FALCON BRIDGE CAPITAL II, LLC
- Advisory Business
- Fees and Compensation
- Performance-Based Fees
- Types of Clients
- Methods of Analysis
- Disciplinary Information
- Other Activities
- Code of Ethics
- Brokerage Practices
- Review of Accounts
- Client Referrals
- Custody
- Investment Discretion
- Voting Client Securities
- Financial Information
Falcon Bridge Capital (“FBC”), is a Delaware limited liability company (LLC) formed in 2007. FBC is registered with the SEC as a Registered Investment Adviser (RIA). FBC provides both discretionary and non-discretionary advice to Institutional Investors, Private Equity groups and Banking Entities. From 2008 to 2015, FBC was a member of a Joint Venture Agreement (JV), with the Carlyle Group. Currently, FBC is functioning in the role of an Investment Advisor to various Institutional Investors. Falcon Bridge Capital’s advice to Institutional Investors relates to Non-Agency Residential Mortgage backed securities (RMBS) and other mortgage credit securities. FBC’s advise generally involves the purchase, management, surveillance, and reporting of RMBS investments. Non-Agency RMBS securities are bonds backed by nonconforming residential mortgage loans located throughout the United States. As discussed in Item 8, below, unlike Agency RMBS, where losses are explicitly or implicitly backed by the full faith and credit of the US Government, Non-Agency RMBS are not backed by the US Government.
Additionally, Falcon Bridge Capital (“FBC”), in a non-registered capacity, provides State and Federally Charted Banking Entities with comprehensive guidance regarding acquisition of Residential Mortgage Whole Loans. These whole loan purchases are not securities, do not trade on a listed exchange and have not been assigned a QUSIP number.
The Offering Materials contain more detailed information, including a description of the investment objective and strategy or strategies employed and related restrictions that serve as a limitation on Falcon Bridge Capital’s advice or management. Clients and Investors are strongly encouraged to undertake appropriate due diligence, including but not limited to a review of relevant Offering Materials and the additional details about Falcon Bridge Capital’s investment strategies, methods of analysis and related risks in Item 8 of this Brochure in considering whether a Falcon Bridge Capital’s advisory services is appropriate to their own circumstances based on all relevant factors including, but not limited to, the Client’s or Investor’s own investment objectives, liquidity requirements, tax situation and risk tolerance before making an investment decision.
The general partner and principal owner of Falcon Bridge Capital is Mr. Sunil Chowdry. Mr. Chowdry is the Chief Executive Officer (CEO). Mr. Chowdry is a Chartered Financial Analyst (CFA) and has over 20 years of experience in the banking and investment management industry with a broad emphasis in risk management, structured finance, hedging and financial analysis. As of March 31, 2019, Falcon Bridge Capital had assets under management of approximately $100 million, managed on a discretionary and non-discretionary basis. please register to get more info
Falcon Bridge Capital may receive management fees, pricing and analytics fee and/or carried interest or similar profit allocations from its Clients. Clients may also indirectly incur or generate other fees payable to Falcon Bridge Capital and its affiliates, depending on the nature of their portfolio activities. Clients may also bear certain out-of-pocket expenses incurred by Falcon Bridge Capital in connection with the services provided. The following sections discuss the most common fees and expenses, which are described in more detail in relevant Offering Materials. Common Types of Fees Management Fees
FBC investment advisory clients generally pay a quarterly flat rate management fee, in advance, at a negotiated rate. General rates for Falcon Bridge advice will be set forth in the Offering Materials. Fees paid by particular Clients may vary based on the type and nature of services provided. Additionally, Falcon Bridge Capital may waive or reduce management fees for certain Investors in its discretion. Fees may be paid either through deduction from account assets or directly by a client upon presentment of a fee bill. When fees are paid in advance, and the client or Investor relationship is terminated prior to the end of the period to which such fees relate, Falcon Bridge Capital will, within a reasonable time following such termination, refund a prorated portion of the management fee.
Performance-Based Arrangements Falcon Bridge Capital’s compensation is individual to each particular client’s needs and may include a performance based component. Falcon Bridge Capital expects that performance based arrangements will vary as to the rate, manner of calculation and conditions precedent to receipt (e.g., hurdles or high-water marks). Performance based arrangements for each particular account will be described in the relevant Offering Materials for that account and may be subject to modification (e.g., higher hurdle rates), waiver or reduction. As discussed in more detail in Item 6, below, performance based compensation arrangements are appropriate only for sophisticated clients and Investors as they may create certain risks and conflicts of interest. Performance allocations are generally accomplished through transfer to a capital account of Falcon Bridge Capital (or an affiliate). Performance fees payable by clients may be deducted from the account or paid by the client upon presentment of a fee bill. As described in the relevant Offering Materials, when termination occurs on other than the end date for a performance measurement period, performance fees will be calculated and assessed through the date of termination. Other Fees and Expenses In addition to the fees described above clients may bear other costs associated with investments or accounts including but not limited to: (1) custodial charges, brokerage fees, commissions and related costs; (2) interest expenses; (3) taxes, duties and other governmental charges; (4) transfer and registration fees or similar expenses; (5) costs associated with foreign exchange transactions; (6) other portfolio expenses; and (7) costs, expenses and fees (including investment advisory and other fees charged by the investment advisers of funds in which the client’s account invests) associated with products or services that may be necessary or incidental to such investments or accounts. Soft Dollars Falcon Bridge Capital may receive, on an unsolicited basis, research reports from broker dealers with which it maintains certain relationships. Such reports do not have a stated cost nor is the receipt of such reports conditioned on a requirement to execute any particular amount of transactions through the broker-dealer providing the reports.
Please see Item 12 of this Brochure for further details on Falcon Bridge Capital’s brokerage practices.
Fees and Expenses Generally Applicable to Client Accounts
Certain clients may bear the costs of its trading and investment activities. Such expenses may include, but are not limited to, fees and expenses related to making and holding investments (e.g., execution charges such as spreads or commissions, exchange fees, clearing fees, regulatory fees, margin fees, option premiums, delivery fees or charges, escrow fees and expenses and custody fees and expenses), research costs, taxes, insurance costs, interest expenses, due diligence costs (including travel expenses) and finders’ fees.
Fees and Expenses Applicable to Funds
Falcon Bridge Capital does not currently or foresee offering a fund in the future.
Fees and Expenses for Non-Discretionary Accounts
When Falcon Bridge Capital provides advisory services on a non-discretionary basis, it typically does not have authority to select broker-dealers, custodians or other service providers. Clients may bear all costs associated with trading and maintaining their investment accounts, as described above, including without limitation: commissions and commission equivalents; custody fees; margin costs; and taxes.
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Falcon Bridge Capital does not charge performance-based fees for its investment advisory services. The fees charged by FBC are as described in Item 5 – Fees and Compensation above and are not based upon the capital appreciation of the funds or securities held by any Client. Falcon Bridge Capital does not manage any proprietary investment funds or limited partnerships (for example, a mutual fund or a hedge fund) and has no financial incentive to recommend any particular investment options to its Clients. please register to get more info
Currently Falcon Bridge Capital’s business model is to provide investment advice to institutional investment and hedge fund entities. Falcon Bridge Capital may also provide advice to banking institutions. Falcon Bridge may accept as clients (in its discretion, other additional institutional accredited investors, additional banking entities, trusts, pension funds, investment pools and qualified high net worth individuals. Each institutional investment or banking entity, other than individual intuitional accredited investors is, expected to be, a privately placed pooled investment vehicle excepted from the definition of “investment company” under the Investment Company Act of 1940 by Section 3(c)(1) or Section 3(c)(1) of that Act. Investors generally are limited to persons who are: (i) accredited investors; (ii) qualified clients; and/or (iii) qualified purchasers (iv) banking entities Clients are generally expected to include institutions such as: banks, financial institutions, investment banks and asset management firms.
Falcon Bridge Capital may impose an initial investment minimum to establish a client relationship or to invest with FBC, Investors or Clients may also be subject to additional qualifications based on, among other things, legal or regulatory requirements associated with the vehicle or investment strategy. Account opening and maintenance requirements are described in more detail in the relevant Offering Materials. please register to get more info
The general investment strategy and methods of analysis that we employ in managing accounts, as well as the primary associated risks, are described below. The discussion below is a summary and is not intended to be a complete description of our methods, strategies or risks; a more complete discussion is available in relevant Offering Materials. Clients and Investors should note that it is not possible to identify all of the risks associated with investing and that the particular risks applicable to a client account will depend on the nature of the account, its investment strategy and the characteristics of securities held. Accounts generally invest in Non-Agency RMBS and Whole Loans (and may hold cash), in accordance with the general investment strategies described below, subject to account- specific investment objectives, guidelines and restrictions (i.e., the account’s mandate) and we seek to manage each account so that risks are appropriate to the mandate. However, it is often not possible or desirable to fully mitigate risks. Any investment includes the risk of loss and there can be no guarantee that a particular level of return will be achieved. Because we limit our advice to particular types of investments, a Client’s mandate may be limited (e.g., based on security type or capitalization levels) and accounts are not diversified and are not intended as a complete investment program. Falcon Bridge Capital expects that the assets do not represent all of the Client’s assets and that Investors do not rely on the investment for all of their investments. Clients or Investors, as applicable, are responsible for appropriately diversifying assets to guard against the risk of loss. Falcon Bridge Capital does not offer any products or services that guarantee rates of return on investments for any period to any Client or Investor. All Clients and Investors assume the risk that investment returns may be negative or below the rates of return of other investment advisers or products and should be prepared to bear the risk of loss. Methods of Analysis and Investment Strategies Falcon Bridge Capital uses a range of methods to identify, analyze and assess potential and existing investment opportunities. This may include arrangements with affiliated or unaffiliated advisors for purposes of obtaining analyses that would assist the company in its investment decision-making recommendation process. More specific descriptions are provided below regarding the investment strategies and investment processes. As a general matter, analytical methods used by the company can include gain/loss forecast models, cash-flow models, other financial modeling and simulation, risk sensitivity analyses, charting, and fundamental, technical and cyclical analysis. Falcon Bridge Capital generally focuses on identifying domestic RMBS and Whole Loan opportunities using a top-down relative value approach to allocate capital to various asset classes within the Mortgage market. Additionally, Falcon Bridge Capital may employ hedging techniques and incur explicit or implicit leverage in managing accounts. Our analysis involves a variety of factors, such as cash yield, risk-adjusted returns, macroeconomic environment, market concentration limits, credit concentration limits, liquidity, costs and availability of financing and hedging activities.
Falcon Bridge Capital seeks investments that we believe will generate both current income and capital appreciation. However, as noted below, not every investment will perform as anticipated and investments may lose value, fail to produce current income and/or produce insufficient gains or income to offset expenses or other losses. RMBS Investment Risks RBMS investments involve a high degree of risk, and are suitable only for those who have the financial sophistication and expertise to evaluate the merits and risks of an investment. There can be no assurance that Falcon Bridge Capital will be able to generate returns or that the returns will be commensurate with the risks of investing in Non-Agency RMBS. Uncertainty in the Financial Markets The upheavals in the financial markets and the housing industry that began in 2008 illustrated the possibility of extraordinary and unprecedented uncertainty and instability in such markets. There can be no assurances that conditions in the financial market and housing markets will not adversely affect one or more of a Client’s portfolio investments, its access to capital or leverage or its overall performance. Market Conditions and Financial Market Fluctuations
A lack of liquidity in the capital markets may make it significantly more difficult for investment advisers like Falcon Bridge Capital to obtain favorable financing for investments, and the financing that is available may be on much less favorable terms than had been prevailing in the past. General fluctuations in the market prices of securities may affect the value of the investments held. Instability in the capital and housing markets may also increase the risks inherent in Non-Agency RMBS investments and Whole Loans.
Highly Competitive Market for Investment Opportunities
The activity of identifying, completing and realizing attractive investments is highly competitive, and involves a high degree of uncertainty. Some competitors may have a lower cost of services and access to financing sources that are not available to Falcon Bridge Capital. There can be no assurance that a Client will be able to locate, consummate and exit investments that satisfy its rate of return objectives or realize upon their values or that it will be able to invest fully its committed capital.
Illiquid and Long-Term Investments
Non-Agency RMBS is often illiquid, and there can be no assurance that Falcon Bridge Capital will be able to realize on such investments in a timely manner. Therefore, investment through Falcon Bridge Capital may involve a long-term commitment with no certainty of return. Although investments may occasionally generate some current income, the return of capital and the realization of gains, if any, from an investment generally will occur only upon the partial or complete disposition or refinancing of such investment. Legal, Tax and Regulatory Risks Legal, tax and regulatory changes could occur that may adversely affect the value of investments or the ability to fulfill a mandate. There is a material risk that regulatory agencies may adopt burdensome laws (including tax laws) or regulations, or changes in law or regulation, or in the interpretation or enforcement thereof, which are specifically targeted at the real estate industry, or other changes that could adversely affect Falcon Bridge Capital and its Clients. Litigation In the ordinary course of business, Falcon Bridge Capital or an account may become a party to litigation, disputes and other potential claims. There are no known current or pending litigation, disputes and other potential claims. Below Investment-Grade Assets Involve Particular Risks Client accounts may include Agency and Non-Agency RMBS originally rated non- investment grade. Non-investment grade securities are subject to liquidity, market value, credit, interest rate, reinvestment and certain other risks and generally will be subject to greater risks than investment grade securities, including greater risk of failure of timely payment of principal and interest.
Interest Rate Fluctuations
General interest rate fluctuations may have a substantial negative impact on investments and investment opportunities and accordingly may have a material adverse effect on investment objectives and the rate of return on invested capital. Valuations of Non-Agency RMBS are based on numerous factors, including specific loan characteristics. Such securities are also susceptible to fluctuations in interest rates.
Real Estate Risks Generally
Many of the risks of holding Non-Agency RMBS or Whole Loans directly, which represent interests in mortgage loans, relate to the risks of investing directly in the real estate securing those mortgage loans. The value of Non-Agency RMBS may fall in periods of economic slowdown or recession, which may be accompanied by declining real estate values. Any material decline in real estate values reduces the ability of borrowers to use real estate equity to support their borrowings and increases the loan-to-loan value ratios of mortgage loans previously made, thereby weakening collateral coverage and increasing the possibility of a loss in the event of default. In addition, delinquencies, foreclosures and losses generally increase during economic slowdowns and recessions. Non-conforming loans Non-Agency RMBS may include non-conforming mortgage loans. Credit risks associated with non-conforming mortgage loans may be greater than those associated with conventional mortgage loans that conform to Fannie Mae and Freddie Mac guidelines. The principal difference between non-conforming mortgage loans and conforming mortgage loans include the applicable loan-to-value ratios, the credit and income histories of the mortgagors, the documentation required for approval of the mortgagors, the types of properties securing the mortgage loans, loan sizes and the mortgagors’ occupancy status with respect to the mortgaged property. As a result of these and other factors, the interest rates charged on non-conforming mortgage loans are often higher than those charged for conforming mortgage loans. The combination of different underwriting criteria and higher rates of interest may lead to higher delinquency rates and/or credit losses for non- conforming as compared to conforming mortgage loans and any failure by us to adequately address these issues could harm our business to the extent that we invest in such mortgage loans. Valuations of Investments Falcon Bridge Capital values securities at their market price if market quotations are readily available. Where there is no readily available market quotation, securities are valued based on observable market inputs, including analyses of similar securities and recent comparable transactions. To the extent there are no observable market inputs, the Company will value securities based on significant management input. Falcon Bridge Capital may alter its valuation based on market events, unreliability of pricing sources, or macro-economic events. Other Risks of Investing in Non-Agency RMBS The residential mortgage loans underlying a Non-Agency RMBS may not appreciate in value and, in fact, may decline in value. Additionally, Non-Agency RMBS issuances (as opposed to agency-RMBS) may default on interest and/or principal payments. Accordingly, a client may not realize gains or income from an investment or gains and income realized may be insufficient to offset any expenses or other losses experienced in the client’s account. Non-Agency RMBS and mortgage loans are also exposed to the credit risks of mortgage lending, which may harm results. Credit losses on residential mortgage loans (and, therefore, Non-Agency RMBS) can occur for many reasons, including: poor origination practices – leading to losses from fraud, faulty appraisals, documentation errors, poor underwriting and legal errors; poor servicing practices; weak economic conditions; declines in the values of homes; special hazards; earthquakes and other natural events; over-leveraging by the borrower; changes in legal protections for lenders; reduction in personal incomes; job loss; and personal events such as divorce or health problems. Despite reasonable efforts to manage credit risk in both recommending mortgage loans and investing in Non-Agency RMBS, there are many aspects of credit risk that cannot be controlled, and there can be no assurance that quality control and loss mitigation practices will be successful in limiting delinquencies, defaults and losses. Additional credit-related risks include the following: Default and foreclosure. In the event of a borrower’s default on a mortgage loan, the ultimate extent of the loss, if any, may only be determined after a foreclosure of the mortgage encumbering the property and, if the lender takes title to the property, upon liquidation of the property. Factors such as the title to the property or its physical condition (including environmental considerations) may make a third party unwilling to purchase the property at a foreclosure sale or for a price sufficient to satisfy the obligations with respect to the related mortgage loan. Foreclosure laws may protract the foreclosure process. In addition, the condition of a property may deteriorate during the pendency of foreclosure proceedings. Environmental liabilities. Some properties securing mortgage loans may be contaminated by hazardous substances. As a result, the value of the real property may be diminished. In the event that there is a forced foreclose on a defaulted mortgage loan on that property, that property may be subject to environmental liabilities regardless of whether the lien holder was responsible for the contamination. While we intend to exercise due diligence to discover potential environmental liabilities prior to the recommendation of the acquisition of any property through foreclosure, hazardous substances or waste, contaminants, pollutants or sources thereof, as defined by state and federal laws and regulations, may be discovered on properties. If such hazardous substances are discovered on a property, there may be a requirement to remove those substances or sources and clean up the property. The lien holder may also be liable to tenants and other users of neighboring properties. In addition, it may be difficult or impossible to sell the property prior to or following any such clean up. Risk of an increase in the levels of delinquencies or a decline in market value of mortgage assets. An increase in the level of delinquencies in a client portfolio or a decline in the market value of the portfolio may limit the lien holders’ ability to borrow or result in lenders increasing the level of collateral required upon renewal of maturing facilities, i.e., requiring a pledge of cash or additional mortgage loans to satisfy the required ratio of the amount of the borrowing to the value of the collateral. An account could be required to sell assets under adverse market conditions in order to maintain liquidity. Such sales may be recommended when deemed to be necessary in order to preserve our advisory client’s capital base. If these sales are made at prices lower than the amortized cost of the mortgage loans, losses would result. Taxation. Taxable income may differ substantially from net income as determined based on generally accepted accounting principles (GAAP), due to different accounting and tax treatments on the investments. For example, security-specific income calculated under GAAP may be modeled with projected loss assumptions to the bonds. However, tax laws do not allow projected losses in the calculation of taxable income. As a result of these differences, between GAAP accounting and federal income tax treatment, the investments may generate less cash distribution than taxable income in a particular year. There can be no assurances given that cash distributions will be able to cover such tax liabilities as they arise. The excess taxable income is referred to as phantom income. Hedging and Leverage Falcon Bridge Capital may employ various techniques to hedge exposures in client portfolios. These may include options, interest rate swaps, and other derivatives. The use of certain derivatives and other hedging instruments may involve leverage, which introduces additional risks, as described below. Additionally, Falcon Bridge Capital may employ leverage in managing accounts for purposes other than hedging. Leverage (Including Margin) Magnifies the Risk of Loss. The use of leverage or margin can result in losses that are significantly greater than would have been suffered if leverage were not employed. Falcon Bridge Capital may cause an account to incur significant leverage, including short-term margin borrowings or implicit leverage associated with hedging instruments. The amount of leverage outstanding at any time may be large in relation to capital. In addition, the costs of leverage (including interest on borrowings and other expenses that may be associated with borrowings) may be substantial and will impact performance. When borrowing for margin purposes (e.g., to acquire particular securities or financial instruments at a price greater than the amount of capital outlay by the account at purchase) additional risks apply. These risks include that a broker-dealer from whom the account has borrowed may increase its maintenance margin requirements (e.g., reduce the percentage of a position that can be purchased with credit); subjecting the account to margin calls and requiring either additional funds to be deposited or positions liquidated. In the event of a substantial depreciation in the value of the account, large losses may be incurred as a result of liquidation of positions, mandatory or otherwise, in a declining market at relatively low prices.
Risks Associated with Hedging. Falcon Bridge Capital may, but is not required to, direct an account to hedge some or all of its assets by taking long and short positions in related instruments. Hedging against a decline in the value of a portfolio position does not eliminate fluctuations in value or prevent losses if the value of such position declines. Rather, hedges seek to limit the effect of a decline in the value of relevant positions on the portfolio as a whole. Consequently, hedging also limits the amount of gain to an account if the value of the hedged position increases. Falcon Bridge Capital decides in its sole discretion whether to hedge or not and certain risks may exist that cannot be effectively hedged. If Falcon Bridge Capital fails to anticipate a particular risk or accurately perceive the correlation of relevant risks, Falcon Bridge Capital may not hedge, or ineffectively hedge, positions that are subject to that risk or risks, subjecting an account to increased risk of loss.
Risks Associated with Derivatives. Falcon Bridge Capital may use derivative instruments or enter into derivative transactions, including for hedging purposes. Derivatives permit Falcon Bridge Capital to increase or decrease the level of risk of a fund or account, or change the character of the risk. Derivatives may entail investment exposures (including leverage and resulting collateral requirements) that are greater than their cost. Small investments in derivatives could have a material impact on the performance of the vehicle. Derivatives are often purchased on margin, subjecting accounts to leverage risk as described above. Risks associated with Swaps. Falcon Bridge Capital may use swaps, including for hedging purposes. The use of interest rate, credit, currency, equity, commodity and total return swaps, “swaptions”, interest rate caps and floors and collars is a highly specialized activity that involves investment techniques and risks different from those associated with ordinary securities transactions. Swap agreements are principal-to-principal transactions, in which performance is the responsibility of the individual counterparty and not an organized exchange or clearing house. As such, Falcon Bridge Capital is exposed to the risk of counterparty default. Moreover, Falcon Bridge Capital’s forecasts of market values, interest rates and currency exchange rates may be inaccurate and may result in overall performance results that are worse than the results that would have been achieved if the account did not engage in swap transactions. please register to get more info
Like all registered investment advisers, Falcon Bridge Capital is obligated to disclose any disciplinary event that might be material to any Client when evaluating our services.
Falcon Bridge Capital does not have any material legal, financial, regulatory, or other “disciplinary” item to report to any Client. This statement applies to both FBC and to every FBC employee. please register to get more info
Falcon Bridge Capital is independent. Currently, Falcon Bridge Capital does not have any affiliated entities that are engaged in financial services or related businesses. please register to get more info
Trading
Code of Ethics Falcon Bridge Capital has established and approved a Code of Ethics that sets forth standards of ethical business conduct for employees and is designed to address and avoid potential conflicts of interest. Among other things, the Code of Ethics prescribes standards for dealing with clients ethically, addresses actual and potential conflicts of interests, and supplements existing personal trading and operating procedures. The Code of Ethics provides guidance in specific areas, including but not limited to, confidentiality of Firm information, personal investments, gifts and entertainment and personal political activities. This Code of Conduct is available to clients, investors or prospective clients by writing to Falcon Bridge Capital at the address listed on the front of this Brochure. please register to get more info
Non-Agency RMBS trades in specialized markets and it is often the case that only one, or relatively few, trading agents or counterparties are available to execute a transaction. In many cases, Falcon Bridge Capital recommends or selects brokers or dealers based on bid lists indicating available (or desired) issuances, their characteristics and prices, with dealers being compensated through spreads (i.e., the difference between the price at which the dealer buys, or will buy, a security and the price at which the dealer sells, or will sell, the security), with transactions being time-sensitive and there often being little if any opportunity to survey the market for better terms. As such, Falcon Bridge Capital’s broker recommendation and selection practices are inherently tied to its investment advisory and security analysis process. In making recommendations or decisions, Falcon Bridge Capital takes into account quantitative and qualitative factors affecting the execution quality of portfolio transactions. In particular, the Company reviews factors, such as the experience of the broker or the dealer, its ability to handle the order to the best advantage of the Client, the nature of the investments to be bought or sold, special circumstances affecting the instrument (e.g., redemption features), and the overall price of the order. As a result, although Falcon Bridge Capital will seek competitive commissions and spreads, and recommend the most advantageous trading venue, client orders may not necessarily be executed at best possible price/commission/spread. Falcon Bridge Capital seeks to recommend or select Broker/Dealers that it believes best meet these parameters.
Falcon Bridge Capital periodically reviews the brokers and dealers that are considered for recommendation or use to assess the quality of executions obtained. In so doing, Falcon Bridge Capital considers the full range of services available from and the characteristics of each broker-dealer, including, but not limited to execution capabilities, responsiveness, trading experience, reputation and integrity, overall reliability. This may include research or information provided by a broker or dealer that assists Falcon Bridge Capital in managing accounts. Falcon Bridge Capital does not currently aggregate transactions between or amongst client accounts. In the future, Falcon Bridge Capital expects that, where permissible and consistent with its duty to seek best execution, it will aggregate orders and allocate them to participating accounts in a manner that is fair and equitable over time. However, Falcon Bridge may be limited in its ability to include accounts for which it does not have brokerage discretion in an aggregated order. This may cause such accounts to receive executions that are less favorable than discretionary brokerage accounts. please register to get more info
Oversight and Monitoring As a general matter, for those Clients that do not grant full discretionary authority to Falcon Bridge Capital, Falcon Bridge Capital expects to coordinate with the Client to monitor the portfolio on a monthly basis. Discretionary Clients, are expected to be monitored on an ongoing basis. Accounts are reviewed by a team consisting of Falcon Bridge Capital’s principal executive and other Falcon Bridge Capital investment professionals. These professionals monitor operations, overall performance, financial performance, strategic direction and compliance with the trading guidelines of each Client account. Reviews also consider, and may be triggered by events in the capital markets. Reports to Clients Clients of Falcon Bridge Capital typically will receive written quarterly financial reports and annual financial statements (Custodian FINRA member firms employed by Falcon Bridge Capital are audited in accordance with GAAP). Additionally, investors may receive monthly reports or letters, quarterly financial and capital account statements, and semi- annual reports. please register to get more info
Not applicable. please register to get more info
Falcon Bridge Capital does not have custody of client funds or securities. The Firm utilizes the services of a FINRA/SIPC Member Broker/Dealer to hold securities and credit balances for its clients. Falcon Bridge Capital clients are generally large institutional entities. As such, custody service arrangements are best determined in regards to each individual institutional client’s particular needs. Statements are provided to clients monthly, but not less frequently than quarterly. Online statements for the previous month end are generally available by the first business day of the following month and may be accessed by visiting Broker/Dealer web portal. Paper statements are also available by mail on request.
Falcon Bridge Capital would be deemed to have custody if Falcon Bridge Capital has the authority to deduct its fees directly from a client’s account. In these cases, the client’s custodian(s) would provide the client with quarterly (or more frequent) account statements including, among other things, account holdings, cash positions and transactions. Falcon Bridge Capital generally will also receive a copy of these statements. Clients who fail to receive statements timely should inquire of their custodian(s) and notify Falcon Bridge Capital. To the extent that Falcon Bridge Capital may also provide account statements, clients are urged to compare Falcon Bridge Capital’s statements with those provided by the custodian(s) and notify Falcon Bridge Capital promptly of any discrepancies. please register to get more info
Falcon Bridge Capital accepts discretionary authority, subject to reasonable client imposed investment objectives, policies and restrictions, as set forth in relevant Offering Materials. Discretionary authority must be granted, in writing, ordinarily through an investment advisory agreement between Falcon Bridge Capital and the client please register to get more info
Unlike equity securities, Non-Agency RMBS issuers do not typically solicit proxies or require holders to vote on proxy matters. From time to time, however, issuers may seek consents for various actions. Clients are responsible for acting on their own proxies or consents and, if they desire to do so, must arrange to receive related materials from their custodian or the relevant transfer agent. Falcon Bridge Capital does not provide any information related to proxies or consents, or advice as to how to vote, to Clients.
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Not applicable.
Falcon Bridge Capital II, LLC Sunil Chowdry, CEO Form ADV Part 2B Brochure Supplement Dated 03/20/2019 This Brochure Supplement provides information about Firm’s Supervised Persons that supplements the Falcon Bridge Capital’s ADV Part 2A brochure. This biographical information supplements the Falcon Bridge Capital Form ADV Brochure. You should have received a copy of that Brochure. Please contact Justin Drobenaire, Chief Compliance Officer at [email protected], if you did not receive Falcon Bridge Capital II, LLC’s Brochure or if you have any questions about the contents of this supplement. Additional information about the Firm’s supervised/registered persons is available on the SEC’s website at www.adviserinfo.sec.gov.
Item 2
Education Background and Business Experience
Sunil Chowdry, CFA ‐‐‐‐ President and Chief Executive Officer Mr. Chowdry has over 25 years of experience in the banking and finance industry with emphasis in portfolio management, risk management, structured finance and hedging. Working with various sized banks in California, prior to starting Falcon Bridge Capital in 2006 he was Treasurer at Redwood Trust, a Real Estate Investment Trust. His responsibilities as Asst. Treasurer at CALFED included hedging and interest rate risk management for the bank and its largest subsidiary, First Nationwide Mortgage. In this role was responsible for hedging the entire IO risk associated with one of the largest mortgage servicing companies in the country. His experience as head of risk management and trading at one of the largest thrifts in the country has given him a unique insight into the complexities of managing mortgage portfolios with varying degrees of credit risks. His experience in pricing and structuring conduits with rating agencies further enhances his ability to maximize structural arbitrage inherent in mortgage securitizations. Additionally, he has extensive experience in cash & capital management with proven ability to effectively manage balance sheets with various degrees of leverage. Mr. Chowdry founded Falcon Bridge Capital in 2006 in a Joint Venture with The Carlyle Group.
Jessica Huang – Chief Financial Officer/Investor Relations
Ms. Huang has over 15 years of experience in the structured finance industry across multiple areas including investment analysis, portfolio and risk management, capital markets, and financial accounting. In addition, Ms. Huang serves as the primary investor relations liaison between clients and the Company. Prior to joining the Company, Ms. Huang was Assistant Vice President at Redwood Trust, responsible for financial accounting including mark to market, GAAP consolidation, and hedge accounting. In addition to financial accounting, she was responsible for financial statement preparation in accordance with US GAAP, financial audit management, SEC reporting, and Sarbanes Oxley policy compliance. In the last two years at Redwood Trust, Ms. Huang was also responsible for taxable income calculations for the holding company and its taxable subsidiaries. Ms. Huang has MBA from the University of San Francisco and received a BA in Business Economics, with an emphasis in Accounting from University of California at Santa Barbara.
Aga Linsky ‐‐‐‐ Vice President, Portfolio Manager
Ms. Linsky brings over 15 years of experience in the financial services industry. As Portfolio Manager, Ms. Linsky is responsible for the design and implementation of the firm’s proprietary investment processes that include thorough financial modeling, fundamental research, financing and hedging strategies, as well as market due diligence. Ms. Linsky performs risk and pricing analysis of new and existing investment opportunities across mortgage credit, including whole loans and structured product. Prior to joining Falcon Bridge Capital in 2006, she worked in the research and trading departments at Fisher Investments assisting in the management of assets for high net worth individuals and institutional investors. Ms. Linsky was mainly responsible for construction and implementation of clients’ portfolios, as well as development and improvement of investment systems. She also offers mortgage underwriting experience, having served as a credit manager at Wells Fargo Bank. She received BS in Business Administration from the University of California at Berkeley Walter A. Haas School of Business Justin Drobenaire ‐‐‐‐ Chief Compliance Officer Mr. Drobenaire has over 20 years of experience in the financial services field includes serving in the U.S. Treasury Dept. and the Compliance Dept. of Charles Schwab & Co. He has functioned as the Chief Compliance Officer (CCO) for several FINRA member and SEC registered Financial Services firms. Mr. Drobenaire has an extensive knowledge and a wide ranging understanding of many facets of the securities industry. He holds several FINRA general and principal licenses. Mr. Drobenaire has developed policies and procedures, and has been involved in all aspects of constructing through compliance programs. In addition, he currently is associated with FINRA as an Industry Panel Arbitrator. Mr. Drobenaire has been awarded an MPA in Organizational Management from University of San Francisco.
Item 3 Disciplinary Information
Neither Sunil Chowdry nor any Supervised Persons have been involved in any activities resulting in a material or legal disciplinary disclosure.
Item 4 Other Business Activities
Sunil Chowdry, CEO is not actively engaged in any other investment-related businesses or occupations is not actively engaged in any non-investment-related business or occupation for compensation.
Item 5 Additional Compensation
No Supervised Person receives any formal economic benefit outside of regular salaries or bonuses related to amount of sales, client referrals or new accounts.
Item 6 Supervision
The Registrant provides investment advisory and supervisory services in accordance with the Registrant’s policies and procedures manual. The primary purpose of the Registrant’s Rule 206(4)-7 policies and procedures is to comply with the requirements of supervision requirements of Section 203(e)(6) of the Investment Advisor’s Act (“Act”). The Registrant’s Chief Compliance Officer, Justin Drobenaire, is primarily responsible for the implementation of the Registrant’s policies and procedures and overseeing the activities of the Registrant’s supervised persons. Should an employee or investment adviser representative of the Registrant have any questions regarding the applicability/relevance of the Act, the Rules thereunder, any section thereof, or any section of the policies and procedures, he/she should address those questions with the Chief Executive Officer. Should a client have any questions regarding the Registrant’s supervision or compliance practices, please contact Mr. Chowdry, CEO at [email protected] please register to get more info
Open Brochure from SEC website
Assets | |
---|---|
Pooled Investment Vehicles | |
Discretionary | $143,213,007 |
Non-Discretionary | $ |
Registered Web Sites
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