Muddy Waters Capital LLC (“Muddy Waters Capital”) is a Delaware limited liability company
based in Austin, Texas that commenced operations in June 2015. MW Domino Management LLC
(“Domino Management”), Muddy Waters Asia LLC (“MW Asia”), and Muddy Waters Resources
LLC (“MW Resources”), each affiliate of Muddy Waters Capital, are registered as relying advisers
of Muddy Waters Capital (these relying advisers, together with Muddy Waters Capital, "Muddy
Waters" and, each a “Muddy Waters Entity”). Puppies & Rainbows LLC (“Puppies & Rainbows”)
is the sole member of each Muddy Waters Entity. Carson Block is sole manager of Puppies &
Rainbows and controls and owns substantially all of Puppies & Rainbows. The remainder of
Puppies & Rainbows is owned by an entity affiliated with Mr. Block’s family.
As of December 31, 2023, Muddy Waters Capital provides discretionary investment management
services to its advisory clients, which are all pooled investment vehicles including:
• Muddy Waters Capital Global Opportunities Fund LP, a Delaware limited partnership (the
“GOF Onshore Feeder”);
• Muddy Waters Capital Global Opportunities Fund Ltd., a Cayman Islands exempted
company (the “GOF Offshore Feeder” and together with the GOF Onshore Feeder, the
“GOF Feeders”);
• Muddy Waters Capital Global Opportunities Master Fund LP, a Cayman Islands exempted
limited partnership (the “GOF Master Fund”);
• MWCGOF SPV III LP, a Delaware limited partnership (“SPV III”); and
• two SMA Clients (defined below).
The GOF Feeders invest substantially all of their assets in the GOF Master Fund and are referred
to herein collectively as the “Global Opportunities Funds.” SPV III is a special purpose vehicle
that holds the securities of a single issuer. Muddy Waters Capital also provides discretionary
investment management services to two institutional clients (the “SMA Clients”) in the form of a
separately managed account agreement. The SMA Clients are disclosed as pooled investment
vehicles in Section 7.B.2 of Part 1 of our Form ADV. Muddy Waters Capital deploys a resource-
related investment strategy for these SMA Clients, and the terms of such managed accounts are set
forth in the SMA Clients’ managed account agreement (the “SMAs”). For purposes of this
Brochure, the term “Clients” generally collectively refers to the Funds and the SMA Clients.
MWCP LLC (“MWCP”), a Delaware limited liability company and an affiliate of Muddy Waters,
serves as the general partner of the GOF Onshore Feeder and the GOF Master Fund.
MWCP3 LLC (“MWCP3”), a Delaware limited liability company and an affiliate of Muddy
Waters, serves as the general partner of SPV III.
As of December 31, 2023, Domino Management provides discretionary investment management
services to its advisory clients, which are private investment funds including:
• Muddy Waters Capital Domino Fund LP, a Delaware limited partnership (the “Domino
Onshore Feeder”);
• Muddy Waters Capital Domino Fund Ltd., a Cayman Islands exempted company (the
“Domino Offshore Feeder” and together with the Domino Offshore Feeder, the “Domino
Feeders”); and
• Muddy Waters Capital Domino Master Fund LP, a Cayman Islands exempted limited
partnership (the “Domino Master Fund”).
The Domino Feeders invests all of its assets in the Domino Master Fund and, together with the
Domino Master Fund, are referred to herein as the “Domino Funds” and collectively with the
Global Opportunities Funds and the SPV III, the "Funds".
MWCP2 LLC, a Delaware limited liability company and an affiliate of Muddy Waters (“MWCP2”
and collectively with MWCP and MWCP3, the "General Partners"), serves as the general partner
of the Domino Onshore Feeder
and the Domino Master Fund.
Carson Block is also the manager and sole owner of the General Partners.
Each Fund is governed by a limited partnership agreement or articles of association (as applicable)
that sets forth the specific guidelines and restrictions applicable to each Fund (the “Governing
Documents”). In addition, investors in each Fund are provided with offering documents prior to
their investment, which also contain information regarding the intended investment program for
such Fund (together with the Governing Documents, the “Offering Documents”). The information
contained herein is a summary only and is qualified in its entirety by the Offering Documents.
Muddy Waters seeks to achieve capital appreciation through an investment strategy that
opportunistically invests globally across developed, emerging and frontier markets in securities
and other instruments, including, but not limited to, equities, equity-related securities, bonds, credit
default swaps (“CDS”), other fixed-income investments and foreign exchange as well as options,
futures contracts and other derivatives (including swaps) that reference these underlying financial
instruments. On behalf of certain Clients, Muddy Waters’ focuses on both long and short-activist
single-name securities (with a short bias). On behalf of other Clients, Muddy Waters’ focuses on a
particular sector (i.e., the natural resource sector) or a particular region (i.e., Asia, specifically
Vietnam). Unless otherwise specified in the Client’s documentation, there are no limits imposed
on the types of securities or other instruments in which the Clients may invest, the types of
positions it may take, the concentration of its investments by sector, industry, country, company,
class or otherwise, the amount of leverage it may employ or the number or nature of short positions
it may take. In addition, Muddy Waters has, and may in the future offer co-investment
opportunities alongside the Clients to third parties.
With respect to its Funds, investment advisory services are provided directly to the Funds and not
individually to the Funds' investors. Muddy Waters has full discretionary authority with respect to
investment decisions, and its advice with respect to each Fund is tailored according to such Fund’s
investment objectives, guidelines, and requirements, as set forth in each Fund's Offering
Documents.
Muddy Waters has entered (and may in the future enter) into agreements with investors whereby
such investors are subject to terms and conditions that are more advantageous than those set forth
in a Fund’s Offering Documents. For example, such terms and conditions provide, including,
without limitation, for special rights to make future investments in a Fund and other investment
vehicles; “most favored nation” provisions; special redemption rights, relating to frequency or
notice; a reduction or rebate in management fees or incentive allocations to be paid by the investors
and/or other terms; rights to receive reports from the Fund on a more frequent basis or that include
information not provided to other investors (including, without limitation, more detailed
information regarding portfolio positions); transfer rights between and among an investor’s
affiliates; notice rights upon the occurrence of various events and such other rights as may be
negotiated by the Muddy Waters, a Fund and an investor.
Muddy Waters does not participate in any wrap fee programs.
As of December 31, 2023, Muddy Waters manages approximately $ 439,692,369 of regulatory
assets on a discretionary basis.