must file
initial and annual securities holdings reports in addition to quarterly transaction reports.
Transactions by employees are monitored in order to ascertain any pattern of conduct that
may indicate actual or potential conflicts with the principles and objectives of the Code of
Ethics or other inappropriate behavior.
Clients or prospective clients may request a copy of Cantab’s Code of Ethics by contacting the
Chief Compliance Officer at andrew.radford@cantabcapitalcom.
Cantab will ordinarily be granted discretionary authority to determine the securities and the
amount of securities to be purchased or sold for client accounts, and the full discretion, where
applicable, to select a broker or dealer to execute transactions and to negotiate the rate of
commissions payable for such services.
When executing trades on behalf of clients, Cantab has a duty to select brokers that will
enable Cantab to obtain best execution for its clients and to comply with any applicable legal
restrictions, such as those imposed under securities and fiduciary laws. Within these
constraints, trades may be executed through any broker that has met Cantab’s relevant
requirements with respect to broker selection. Cantab considers a number of factors in
selecting a broker-dealer to execute transactions (or series of transactions) and determining
the reasonableness of the broker-dealer’s compensation. In selecting brokers or dealers to
execute transactions, Cantab is not required to solicit competitive bids and does not have an
obligation to seek the lowest available commission cost, mark-up or other cost. In situations
where multiple counterparties can execute a given transaction, Cantab will take multiple
factors into account, including the following:
A broker’s execution capabilities with respect to the relevant type of order;
The commissions charged by a broker, which may be based on the size of the order,
the price of the security, and whether the receipt of products or services is involved;
The broker’s reputation and responsiveness to requests for trade data and other
financial information; and;
Other factors suggested by the SEC for determining best execution, which include:
o
the amount of business with each broker-dealer and the justification for
directing trades to those broker-dealers, such as the quality of research
provided by the broker-dealer;
o
the gross compensation paid to each broker-dealer;
o
the competitiveness of commission rates and spreads, including the
documentation to support such competitiveness, i.e., comparison of “standard”
commission rates or “minimum” transaction costs between broker-dealers
offering comparable products and services;
o
statistics or other information by independent consultants on the relative
quality of executions/financial services by each broker-dealer;
o
the financial strength (net capital) of each broker-dealer, if relevant;
o
the broker-dealer’s ability to respond promptly to inquiries during volatile
markets;
o
which brokers have provided research that has been helpful in the
management of Cantab client portfolios;
o the value of privacy considerations, liquidity, price improvement and lower
commission rates on electronic communications; and
o
the broker-dealer’s general reputation and ability to execute an order in an
appropriate time frame (i.e., the overall responsiveness of the broker-dealer,
as expressed in how well the broker-dealer serves Cantab and its clients).
Section 28(e) of the Exchange Act provides a safe harbor that permits an investment adviser
with investment discretion to obtain certain brokerage and research products and services
provided by a broker-dealer that assist the investment adviser in making investment
decisions if the investment adviser determines, in good faith, that the commissions paid are
reasonable in relation to the value of the brokerage and research products and services
provided by the broker-dealer. Such products and services obtained with soft dollars may be
used by investment advisers in servicing any or all of the investment adviser’s other clients
and may be used in connection with clients other than those who generated the brokerage.
As a matter of policy and practice, Cantab does not use “soft dollars.”
Where a client provides Cantab with specific instructions with respect to an order, it will
execute the order in accordance with those instructions; however, under such circumstances
the client may forego certain benefits and increase its transaction costs since Cantab may
not be able to obtain best execution. In the absence of specific instructions from a client,
Cantab will take into account all factors it deems relevant when arranging for the execution
of securities transactions, including: price, transaction costs, ability of the broker to
efficiently execute transactions, reliability of broker, strength of broker, financial
responsibility of broker, likelihood of execution or settlement, size of order, nature of order,
apparent capability of the broker to complete the transaction and quality and promptness of
execution. Cantab will seek competitive commission rates when executing transactions, but
not necessarily the lowest rates available.
There are daily communications between and among Cantab’s personnel to review the prior
day's trading activity, including amounts transacted, prices of execution, trade execution
commissions, trades against VWAP using third party pricing sources to maintain appropriate
dialogue and to analyze daily trade executions. Quality of broker executions are reviewed on
an ongoing basis and future trades directed accordingly.
Cantab aggregates orders for a client’s account with orders for other clients’ accounts and
allocates the investments or proceeds acquired among the participating accounts in a manner
that Cantab believes is fair and equitable and in accordance with any applicable rules, and
permit the broker with whom the order is placed, in accordance with applicable rules of any
exchange, to combine or aggregate a client’s order with other orders. If the entire combined
order is not executed at the same price, Cantab may average the prices paid or received and
charge or credit a client’s account with the average net price. Where orders are only partially
filled, Cantab will allocate the investments to accounts according to our Investment
Allocations Policy, which is designed to minimize any conflict of interest between different
accounts.
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