General Description of Adviser and Principal Owners
Thomas J. Herzfeld Advisors, Inc. (the “Firm” or “TJH”) is a Florida corporation that was formed
in 1984. TJH maintains its principal office at 119 Washington Avenue, Suite 504, Miami Beach,
FL 33139. The Firm is owned by Thomas J. Herzfeld, who currently owns 100% of the voting
stock of the Firm.
TJH employs approximately 11 persons engaged in portfolio management or investment
research, investment operations, trading, client service, legal and compliance activities.
Types of Advisory Services
TJH offers investment advisory services in two primary strategies: 1) investment in closed-end
funds; and 2) investment in the Caribbean Basin (described further below).
Within the closed-end fund investment strategies, the advisor currently has eight (8) sub-strategies,
all within its Managed (Composite) Portfolio Program:
• Herzfeld Balanced & Flexible Composite
• Herzfeld Fixed Income Composite
• Herzfeld Foreign Equity & Fixed Income Composite
• Herzfeld U.S. Equity Composite
• Herzfeld Tax-Exempt (Municipal Bonds) Composite
• Herzfeld Special Situations Composite
• Herzfeld Preferred Composite
• Herzfeld SPAC Portfolio
The Firm also provides investment advisory services with respect to the Caribbean Basin. The
Firm’s Caribbean Basin investment objective is to obtain long-term capital appreciation by
investing primarily in equity and equity-linked securities of public and private companies,
including U.S. based companies, (i) whose securities are traded principally on a stock exchange in
a Caribbean Basin Country or (ii) that have at least 50% of the value of their assets in a Caribbean
Basin Country or (iii) that derive at least 50% of their total revenue from operations in a Caribbean
Basin Country. Caribbean Basin Countries include Cuba, Jamaica, Trinidad and Tobago, the
Bahamas, the Dominican Republic, Barbados, Aruba, Haiti, the former Netherlands Antilles, the
Commonwealth of Puerto Rico, Mexico, Honduras, Guatemala, Belize, Costa Rica, Panama,
Colombia, Guyana, Venezuela and the United States.
For additional information about these investment strategies please refer to Item 8.
TJH provides investment advisory services directly to registered investment companies, private funds,
and separately managed accounts. Additional information about these advisory services and the type
of clients we serve is described immediately below and in Item 7.
Registered Investment Companies (the “Registered Funds”)
TJH provides investment advisory services to the following investment company registered under
the Investment Company Act of 1940 (the “Company Act”):
• The Herzfeld Caribbean Basin Fund, Inc. (“CUBA Fund”) (NASDAQ: CUBA), through an
Investment Management Agreement between the CUBA Fund and the Firm’s Herzfeld
CUBA division. The CUBA Fund is advised under the Firm’s Caribbean Basin strategy.
Private Funds (the “Private Funds”)
TJH provides investment advisory services to private funds consisting of a “master feeder”
structure that includes a master fund domiciled in the Cayman Islands (the “Master Fund”), an
“offshore feeder fund” domiciled in the Cayman Islands, and an “onshore feeder fund” domiciled
in Delaware, United States.
In addition, TJH also manages (2) two Delaware private funds that were formed as special purpose
vehicles to invest alongside the Master Fund.
Separately Managed Accounts (“SMAs”)
TJH provides investment advisory services to a variety of separately managed account clients,
including individuals, pension plans, high net worth individuals, charitable organizations,
corporations, and institutional clients.
Investment Strategies and Restrictions
TJH manages the Registered Fund, Private Funds, and SMAs (together, “Clients”) based on each
Client’s strategies, restrictions, and guidelines and does not tailor its advisory services to any
particular Client except as described below.
With respect to SMAs, TJH will consider each client’s risk tolerance, time horizon, tax status,
liquidity needs, return objectives and preferences.
TJH provides its investment advisory services in accordance with the specific investment
objectives and restrictions of each client, in accordance with and subject to the directions,
guidelines, and limitations imposed by the client through, as applicable, the investment
management agreement, prospectus and statement of additional information, private placement
memorandum, and/or other governing documents (the “Governing Documents”).
TJH’s investment discretion with respect to managing the Registered Fund is also subject to the
parameters provided by and oversight of the Registered Fund’s governing body (e.g., board of
directors/trustees).
TJH’s investment discretion with respect to managing the Private Funds is also subject to the
parameters provided by and oversight of the respective Private Fund’s governing body (e.g., board
of directors/trustees or general partner).
Generally, the investment advice offered by the Firm is limited to the investment strategies
described above. However, the Firm will manage other strategies at the specific request of a Client,
subject to review and agreement on the type of strategy, applicable investment restrictions,
minimum account size and agreement on fees.
Wrap Fee Programs
“Wrap arrangements,” “wrap fee programs,” and/or “wrap fee accounts” involve individually-
managed accounts for individual or institutional clients. The wrap fee accounts are offered as part
of a larger program by a “sponsor,” usually a brokerage, banking or investment advisory firm, and
are managed by one or more investment advisers. TJH has arrangements with several brokerage,
bank and/or investment advisory firms (sponsors) who sponsor “wrap fee” programs where TJH
acts as adviser or sub-adviser to the wrap program and provides investment management services
to those clients who select TJH as part of their investment program. The sponsor typically
authorizes payment of a portion of its program fee to TJH for its services, which TJH receives
directly from the wrap fee client.
Generally, TJH’s management of wrap fee accounts and other accounts under the same investment
strategy is consistent. Subject to our best execution policy when selecting brokers for trading for
our wrap fee program accounts, TJH at its discretion may trade with different broker/dealers than
for our other (non-Wrap) accounts or trade away with a single broker/dealer on a combined basis.
Trades for wrap fee program accounts are typically directed to the wrap fee program sponsor (or
its designated broker/dealer), since brokerage commissions are included in the wrap fee. In such
situations, TJH may be required to trade a wrap fee program’s accounts separately from other
accounts being managed within the same strategy. As described in “Item 12- Brokerage Practices”,
while directed brokerage is designed to benefit the wrap fee program account through lower trading
costs, there may be circumstances where directed trades do not receive the best price, or where
dividing the trade into separate components may inhibit TJH’s ability to obtain the same level of
or as timely an execution as it may otherwise have been able to obtain if it had been able to execute
the entire trade with one broker/dealer. Operational limitations with these types of accounts make
trading away from the sponsor difficult. To the extent that TJH trades away from the sponsor by
placing trades with a different brokerage firm, the client will typically incur the costs associated
with this trading, in addition to the wrap fees normally payable. Subject to these limitations, TJH
continues to employ methods, such as trade rotation and periodic brokerage review, in an effort to
reduce the impact of these issues. Clients who enroll in these programs should satisfy themselves
that the sponsor is able to provide best price and execution of transactions.
TJH may engage in wrap programs involving both single-contract and dual-contract accounts. In
a single contract, the sponsor typically provides a level of research and due diligence on TJH and
often stands as a co-fiduciary with TJH. Customers execute one contract with the sponsor. Dual
contract programs require a customer to execute two separate contracts: one covering services
provided by the sponsor; and the other covering separate investment management services
provided by TJH.
With respect to single contract wrap fee program accounts, TJH may not be provided sufficient
information by the wrap fee program sponsor to perform an assessment as to the suitability of
TJH’s services and investment strategy for the client. In such cases, TJH will rely upon the wrap
fee program sponsor who, as part of its fiduciary duty to each client, must determine not only the
suitability of TJH’s services and investment strategies for the client, but also the suitability of the
wrap fee program in general. In addition, TJH relies upon the wrap fee program sponsor to provide
required disclosures to such clients, including delivery of this Form ADV Part 2A (Brochure) and,
where applicable, Part 3 (CRS) to clients as required.
Please see additional information regarding wrap fee programs in “Item 5 – Fees and
Compensation.”
Assets Under Management
As of December 31, 2023, TJH managed assets of approximately $726.9 million. Of this amount,
approximately $19.2 million was on a non-discretionary basis and approximately $707.7 million
was on a discretionary basis.