Lamp letter
A May 6, 1997, "no-action letter" from the SEC to Lamp Technologies of Dallas indicating that
an online hedge-fund database would not violate restrictions against marketing hedge funds. The landmark letter cleared
the way for others to launch hedge-fund performance databases on the Internet, and expressed the SEC's opinion that such
databases did not represent the type of general hedge-fund advertising that was prohibited under rule
502(c) of Regulation D under the Securities Act of 1933
Management fee
The charge that a fund manager assesses to cover operating expenses.
Investors are typically charged separately for costs incurred for outsourced
services. The fee generally ranges from an annual 0.5% to 2% of an investor's
entire holdings in the fund, and it is usually collected on a quarterly
basis.
Managed futures
A vehicle in which an investor gives a commodity trading advisor
-- usually a manager or broker -- discretion or authority to buy and sell
futures contracts, either unconditionally or with restrictions. A type
of discretionary account
Management fee
The charge that a fund manager assesses to cover operating expenses.
Investors are typically charged separately for costs incurred for outsourced
services. The fee generally ranges from an annual 0.5% to 2% of an investor's
entire holdings in the fund, and it is usually collected on a quarterly
basis.
Market-neutral investment strategy
An approach that aims to preserve capital through any of several methods
and under any market conditions. The most common followers of the market-neutral
strategy are funds pursuing a long/short investment strategy. These seek
to exploit market discrepancies by purchasing undervalued securities and
taking an equal, short position in a different and overvalued security.
Market-neutral funds typically employ long-term holding periods and experience
moderate volatility.
Market timer
A hedge-fund manager that selects asset allocations in anticipation of
movements in the broad market.
Master-feeder fund
A common hedge-fund structure through which a manager sets up two separate
vehicles -- one based in the U.S. and an offshore fund that is domiciled
outside the U.S. -- which serve as the only investors for a third non-U.S.
fund. The two smaller entities are known as feeder funds, while the large
offshore vehicle acts as the master fund. The purpose of such an arrangement
is to create a single investment vehicle for both U.S. and non-U.S. investors.
Merger arbitrage investment strategy
Trading the stocks of companies that have announced acquisitions or are
the targets of acquisitions. Seeks to exploit deviations of market prices
from proposed exchange formulas.
Mortgage-backed securities arbitrage investment strategy
An approach that seeks to exploit pricing differentials between various
issues of mortgage-related bonds.
Multi strategy
An investment style that combines several different approaches. The term
often applies to funds of funds
Net Asset Value
A mutual fund's price per share or exchange-traded fund's per-share value.
In both cases, the per-share dollar amount of the fund is derived by dividing the total value of all
the securities in its portfolio, less any liabilities, by the number of fund shares outstanding.
In terms of corporate valuations, the value of assets less liabilities equals net asset value, or "book value".
A mutual fund's price per share or exchange-traded fund's per-share value.
In both cases, the per-share dollar amount of the fund is derived by dividing the total value of all
the securities in its portfolio, less any liabilities, by the number of fund shares outstanding.
In terms of corporate valuations, the value of assets less liabilities equals net asset value, or "book value".
Offshore fund
An investment vehicle that is domiciled outside the U.S. and
has no limit on the number of non-U.S. investors it can take on. Although
the fund's securities transactions occur on U.S. exchanges and are executed
by a U.S. manager, or general partner, its administration and audits are
conducted offshore -- usually in a tax haven like the Cayman Islands.
Because it is administered outside the U.S., non-U.S. investors and such
U.S. investors as pension funds and other tax-exempt entities aren't subject
to U.S. taxes.
Opportunistic investment strategy
An approach that seeks to produce the greatest possible returns
by making aggressive investments in the most-efficient products at a given
time. Such funds typically hold their investments for five to 30 days,
based on the momentum of the investments' values. They usually experience
low volatility.
Private placement
Issues those are exempt from public-registration provisions
in section 4-2 of the Securities Act of 1933. Hedge fund shares are generally
offered as private placements, which are typically offered to only a few
investors, rather than the general public. They must meet the following
criteria:
- The issuer must believe that the buyer is capable of evaluating the risks of the transaction.
- Buyers have access to the same information that would appear in the prospectus of a publicly offered issue.
- The issuer does not sell the securities to more than 35 parties in any 12-month period.
- The buyer does not intend to sell the securities immediately for a trading profit.
PIPEs
Acronym for private investments in public entities. Investments
typically made by funds following Regulation D investment strategy.
Prime broker
A large bank or securities firm that provides various administrative,
back-office and financing services to hedge funds and other professional
investors. Prime brokers can provide a wide variety of services, including
trade reconciliation (clearing and settlement), custody services, risk
management, margin financing, securities lending for the purpose of carrying
out short sales, record keeping, and investor reporting. A prime brokerage
relationship doesn't preclude hedge funds from carrying out trades with
other brokers, or even employing others as prime brokers. To compete for
business, some prime brokers act as incubators for funds, providing office
space and services to help new fund managers get off the ground.
Private-equity fund
Entities that buy illiquid stakes in privately held companies,
sometimes by participating in leveraged buyouts. Like hedge funds, the
vehicles are structured as private investment partnerships in which only
qualified investors may participate. Such funds typically charge a management
fee of 1.5% to 2.5%, as well as an incentive fee of 25% to 30%. Most private-equity
funds employ lock-up periods of five to ten years, longer than those of
hedge funds
Private placement
Issues those are exempt from public-registration provisions
in section 4-2 of the Securities Act of 1933. Hedge fund shares are generally
offered as private placements, which are typically offered to only a few
investors, rather than the general public. They must meet the following
criteria:
- The issuer must believe that the buyer is capable of evaluating the risks of the transaction.
- Buyers have access to the same information that would appear in the prospectus of a publicly offered issue.
- The issuer does not sell the securities to more than 35 parties in any 12-month period.
- The buyer does not intend to sell the securities immediately for a trading profit.
Qualified purchaser
To be a qualified purchaser you must meet either of the following criteria:
a) Individuals who own $5 million in investments, which include securities, financial contracts entered into for investment purposes, cash, cash equivalents held for investment purposes, real estate held for investment purposes, CDs, bankers acceptances and other similar bank instruments held for investment purposes. Investments do not include real estate held for personal purposes, jewelry, art, antiques, and other collectibles. Debt used to acquire the investments is excluded from the value of the investments;
b) Institutional investors who own $25 million in investments;
c) A family owned company that owns $5 million in investments;
d) For trusts with less than $25 million, a trust where the trustee and each person who contributes assets to the trust is a Qualified Purchaser; e) A "Qualified Institutional Buyer" under Rule 144A of the 33 Act, except that "dealers" under Rule 144 must meet the $25 million standard of the 1940 Act, rather than the $10 million standard of Rule 144A. Rule 144A generally defines a "Qualified Institutional Buyer" as institutions, including registered Investment Companies, that own and invest on a discretionary basis $100 million of securities that are affiliated with the institution, banks that own and invest on a discretionary basis $100 million in QIB securities and have an audited net worth of $25 million, and certain registered dealers;
f) A company owned beneficially only by Qualified Purchasers; however, a company will not be deemed to be a qualified purchaser if it was formed for the specific purposes of acquiring the securities offered by a 3(c)(7) fund.
For a complete definition of Qualified Purchaser, please see Title 15 U.S.C. Chapter 2D, Sub Chapter I, Section 80a-2(a)(51), which is publicly available at www.gpoaccess.gov/uscode/browse.html
a) Individuals who own $5 million in investments, which include securities, financial contracts entered into for investment purposes, cash, cash equivalents held for investment purposes, real estate held for investment purposes, CDs, bankers acceptances and other similar bank instruments held for investment purposes. Investments do not include real estate held for personal purposes, jewelry, art, antiques, and other collectibles. Debt used to acquire the investments is excluded from the value of the investments;
b) Institutional investors who own $25 million in investments;
c) A family owned company that owns $5 million in investments;
d) For trusts with less than $25 million, a trust where the trustee and each person who contributes assets to the trust is a Qualified Purchaser; e) A "Qualified Institutional Buyer" under Rule 144A of the 33 Act, except that "dealers" under Rule 144 must meet the $25 million standard of the 1940 Act, rather than the $10 million standard of Rule 144A. Rule 144A generally defines a "Qualified Institutional Buyer" as institutions, including registered Investment Companies, that own and invest on a discretionary basis $100 million of securities that are affiliated with the institution, banks that own and invest on a discretionary basis $100 million in QIB securities and have an audited net worth of $25 million, and certain registered dealers;
f) A company owned beneficially only by Qualified Purchasers; however, a company will not be deemed to be a qualified purchaser if it was formed for the specific purposes of acquiring the securities offered by a 3(c)(7) fund.
For a complete definition of Qualified Purchaser, please see Title 15 U.S.C. Chapter 2D, Sub Chapter I, Section 80a-2(a)(51), which is publicly available at www.gpoaccess.gov/uscode/browse.html
Qualified purchaser
To be a qualified purchaser you must meet either of the following criteria:
a) Individuals who own $5 million in investments, which include securities, financial contracts entered into for investment purposes, cash, cash equivalents held for investment purposes, real estate held for investment purposes, CDs, bankers acceptances and other similar bank instruments held for investment purposes. Investments do not include real estate held for personal purposes, jewelry, art, antiques, and other collectibles. Debt used to acquire the investments is excluded from the value of the investments;
b) Institutional investors who own $25 million in investments;
c) A family owned company that owns $5 million in investments;
d) For trusts with less than $25 million, a trust where the trustee and each person who contributes assets to the trust is a Qualified Purchaser; e) A "Qualified Institutional Buyer" under Rule 144A of the 33 Act, except that "dealers" under Rule 144 must meet the $25 million standard of the 1940 Act, rather than the $10 million standard of Rule 144A. Rule 144A generally defines a "Qualified Institutional Buyer" as institutions, including registered Investment Companies, that own and invest on a discretionary basis $100 million of securities that are affiliated with the institution, banks that own and invest on a discretionary basis $100 million in QIB securities and have an audited net worth of $25 million, and certain registered dealers;
f) A company owned beneficially only by Qualified Purchasers; however, a company will not be deemed to be a qualified purchaser if it was formed for the specific purposes of acquiring the securities offered by a 3(c)(7) fund.
For a complete definition of Qualified Purchaser, please see Title 15 U.S.C. Chapter 2D, Sub Chapter I, Section 80a-2(a)(51), which is publicly available at www.gpoaccess.gov/uscode/browse.html
a) Individuals who own $5 million in investments, which include securities, financial contracts entered into for investment purposes, cash, cash equivalents held for investment purposes, real estate held for investment purposes, CDs, bankers acceptances and other similar bank instruments held for investment purposes. Investments do not include real estate held for personal purposes, jewelry, art, antiques, and other collectibles. Debt used to acquire the investments is excluded from the value of the investments;
b) Institutional investors who own $25 million in investments;
c) A family owned company that owns $5 million in investments;
d) For trusts with less than $25 million, a trust where the trustee and each person who contributes assets to the trust is a Qualified Purchaser; e) A "Qualified Institutional Buyer" under Rule 144A of the 33 Act, except that "dealers" under Rule 144 must meet the $25 million standard of the 1940 Act, rather than the $10 million standard of Rule 144A. Rule 144A generally defines a "Qualified Institutional Buyer" as institutions, including registered Investment Companies, that own and invest on a discretionary basis $100 million of securities that are affiliated with the institution, banks that own and invest on a discretionary basis $100 million in QIB securities and have an audited net worth of $25 million, and certain registered dealers;
f) A company owned beneficially only by Qualified Purchasers; however, a company will not be deemed to be a qualified purchaser if it was formed for the specific purposes of acquiring the securities offered by a 3(c)(7) fund.
For a complete definition of Qualified Purchaser, please see Title 15 U.S.C. Chapter 2D, Sub Chapter I, Section 80a-2(a)(51), which is publicly available at www.gpoaccess.gov/uscode/browse.html
R-squared
A measure of the degree to which a hedge fund's returns are
correlated to the broader financial market. A figure of 1 would be a perfect
correlation, while 0 would be no correlation and minus-1 would be a perfect
inverse correlation. Any figure below 0.3 is considered non-correlated.
The result is used to determine whether a hedge fund follows a market-neutral
investment strategy. Sometimes referred to as "R."
Rate of return
The annual appreciation in the value of a fund or any other
type of investment, stated as a percentage of the total amount invested.
Sometimes referred to a simply the "return."
Redemption fee
A charge, intended to discourage withdrawals that a hedge-fund
manager levies against investors when they cash in their shares in the
fund before a specified date
Regulation D
A provision in the Securities Act of 1933 that allows privately
placed transactions to take place without SEC registration and prohibits
hedge funds from advertising themselves to the general public. It also
outlines which parties qualify as company insiders.
Regulation D investment strategy
An approach in which the fund manager provides financing to
publicly traded companies, usually in exchange for a privately placed
convertible note issued at a discount. Also known as PIPES (private investments
in public entities).
Relative-value investment strategy
A market-neutral investment strategy that seeks to identify
investments whose values are attractive, compared to similar securities,
when risk, liquidity and return are taken into account.
Risk arbitrage investment strategy
Purchasing stocks of companies that are likely takeover targets,
while assuming short positions in the would-be acquiring companies. Risk
arb players can employ an event-driven investment strategy or merger arbitrage
investment strategy, seeking situations such as hostile takeovers, mergers
and leveraged buyouts. Such funds typically experience moderate amounts
of volatility.
Risk-free rate
The theoretical return on a risk-free investment, usually
a U.S. security.
