SPF’s portfolio management team provides discretionary investment advice to private investment funds (the “Funds”) that may be organized as limited partnerships, limited liability companies, or similar investment vehicles. SPF provides investment advice to, and exercises investment discretion over a single master-feeder hedge fund structure that includes investments made through SPVs managed by the same portfolio management team. The portfolio management team also provides risk management, research and other investment support services and investment analysis services to the Funds.

SPF has entered into certain arrangements with a third-party regulatory hosting platform, Mirabella Financial Services LLP (“Mirabella”), under which SPF has delegated certain discretionary investment management and trading authority over a portion of the Funds’ assets to Mirabella, and under which an employee of SPF’s affiliate SPF Investment Management (UK) Limited has been seconded to Mirabella for the purposes of managing the relevant Fund assets. SPF specializes in providing the Funds with advice on a variety of structured credit products, instruments, and exposures. SPF pursues this investment objective by investing in assets such as residential and commercial mortgage backed securities, collateralized debt obligations, collateralized loan obligations, other asset backed securities, derivatives and other securitized products, as well as other types of asset classes and hedging investments that SPF believes are appropriate. This includes instruments issued by U.S. and non-U.S. entities in the form of debt securities, securitizations, private placements, forward contracts, options, futures contracts, warrants, convertible securities, preferred and common equity securities (both private and public), repurchase agreements, credit derivatives, credit default swaps, total return swaps, etc. Investment advice is provided directly to each Fund and not individually to the investors of the Funds. Accordingly, such services are tailored to such Fund’s investment objectives, strategies and guidelines as described in the respective Fund’s offering documents.

SPF was founded in 2018 and is primarily owned by Mr. Albert Sohn. As of the date of this filing, the Company has assets under management on a discretionary basis of approximately $3,199,400,000. please register to get more info

The fees applicable to each Fund are set forth in detail in each Fund’s offering documents. A brief summary of such fees is provided below. Management Fee

Each Fund pays to SPF a management fee at an annual rate of up to 2% of the net aggregate capital account balances of the investors as of the beginning of each calendar month. The management fee accrues monthly and is paid quarterly in arrears.

SPF may, in its sole discretion, waive or reduce the management fee for any and all Funds with regard to certain Fund investors. SPF intends to waive the management fee with respect to members, officers, affiliates or employees of SPF and their related interests and their families. Performance-Based Compensation

The General Partner generally receives an incentive allocation of up to 20% from the Funds, equal to a percentage of the annual increase in value (incorporating realized and unrealized gains and losses), if any, of each investor’s capital (varying based on the date of the investment and relevant capital holding period (lock-up) applicable to such interest). The incentive reallocation is also reduced by any amounts in the relevant loss recovery account, which reflects losses from prior periods. SPF, in its sole discretion, may waive, reduce or modify the provisions relating to the incentive allocations for any and all Funds with regard to certain Fund investors. SPF intends to waive the incentive allocations with respect to members, officers, affiliates or employees of SPF and their related interests and their families. Additional Fees & Expenses The expenses borne by investors in a Fund are set forth in full in the respective Fund’s offering documents. Please refer to the documents for each Fund for a complete description of the types of expenses an investor in a Fund may bear. SPF is responsible for all normal overhead expenses, including compensation for employees, rent, utilities and other similar items. All other expenses will be paid for by each Fund and will include but not limited to: the management fee, as applicable; organizational and offering expenses, including expenses attributable to negotiation of side letters with investors, compliance with AIFMD and compliance with anti-money laundering laws and know-your-customer requirements; expenses incurred in connection with the investments of each Fund (including brokerage commissions and expenses relating to any investment which the Fund ultimately does not make, including any portions of such expenses that may ultimately have been borne by co-investors had the investment been consummated; expenses and fees related to legal services (including expenses incurred with the preparation and submission of filings and registrations relating to the each Fund with the SEC or other regulatory authorities, expenses related to legal inquiries, investigation, or audit or any judicial or administrative proceeding, administrative, accounting, tax (including expenses incurred in connection with tax filings, preparation of tax information and audits and expenses attributable to compliance with FATCA, audit or other expenses relating to each Fund’s operations or infrastructure, including valuation and pricing services or experts; research costs and expenses, including travel-related costs (including the costs of business-class travel), costs of trading and portfolio management infrastructure (such as, statistical, market data and portfolio management services and software, disaster recovery and backup systems), costs of information technology and software consultants; administrative and middle office operations related expenses such as (but not limited to) performing risk management, regulatory and legal compliance, fund accounting, trade or portfolio operations, investor reporting costs, the cost of Bloomberg or similar terminals, calculating fund net asset values, and anti-money-laundering, client identification and know-your-customer analyses; reasonable custodial fees; financing costs (including interest owed on loans, if any, advanced by affiliates of SPF); insurance premiums and expenses (including for director and officer liability, errors and omissions, and comprehensive general liability insurance); due diligence expenses, including diligence on underlying assets, monitoring third-party service providers and background checks; the cost of software (including fees of third-party software developers) used by each Fund to track, settle and monitor investments and to wire funds to and from each Fund; all expenses associated with meetings and communications with the Fund and the investors; client relationship expenses (including communications with current and potential investors); expenses incurred in connection with the obtaining of consents or waivers or effecting amendments to the organizational documents of the Funds, any costs incurred in connection with the dissolution, liquidation or wind-up of the Funds; and extraordinary expenses (such as litigation and indemnification expenses) The Fund may reimburse the General Partner or SPF for advances they make to pay for Fund expenses. Expenses jointly incurred (e.g., on behalf of multiple Funds) will be allocated in a fair and equitable manner in accordance with SPF’s policies and procedures. With respect to allocating expenses among Fund(s) and SPF, to the extent not addressed in the organizational documents of a Fund, SPF will make any such allocation determination in a fair and reasonable manner using its good faith judgment at the time such expenses were incurred. SPF will make any corrective allocations and take any mitigating steps if it determines such corrections are necessary or advisable. Notwithstanding the foregoing, the portion of an expense allocated to a Fund for a particular service may not reflect the relative benefit derived by such Fund from that service in any particular instance. Credit Suisse Asset Management, LLC (“CSAM”) has a minority economic interest in the revenues of SPF. Accordingly, SPF has to pay CSAM, on a quarterly basis, a portion of its revenue (the “Revenue Share”). The Revenue Share applies to revenues of SPF and its subsidiaries and from any current and future asset management or other financial services business conducted directly or indirectly by SPF. In no event will the Revenue Share exceed 24.99% of total revenue of SPF, and CSAM’s Revenue Share will decline, subject to a certain floor, over time. As of any December 31st on or following December 31, 2023, upon at least two months’ notice to CSAM, Albert Sohn may terminate the Revenue Share in exchange for the payment of a termination fee to CSAM. CSAM will have certain customary protective rights for its Revenue Share. please register to get more info

SPF (or an affiliate) charges performance-based fees which are fees based on a share of appreciation of the Fund’s assets.

The fact that SPF is compensated based on the trading profits may create an incentive for SPF to make investments on behalf of Funds that are riskier or more speculative than would be the case in the absence of such compensation. In addition, in certain cases the performance-based fee received by SPF is based on unrealized gains and losses. As a result, the performance-based fee earned could be based on unrealized gains that clients may never realize. please register to get more info

As discussed in the Advisory Business section, SPF provides investment management services to the Funds which are available only to investors who meet both (i) the definition of a “qualified purchaser” as the term is defined in the Investment Company Act of 1940 and (ii) the definition of “accredited investor” as the term is defined in the Securities Act of 1933, as amended. Minimum initial investment amounts vary by Fund and can be as high as $1,000,000 although SPF reserves the discretion to accept less. please register to get more info

The following is a summary of the investment strategies, methods of analysis, and material risks applicable to the Funds. The investment strategies, methods of analysis, and risks applicable to each Fund are set forth in detail in each of the Fund’s respective offering documents.
Investment Objective:
The principal objective of the Funds is to provide risk adjusted long-term returns by investing in a variety of structured credit products, instruments, and exposures. SPF pursues this investment objective by investing in assets such as residential and commercial mortgage backed securities, collateralized debt obligations, collateralized loan obligations, other asset backed securities, derivatives and other securitized products, as well as other types of asset classes and hedging investments that the investment team believes are appropriate. This includes instruments issued by U.S. and non-U.S. entities in the form of debt securities, securitizations, private placements, forward contracts, options, futures contracts, warrants, convertible securities, preferred and common equity securities (both private and public), repurchase agreements, credit derivatives, credit default swaps, total return swaps, etc.
Investment Style:
The Funds actively seek to employ an opportunistic and flexible investment philosophy:
• Adjust views based on realized price performance
• Increase exposure with positive trade performance
• Apply fundamental top-down research to identify potentially attractive sectors (i.e. RMBS/CMBS/Europe) down to specific collateral attributes (large loan balance vs. small loan balance)
• Apply fundamental bottom-up models to identify attractive assets
• Focus on macro and sector specific technical price performance

Hedging:
SPF utilizes a hedging strategy for the Funds, with a general focus on total returns with a priority on predicting near-term price action over predicting terminal value.

Without limiting the generality of the foregoing, SPF may also engage in hedging strategies on behalf of the Funds to hedge certain risks that SPF deems advisable, including currency, interest rate and commodity related risk. Such techniques may include long and short positions, warrants, convertible securities, contingent convertible securities, interest rate derivatives, credit derivatives, credit default swaps, total return swaps, futures contracts, options, swaptions, forward contracts and repurchase agreements, as well as other techniques involving currency and interest rate hedging and security hedging, techniques to manage risk relating to, or for the purpose of, leveraging investments and other techniques designed to permit the Funds to gain economic exposure to the subject assets.
Liquidity:
SPF predominantly invests on behalf of the Funds in credit securitized products. Liquidity in this market ebbs and flows. All trades are analyzed and sized in the context of liquidity. In order for a less liquid position to be added to the portfolio, the conviction level must be correspondingly higher.
Material Risks (Including Significant, or Unusual Risks) Relating to Investment Strategies:
An investment in the Funds entails a certain degree of risk and therefore should be undertaken only by investors capable of evaluating and bearing the risks that are present. Set forth below is a non-exhaustive list of such risks/risk factors; however, prospective investors are advised to review the applicable Fund offering materials for a more extensive description of the risks of investing in the Funds.

Limited Operating History

Although SPF’s investment team includes experienced professionals who have implemented investment strategies at SPF and at other organizations, the Funds have a limited operating history on which prospective investors can base an evaluation of future performance.

Market Conditions and Volatility

Market and economic conditions during the past several years have caused significant disruption in the markets. The prices of the Funds’ investments, including, without limitation, common equity and related equity derivative instruments, high yield securities, convertible securities and derivatives, including futures and option prices, can be highly volatile. Price movements of forward, futures and other derivative contracts in which the Funds’ assets may be invested are influenced by, among other things, interest rates, changing supply and demand relationships, trade, fiscal, monetary and exchange control programs, policies of governments and national and international political and economic events. In addition, governments from time to time intervene, directly and by regulation, in certain markets, particularly those in government bonds, currencies, financial instruments, futures and options. Such intervention is often intended to directly influence prices and may, together with other factors, cause all of such markets to move rapidly in the same direction because of, among other things, interest rate fluctuations.

Limited Liquidity

The Funds may bear the risk of being unable to dispose of investments at advantageous times or in a timely manner because mortgage-related assets generally experience periods of illiquidity, including periods of financial crisis, in which delinquencies and defaults may occur with respect to residential and commercial mortgage loans. The lack of liquidity may result from the absence of a willing buyer or an established market for these assets, as well as legal or contractual restrictions on resale or the unavailability of financing for these assets. As a result, the ability to vary the investments of the Funds in response to changes in economic and other conditions may be relatively limited, which could have a material adverse impact on a Fund’s portfolio. Portfolio Valuation Valuations of a Fund’s portfolio, which will affect the amount of the management fee and/or incentive allocation, are expected to involve uncertainties and discretionary determinations. Third- party pricing information may not be generally available regarding a significant portion of a Fund’s investments in certain asset classes, and in some circumstances valuation models may be relied upon in order to value the assets and calculate the net asset value of a Fund. SPF is not required to, nor does it expect to receive, independent, third-party verification of these valuation models created by SPF. In addition, to the extent third party pricing information is available, a disruption in the secondary markets for Fund investments may limit the ability to obtain accurate market quotations for purposes of valuing investments and calculating the net asset value of a Fund’s investments. Further, because of the overall size and concentrations in particular markets and maturities of positions that may be held by a Fund from time to time, the liquidation values of a Fund’s securities and other investments may differ significantly from the interim valuations of these investments derived from the valuation methods described herein.

Use of Leverage

SPF may employ leverage in a number of ways including purchasing instruments with the use of borrowed funds, selling securities short, trading options or futures contracts, using total return swaps, structured notes and repurchase agreements. The more leverage employed, the more likely it is that a substantial change will occur, either up or down, in the value of the instrument.

Legal, Tax and Regulatory Risks

Legal, tax and regulatory developments may adversely affect a Fund during the term of the investment. In addition, the securities and futures markets are subject to comprehensive statutes, regulations and margin requirements, other regulators and self-regulatory organizations and exchanges authorized to take extraordinary actions in the event of market emergencies. The regulation of derivatives transactions and funds that engage in such transactions is an evolving area of law and is subject to change by government and judicial actions. The regulatory environment for private funds is evolving, and currently there are numerous legislative and regulatory proposals in the U.S., Europe and other countries that could affect the Funds and their respective trading activities. Changes in the regulation of private funds and their trading activities may adversely affect the ability of the Funds to pursue their investment strategies, their ability to obtain leverage and financing and the value of investments held by such Funds. There has been an increase in governmental, as well as self-regulatory, scrutiny of the alternative investment industry in general. It is impossible to predict what, if any, changes in laws and regulations may occur, but any laws and regulations which restrict the ability of a Fund to trade in securities or the ability of a Fund to employ, or brokers and other counterparties to extend, credit in its trading (as well as other regulatory changes that result) could have a material adverse impact on a Fund’s portfolio. The Funds and SPF may also be subject to regulation in jurisdictions in which they engage in business. Investors should understand that each Fund’s business is dynamic and is expected to change over time. Therefore, each Fund may be subject to new or additional regulatory constraints in the future. The offering materials and any other documents received in connection with an investment in a Fund cannot address or anticipate every possible current or future regulation that may affect the Fund, SPF or their businesses. Such regulations may have a significant impact on the investors or the operations of the Fund, including, without limitation, restricting the types of investments the Fund may make, preventing the Fund from exercising its voting rights with regard to certain financial instruments and requiring the Fund to disclose the identity of its investors. Dependence on Key Personnel The success of any Fund depends in substantial part on the skill and expertise of the personnel of SPF. There can be no assurance that such personnel will continue to be employed by SPF or associated with a Fund throughout the life of such Fund. The loss of key personnel could have a material adverse effect on such Fund.

Tax Treatment

There may be changes in tax laws or interpretations of such tax laws adverse to a Fund (i.e., partnership) or its investors. There can be no assurance that the structure of a partnership or of any investment will be tax-efficient to any particular investor. Also, there can be no assurance that a partnership will have sufficient cash flow to permit it to make annual distributions in the amount necessary to permit investors to pay all tax liabilities resulting from their ownership of the partnership’s interests. Prospective investors are urged to consult their tax own advisers with reference to their specific tax situations.

Follow-On Investments

A Fund may be called upon to provide follow-up funding or have the opportunity to increase its investment. There can be no assurance that the Fund will wish to make follow-on investments or that it will have sufficient funds to do so. Any decision by the Fund not to make follow-on investments or its inability to make them may have a substantial negative impact on such an investment or may diminish the Fund’s ability to influence the investment’s future development.

Reliance on Management of Portfolio Companies

While it is the intent of SPF/General Partner to invest in companies with proven operating management in place, there can be no assurance that such management will continue to operate successfully. Although SPF will monitor the performance of each investment, each Fund will rely upon management to operate the companies on a day-to-day basis.

Concentration Risk The strategy of investing in multiple investments is designed in an attempt to achieve diversification and thus seeks to limit exposure to any single investment loss. Nevertheless, multiple investments may result in losses which may be substantial. For any given period of time, the investments of certain Funds managed by SPF may be concentrated in a relatively small number of portfolio holdings. To the extent a Fund concentrates its investments in a small number or single portfolio holding, industry, sector and/or geographic region, the Fund will be susceptible to a greater degree of risk affecting investments in that issuer, industry, sector and/or region than would otherwise be the case. In addition, fluctuations in the value of a small number of portfolio holdings will significantly affect the value of the Fund’s portfolio. As a result, investors may be subject to greater volatility which could generate substantial losses with respect to their investments in a Fund than another Fund that is more diversified and may be affected differently by the factors affecting the relevant industry or group of industries. Use of Derivatives Most Funds managed by SPF are permitted to invest in a variety of derivative instruments. The risks posed by derivatives include (i) credit risks (the exposure to the possibility of loss resulting from a counterparty’s failure to meet its financial obligations); (ii) market risks (adverse movements in the price of a financial asset or commodity); (iii) legal risks (an action by a court or by a regulatory or legislative body that could invalidate a financial contract); (iv) operational risks (inadequate controls, deficient procedures, human error, system failure or fraud); (v) documentation risks (exposure to losses resulting from inadequate documentation); (vi) liquidity risks (exposure to losses created by the inability to prematurely terminate a derivative); (vii) system risks (the risk that financial difficulties in one institution or a major market disruption will cause uncontrollable financial harm to the financial system); (viii) concentration risks (exposure to losses from concentration of closely-related risks such as exposure to a particular industry or exposure linked to a particular entity); and (ix) settlement risks (the risk that a party to a contract faces when it has performed its obligations under a contract but has not yet received value from its counterparty).

Total Return Swaps

Certain clients of SPF may obtain synthetic exposure to investment strategies through the use of one or more total return swaps. Total return swaps are contracts in which one party (i.e., the client) agrees to make periodic payments to another party (i.e., the counterparty, which may be an affiliate of SPF) based on the change in market value of the assets underlying the contract, which may include a specified security, basket of securities or securities indices during the specified period, in return for periodic payments based on a fixed or variable interest rate or the total return from other underlying assets. The total rate of return of the assets underlying the contract on which the swap is based may exhibit substantial volatility and in any given period may be positive or negative. The client’s investment in a total return swap is subject to leverage risk because, in addition to its total net assets, the client would be subject to investment exposure on the notional amount of the swap. In addition, there is the risk that the total return swap may be terminated by the client or the counterparty in accordance with its terms or as a result of regulatory changes.

Structured Securities SPF may invest in strategies that consist of structured instruments, such as structured notes and warrants, and are offered and sold pursuant to a registration statement filed with the SEC or in a transaction exempt from registration under the Securities Act. The primary objective of these strategies is to build a portfolio of structured investments with varying terms and diversified credit exposures. The portfolio management team invests in structured investments issued by third-party issuers and may also invest directly in the referenced asset(s) or underlying exposure (i.e., the index) for a period of time in an effort to maintain the exposure intended by the strategies. The terms and risks of each structured investment vary materially depending on the creditworthiness of the issuer, the nature of the referenced asset and the maturity of the instrument, among other factors. Government Securities Risk Yields available from U.S. Government and agency securities are generally lower than yields from many other fixed income securities. Further, there is a risk that the U.S. Government will not provide financial support to U.S. government agencies, instrumentalities or sponsored enterprises if it is not obligated to do so by law. Although many types of Government Securities may be purchased by the Funds, such as those issued by the Federal National Mortgage Association, Federal Home Loan Mortgage Corporation and Federal Home Loan Banks may be chartered or sponsored by Acts of Congress, their securities are neither issued nor guaranteed by the U.S. Department of the Treasury and, therefore, are not backed by the full faith and credit of the United States.

Mortgage Backed Security (MBS) and Asset Backed Security (ABS) Complexity Risk

Investing in MBS and ABS securities may entail a variety of unique risks, such as prepayment risk, credit risk, liquidity risk, market risk, structural risk, legal risk and interest rate risk. In addition, the performance will be affected by a variety of factors, including its priority in the capital structure of the issuer thereof, the availability of any credit enhancement, the level and timing of payments and recoveries on and the characteristics of the underlying loans or other assets that are being securitized, remoteness of those assets from the originator or transferor, the adequacy of and ability to realize upon any related collateral and the capability of the servicer or manager of the securitized assets. MBS and ABS are highly complex investments. Their complexity gives rise to the risk that investors, parties involved in their creation and issuance, and other parties with an interest in them may not have the same understanding of how these investments behave, or the rights that the various interested parties have with respect to them. Furthermore, the documents governing these investments may contain some ambiguities that are subject to differing interpretations. Even in the absence of such ambiguities, if a dispute were to arise concerning these instruments, there is a risk that a court or other tribunal might not fully understand all aspects of these investments and might rule in a manner contrary to both the terms and the intent of the documents. Therefore, an investor cannot be fully assured that it will be able to enjoy all of the rights that it expects to have when it invests in MBS or ABS. In addition, due to their complex structure, MBS and ABS may be difficult to value and may have reduced liquidity.

Structural Risks of Subordinated MBS and ABS As noted above, the Funds invest in MBS and/or ABS that are subordinate in right of payment and rank junior to other securities that are secured by or represent an ownership interest in the same pool of assets. Investments in subordinated MBS and ABS involve greater credit risk of default than the senior classes of the issue or series. Many of the default-related risks of “whole loan” mortgages will be magnified in subordinated securities. Default risks may be further pronounced in the case of MBS or ABS secured by, or evidencing an interest in, a relatively small or less diverse pool of underlying loans. Certain subordinated securities absorb all losses from default before any other class of securities is at risk, particularly if such securities have been issued with little or no credit enhancement or equity. Such securities therefore possess some of the attributes typically associated with equity investments. Investments in CDOs or CLOs SPF may invest in CDOs or CLOs. These obligations may present risks similar to those of the other types of obligations in which the Funds may invest. Investing in CDOs or CLOs may entail a variety of unique risks, such as prepayment risk, credit risk, liquidity risk, market risk, structural risk, legal risk and interest rate risk. In addition, the performance will be affected by a variety of factors, including its priority in the capital structure of the issuer thereof, the availability of any credit enhancement, the level and timing of payments and recoveries on and the characteristics of the underlying loans or other assets that are being securitized, remoteness of those assets from the originator or transferor, the adequacy of and ability to realize upon any related collateral and the capability of the servicer or manager of the securitized assets. CDOs and CLOs often represent a leveraged investment and may have significant volatility in value. The possibility of increased volatility and default rates in the structured finance sector may also adversely affect the price and liquidity of the CLOs included in a Fund’s investments.

Issuers of CDO or CLO securities may acquire interests in loans and other debt obligations by way of sale, assignment or participation. The purchaser of an assignment typically becomes a lender under the credit agreement with respect to the loan or debt obligation; however, its rights can be more restricted than those of the assigning institution. In purchasing participations, an issuer of these securities will usually have a contractual relationship only with the selling institution and not the borrower. The CDO/CLO generally will have neither the right to directly enforce compliance by the borrower with the terms of the loan agreement, nor any rights of setoff against the borrower, nor any rights to object to certain changes to the loan agreement agreed to by the selling institution. The CDO/CLO may not directly benefit from the collateral supporting the related loan and may be subject to any rights of set-off the borrower has against the selling institution. In addition, in the event of insolvency of the selling institution, under the laws of the states and the United States of America, the CDO or CLO may be subject to the credit risk of the selling institution as well as of the borrower.

Foreign Investment and Emerging Markets Risk

The Funds managed are permitted to invest in a variety of non-U.S. instruments, including securities and other instruments of certain non-U.S. corporations and countries. Such investments involve risks not typically associated with investments in the securities of U.S. companies. Investing in the securities of companies (and, from time to time, governments) in certain countries (such as emerging nations or countries) involves certain considerations not usually associated with investing in securities of United States companies or the United States Government, including, among other things, political and economic considerations, such as greater risks of expropriation, nationalization and general social, political and economic instability; the small size of the securities markets in such countries and the low volume of trading, resulting in potential lack of liquidity and in price volatility; fluctuations in the rate of exchange between currencies and costs associated with currency conversion; certain government policies that may restrict investment opportunities; and, in some cases, less effective government regulation than is the case with securities markets in the United States. To the extent a Fund invests in companies operating in emerging market countries, those investments involve certain risks not typically associated with investments in the securities of companies in more developed markets, including the direct and indirect consequences of potential political, economic, social and diplomatic changes in those countries. The governments in those countries typically participate to a significant degree, through ownership interests or regulation, in local business, often exercising a controlling influence in certain key sectors of the economy. As a separate matter, investments in non-U.S. companies (i) may require significant government approvals under corporate, securities, exchange control, non- U.S. investment and other similar laws and regulations; (ii) may require financing and structuring alternatives and exit strategies that differ substantially from those commonly used in the U.S.; and (iii) will expose a Fund to potential losses arising from changes in foreign currency exchange rates. All of the foregoing factors, and others, may increase transaction costs and adversely impact the value of a Fund’s investments in such companies.

Credit Default Swaps

The Funds may take short and/or long positions in asset-backed, mortgage-backed or corporate debt securities generally by entering into CDS referencing such securities or an index of such securities. The CDS transaction market can be extremely volatile and a Fund’s financial results may be negatively affected as a result of a variety of factors relating to the credit default swap market, including changes in the overall economy, supply and demand conditions in the credit default swap market and other factors affecting the corporate credit markets in general. Under certain market conditions, a Fund may not be able to terminate or assign CDS transactions in a timely fashion and for a fair price when desired, if at all. The Fund may be required to seek the consent of a relevant CDS counterparty before assigning or transferring any CDS transaction, which may cause delays or force the Fund to terminate such CDS transaction. In addition, the tax treatment of credit default swaps is unclear, and there can be no assurance that the IRS will agree with a Fund’s treatment of these instruments.

Investments Across an Issuer’s Capital Structure

SPF may invest in more than one segment of a portfolio company’s capital structure if the opportunity is appropriate relative to risk while monitoring and assessing the variety of scenarios through which a company may emerge from bankruptcy, pursue a liquidation or complete a balance sheet restructuring. The Funds and their investors should recognize the fact that conflicts may arise because portfolio decisions regarding one Fund may either harm or benefit SPF or another Fund. For example, when in the best interests of the Funds, SPF will pursue or enforce rights available to creditors with respect to an issuer in which a Fund has invested in the debt of such issuer, and those activities may have an adverse effect on the equity holdings of another Fund. Each Fund will make decisions in its own best interest without regard to the impact on SPF or the other Funds. As a result, prices, availability, liquidity and terms of a Fund’s investments may be negatively impacted by SPF’s activities on behalf of another Fund, and transactions for a Fund may be impaired or effected at prices or terms that may be less favorable than would otherwise have been the case. SPF has the sole authority to determine how best to deal with conflicts that may arise related to investments in different parts of an issuer’s capital structure. Any actual or potential conflicts are brought to the attention of SPF’s CCO and/or Compliance Committee for appropriate consensus-based resolution. Non-Public Information From time to time, SPF or its affiliates may come into possession of material nonpublic information with respect to an issuer of securities or other instruments (e.g., bank debt or investments involving a restructuring) in which a client has invested, or in which SPF intends to or is researching as a potential investment for its clients. Possessing such information may limit the ability of SPF to buy or sell such securities or other instruments on behalf of its clients. Accordingly, SPF may be prohibited from buying or selling such securities or other instruments on behalf of its clients at times when SPF might otherwise wish to buy or sell such investments.

Systems and Operational Risks Generally

The Funds depend on SPF to develop and implement appropriate systems for the Funds’ activities. Each Fund relies heavily and on a daily basis on financial, accounting and other data processing systems. In addition, SPF relies on information systems to store sensitive information about SPF and its investors. Certain of each Fund’s and SPF’s activities will be dependent upon systems operated by third parties, including brokers, prime brokers, administrators, market counterparties and other service providers, and SPF may not be in a position to verify the risks or reliability of such third-party systems. Failure in such systems and similar clearance and settlement facilities or with other parties could result in mistakes made in the confirmation or settlement of transactions, or in transactions not being properly booked, evaluated or accounted for. Disruptions in SPF’s operations may cause SPF to suffer, among other things, financial loss, the disruption of trading or investment operations, liability to third parties, regulatory intervention or reputational damage. Any of the foregoing failures or disruptions could have a material adverse effect on a Fund and the investors’ investments in the Fund.

Cybersecurity Breaches, Identity Theft and Other Threats to Technology Systems

SPF’s information and technology systems may be vulnerable to damage or interruption from computer viruses, network failures, computer and telecommunication failures, infiltration by unauthorized persons and security breaches, usage errors by their respective professionals, power outages and catastrophic events such as fires, tornadoes, floods, hurricanes and earthquakes. The failure of these systems and/or of disaster recovery plans for any reason could cause significant interruptions in SPF’s and the Funds’ operations and result in a failure to maintain the security, confidentiality or privacy of sensitive data, including personal information relating to investors. Such a failure could harm SPF’s and the Funds’ reputation, subject any such entity and their respective affiliates to legal claims and otherwise affect their business and financial performance. Cybersecurity breaches can include unauthorized access to systems, networks, or devices; infection from computer viruses or other malicious software code; and attacks that shut down, disable, slow, or otherwise disrupt operations, business processes, or website access or functionality. Cybersecurity breaches may cause disruptions and impact business operations, potentially resulting in financial losses to SPF or its clients, interfere with SPF’s ability to value portfolio investments, impair SPF’s trading ability and otherwise to transact business, and result in violations of applicable privacy and other laws, regulatory fines, penalties, reputational damage, reimbursement or other compensation costs or additional compliance costs. Similar adverse consequences could result from cybersecurity breaches affecting issuers of securities in which a Fund invests; counterparties with which a Fund engages in transactions; governmental and other regulatory authorities; exchange and other financial market operators, banks, brokers, dealers, insurance companies, and other financial institutions; and other parties. In addition, substantial costs may be incurred by these entities in order to prevent any cybersecurity breaches in the future.

System Failure

As SPF makes extensive use of computer hardware, systems and software, clients may be exposed to risks caused by failures of IT infrastructure and data. In addition, outright failure or a partial impairment (whether due to external situations or internal file corruption) of the underlying hardware, operating system, software or network may leave SPF unable to trade either generally or in certain of a client’s strategies, and this may expose the client to risk should the outage coincide with turbulent market conditions. To ameliorate this risk, backup and failover plans have been put in place by SPF. Nevertheless, in the worst case, SPF may have to liquidate a client’s entire portfolio as the only safe way to proceed should a crippling system outage occur.

Data Feed Failure

SPF utilizes data feeds from a number of sources. If these data feeds were to be corrupted, compromised, or discontinued in any manner, or not delivered or accessible in a timely manner, the models may not be properly formulated. This failure to receive the data feeds or receive the data feeds in a timely manner may leave SPF unable to trade on behalf of a client or may result in trades that are not aligned with an algorithm’s goal, and this may expose the client to risk of loss or loss of opportunities, in particular if the loss of the data feed coincides with turbulent market conditions. If the data feeds are compromised or discontinued in any material manner or if the data feeds are not delivered or accessible in a timely manner, it may result in a loss to the client, which could be material.

Risks Inherent in Computer-Driven and Intellectual Property Based Systems

SPF relies to a material extent on a wide range of intellectual property systems, including computer hardware and software systems and telecommunications systems, in substantially all phases of its operations, including research, valuation, trade identification and construction, trade execution, clearing, risk management, back office functions and reporting. As described above, intellectual property systems are subject to a number of inherent and unpredictable risks. For example, there may be material undiscovered errors in software programs; software and/or hardware may malfunction and/or degrade; electronic and telecommunications delivery may fail; security breaches may lead to unauthorized trades or stolen intellectual property; services provided by third-party vendors to support the intellectual property systems may be interrupted; and computer-driven trading errors may occur. For the sake of clarity and without limitation, though losses arising from computer-driven and intellectual property- based systems could adversely affect a Fund’s or other account’s performance, such losses would likely not constitute reimbursable trade errors under SPF’s policies. FATCA The Foreign Account Tax Compliance Act (“FATCA”) requires all entities in a broadly defined class of foreign financial institutions (“FFIs”) to comply with a complicated and expansive reporting regime or be subject to a 30% U.S. withholding tax on certain U.S. payments (and beginning in 2019, a 30% U.S. withholding tax on gross proceeds from the sale of certain U.S. stocks and securities). Non-U.S. entities which are not FFIs also must either certify they have no substantial U.S. beneficial ownership or report certain information with respect to their substantial U.S. beneficial ownership or be subject to a 30% U.S. withholding tax on certain U.S. payments (and beginning in 2019, a 30% U.S. withholding tax on gross proceeds from the sale of certain U.S. stocks and securities). FATCA also contains complex provisions requiring participating FFIs to withhold on certain “foreign pass thru payments” made to non-participating FFIs and to holders that fail to provide the required information. The definition of a “foreign pass thru payment” is still reserved under current regulations. However, the term generally refers to payments that are from non-U.S. sources but that are “attributable to” certain U.S. payments and gross proceeds described above. Among other things, FATCA compliance requires FFIs to obtain and review appropriate due diligence information with respect to certain existing and prospective investors. In addition, the reporting obligations imposed under FATCA require FFIs to enter into agreements with the IRS to obtain and disclose information about certain investors to the IRS or, if subject to an Intergovernmental Agreement (“IGA”), register with the IRS. IGAs are generally intended to result in the automatic exchange of tax information through reporting by an FFI to the government or tax authorities of the country in which such FFI is domiciled, followed by the automatic exchange of the reported information with the IRS. In the event FFIs are unable to comply with the preceding requirements, certain payments made to the FFIs may be subject to a 30% U.S. withholding tax, which would reduce the cash available to investors. These U.S. and foreign reporting requirements may apply to underlying entities and investors who are FFIs and the general partner (or similar managing fiduciary) has no control over whether such entities or investors comply with the reporting regime. Prospective investors in any SPF Fund should consult their own tax advisors regarding all aspects of FATCA as it affects their particular circumstances. Other Risks In addition to the risks discussed above, an investment in a Fund may be subject to the following additional risks: (i) counterparty risk; (ii) volatility in the market and general economic conditions; (iii) foreign currency risks; (iv) commodities risk; (v) increased government regulation; or (vi) duplication or “layering” of expenses. Potential conflicts of interest also may arise from the relationship between SPF and any of its affiliates. For a complete discussion of a Fund’s strategies and the principal investment risks of those strategies, please read carefully the offering materials and any other documents received in connection with your investment. please register to get more info

SPF and its employees have not been involved in any legal or disciplinary events in the past 10 years that would be material to a client’s evaluation of the company or its personnel. please register to get more info

As discussed, SPF provides investment advice to the Funds. The general partners of the Funds are affiliated with SPF by common ownership. SPF is registered with the Commodity Futures Trading Commission as a commodity pool operator and certain of SPF’s management persons are registered as associated persons of SPF. SPF has entered into certain arrangements with a third-party regulatory hosting platform, Mirabella Financial Services LLP (“Mirabella”), under which SPF has delegated certain discretionary investment management and trading authority over a portion of the Funds’ assets to Mirabella, and under which an employee of SPF’s affiliate SPF Investment Management (UK) Limited (“SPF UK”), a limited company registered in England, has been seconded to Mirabella for the purposes of managing the relevant Fund assets. SPF UK was formed on September 26, 2018 and is wholly owned by SPF.

SPF has agreed to make certain revenue sharing payments to CSAM, in part, as compensation for the transfer of certain intellectual property and other systems necessary to operate the SPF platform. Please see Item 5 above.

From time-to-time, SPF may structure and serve as the general partner to special-purpose vehicles (“SPV’s”) formed for the purpose of acquiring and holding Fund assets and addressing specific tax, legal, or regulatory concerns. The SPV's are typically pass-through entities that receive no management fees, performance fees or other economic benefit in connection with the acquisition of Fund assets. please register to get more info

Transactions and Personal Trading
SPF has adopted a Code of Ethics (the “Code of Ethics”) that states that SPF, and its employees, are in a position of trust and confidence with respect to its clients and have a duty to place the best interests of the clients first. Pursuant to this fiduciary duty, SPF’s and its employees’ conduct will be measured against a higher standard of conduct than that applicable to mere commercial transactions. This standard of conduct includes, among other things: a duty of undivided loyalty and utmost good faith; a duty to employ reasonable care to avoid misleading clients and to provide clients with full and fair disclosure of material facts; a duty to minimize, monitor and/or make full and frank disclosure of, material conflicts that might incline SPF or its employees to render advice that is not disinterested; and a duty to refrain from gaining some unfair personal or financial advantage to the detriment of client interests. The Code of Ethics outlines written policies and procedures regarding, among other things:
• Employee reporting of conflicts, outside activities and disciplinary events;
• Receipt and monitoring of material, nonpublic information;
• Personal trading restrictions for employees and their households, including preapproval and
• Preclearance requirements, quarterly trade reporting and trade limits; and
• Restrictions, pre-approval and reporting of certain gifts and political contributions.

This summary is qualified in its entirety by SPF’s Code of Ethics, which is available to investors and prospective investors upon request to (212) 457-8745.

Eligible SPF personnel hold, either directly or through the Funds’ general partner, financial interests in the Funds. Additionally, it is possible that SPF personnel may personally invest in some of the same investments that are held by the Funds, or that they may own investments that are subsequently purchased for the Funds although this practice is generally prohibited by the Code of Ethics. Such transactions are required to be pre-approved in order to evaluate any issues resulting from the employee’s proposed ownership except for transactions involving “non- reportable” securities as defined in the Code of Ethics. please register to get more info

Best execution

SPF has a fiduciary duty to use its reasonable efforts to obtain best execution of securities transactions for the Clients. This means that in selecting broker-dealers to execute transactions, SPF must attempt to ensure that the total cost or proceeds of any transaction is the most favorable attainable under the circumstances. However, SPF need not necessarily solicit competitive bids on each transaction and may not have an obligation to seek the lowest possible cost. In determining best execution, SPF may consider the full range and quality of a broker-dealer’s services. The factors to be considered in selecting and approving broker-dealers include, but are not limited to, price of the security, execution speed, confidentiality, market depth, capital commitments, recent order flow, size and liquidity of the traded position, knowledge of the other side of the trade, and trade settlement history. Depending upon the portfolio transaction to be executed for a Fund, SPF may not have a range of broker-dealers to select from. Specifically, when investing in securities that are traded in the over- the-counter market, SPF will engage primarily in transactions with dealers who make markets in such securities. In such cases, the dealer offering the security to SPF may be the only execution available for such investment. SPF periodically reviews its relationships with broker-dealers and the effectiveness of its efforts to obtain best price and execution. Soft dollars While SPF currently has no soft dollar arrangements, it may use full-service broker-dealers and may on occasion receive and use research provided by these full-service broker-dealers. Receipt of research is a “soft dollar” benefit and is within the meaning of Section 28(e) of the Securities Exchange Act of 1934 (“Section 28(e)”). SPF will limit the use of “soft dollars” to obtain research and brokerage services to services which constitute research and brokerage within the meaning of Section 28(e). Research is often made available to SPF and its personnel on an unsolicited basis and without regard to transaction costs charged or the volume of business SPF directs to the respective counterparty.

Any soft dollars received will benefit SPF and many, but not necessarily all of, SPF’s Funds. SPF will have a conflict and incentive to select brokers that are providing such soft dollar benefits based on its desire to receive such product or service.

Trade errors

It is SPF’s policy that the Funds, and not SPF or an affiliate, will be responsible for any losses in the Funds’ account resulting from trading errors and similar human errors, absent SPF’s or an affiliate’s fraud, gross negligence or willful misconduct. Fund investors should assume that trading errors (and similar errors) may occur and, to the extent agreed upon in the Fund’s governing documents, that SPF will not be responsible for any resulting losses, even if such losses result from the negligence (but not gross negligence) of SPF or an affiliate. SPF, subject to its fiduciary obligations, will determine whether or not any trade error is required to be reimbursed in accordance with the pertinent liability and exculpation provisions. Notwithstanding the foregoing, SPF or an affiliate may voluntarily reimburse a Fund for losses suffered as a result of certain trade errors identified by SPF or an affiliate. Any positive trade errors will be for the benefit of the Fund and not retained by SPF.

Aggregation and Allocation Currently, due to the number and nature of its Funds, SPF’s trade aggregation, trade allocation and investment opportunity allocation policies and procedures are not applicable.

If, in the future, SPF advises two or more Funds on behalf of whom it executes trades, SPF generally will aggregate orders. It is SPF’s policy to aggregate (or bunch) orders of two or more Funds to achieve better trade execution, provided the aggregation of the orders is in compliance with SPF’s best execution policy and is fair and equitable to all Funds participating in the bunched trade. These bunched or block trades can result in lower transaction costs than if SPF places multiple single orders. If used, this process is intended to improve the efficiency of trade placement. However, such a process may not necessarily result in better prices and may in fact result in inferior prices and/or failure to obtain executions in the desired volume. Similarly, if, in the future, SPF advises two or more Funds on behalf of whom it executes trades, SPF will allocate fairly and equitably an order aggregated for more than one Fund and investment opportunities appropriate for more than one Fund. In allocating investment opportunities and trades with respect to an aggregated order, SPF, in advance of placing an aggregated order, will:
• In accordance with its allocation policies, designate the proportion of the aggregated order to be allocated to each specific Fund; or
• Make a pro rata allocation of the security or financial instrument to each Fund based upon account size or other determining factor.

SPF may make exceptions to its trade allocation procedures only if all Funds receive fair treatment and SPF records and maintains in its books and records the reasons for deviating from the procedures. please register to get more info

SPF has policies in place for reviewing portfolio transactions for consistency with investment objectives, suitability, and that over time investment opportunities are fairly allocated among eligible accounts. SPF’s investment professionals review the relevant portfolios periodically and on an on-going basis and provide reports in a manner, and at a frequency, as may have been negotiated with the client(s) or as set forth in Fund offering documentation. In addition, investors are provided with periodic reports and relevant tax reporting information. Special reports may be developed to meet specific investor requirements or respond to investor inquiries. Generally, securities for which market quotations are readily available will be assigned the independent mark and all other securities (and other assets) will be assigned their “fair value” as determined in good faith by SPF, subject to the policies and procedures on valuation and independent monthly reviews by a valuation committee comprised of firm-wide representatives, including senior management from SPF. please register to get more info

SPF does not receive compensation from non-clients for providing advisory services to clients, and does not participate in referral arrangements. please register to get more info

All client funds and securities are held in custody by unaffiliated broker/dealers or banks; however, SPF may have access to Fund accounts since its affiliates serve as the General Partner of the Funds. Fund investors will not receive statements from the custodians. Instead the Funds are subject to an annual audit and the audited financial statements are distributed to each investor. The audited financial statements will be prepared in accordance with generally accepted accounting principles and distributed within 120 days of each Fund’s fiscal year end. please register to get more info

SPF generally has discretionary authority to determine, without obtaining specific Fund consent, securities to be bought or sold, the amount of securities to be bought or sold, the broker-dealer to be used, and the commission rates paid. SPF has discretion to agree with certain investors to waive or modify the application of certain terms applicable to such investor in a "side letter" or in any other manner, without obtaining the consent of any other investor in such Funds. For example, SPF may agree to, among other things, more frequent liquidity, special rights to make future investments in the Funds, waiver of the applicable minimum investment amounts, reduction or waiver of fees, rights to receive reports from the Funds on a more frequent basis or that include information not provided to other investors (e.g., more detailed information regarding portfolio positions). please register to get more info

SPF may have opportunities to vote the proxies of companies on behalf of its Funds. In voting proxies, SPF is guided by general fiduciary principles. SPF’s goal is to act prudently, solely in the best interests of its Funds (including the Fund investors) and consistent with efforts to achieve a Fund’s stated objectives, including maximizing portfolio value. SPF will vote proxies on a case- by-case basis, but will generally vote for any proposals that SPF believes will offer fair value to its Funds. Investors do not have the authority to direct SPF to vote a proxy in a particular manner.

SPF follows procedures that are designed to identify conflicts or potential conflicts that could arise between its own interests and those of its Funds. If it is determined that any such conflict or potential conflict is not material, SPF may vote proxies notwithstanding the existence of the conflict. If it is determined, however, that a conflict of interest or potential conflict of interest is material, appropriate personnel of SPF will work to agree upon a method to resolve such conflict before voting proxies affected by the conflict.

Investors in the Funds may request a copy of SPF’s proxy voting policies and procedures, as well as applicable proxy voting records, by contacting SPF at (212) 457-8745. Class Actions As a routine matter, SPF does not participate in class actions regarding portfolio securities. However, on occasion, where SPF, in its sole discretion, believes that the benefits to the Funds outweigh the cost of participation, SPF may choose to participate on behalf of the Funds. Any compensation received by the Funds as a result of participation in a class action shall be distributed to the investors pro rata based on the current percentage holdings in the Funds. Investors that have fully redeemed will not participate in any of the proceeds received from class action recoveries. please register to get more info

SPF has never filed for bankruptcy and is not aware of any financial condition that is expected to affect its ability to manage client accounts. please register to get more info