A. General Description of Advisory Firm
Farallon, a Delaware limited liability company, is an investment adviser whose predecessor
was founded in 1986. Mr. Andrew J.M. Spokes is the Managing Partner of Farallon. Mr.
Nicolas Giauque is the Chief Investment Officer of Farallon. Mr. Giauque oversees Farallon’s
investment activities, along with Mr. Spokes. The principal owner of Farallon is Mr. Spokes
through Farallon Capital Management, L.P.
B. Advisory Services
Farallon provides administrative services and discretionary investment management services to
private investment funds, the securities of which are offered to investors on a private
placement basis, and to managed accounts. In particular, Farallon provides administrative and
discretionary investment management services to the following funds (collectively, the
“Investment Partnerships”):
• Farallon Capital Partners, L.P.
• Tinicum Partners, L.P.
• Farallon Capital Institutional Partners, L.P.
• Farallon Capital Institutional Partners II, L.P.
• Farallon Capital Institutional Partners 2.5, L.P.
• Farallon Capital Institutional Partners III, L.P.
• Four Crossings Institutional Partners V, L.P.
• RR Capital Partners, L.P.
• Farallon Special Situation Partners III, L.P. and Farallon Special Situation Partners
Master III, L.P.
• Farallon Special Situation Partners IV, L.P.
• Farallon Special Situation Partners V, L.P.
• Farallon Special Situation Partners VI, L.P.
• Sidecar Partners Holdings, L.P. and Sidecar Partners, L.P.
• FCOI II Currency Class Fund, Ltd., Farallon Capital Offshore Investors, Inc., FCOI II
Holdings, L.P., Farallon Capital Institutional Partners VI, L.P. and Farallon Capital
Offshore Investors II, L.P.
• Farallon Special Investment Partners, L.P.
• Farallon Asia Special Situations, L.P. and Farallon Asia Special Situations Master, L.P.
• Farallon Asia Special Situations II, L.P. and Farallon Asia Special Situations Master II,
L.P.
• Farallon Asia Special Situations III, L.P. and Farallon Asia Special Situations Master
III, L.P.
• Farallon Capital (AM) Investors, L.P.
• Farallon Capital AA Investors, L.P.
• Farallon Overflow Fund, L.P.
• Farallon Overflow Fund II, L.P. and Farallon Overflow Master Fund II, L.P.
• Farallon Real Estate Partners, L.P. and Farallon Real Estate Institutional Partners, L.P.
• Farallon Real Estate Partners II, L.P. and Farallon Real Estate Institutional Partners II,
L.P.
• Farallon Real Estate Partners III, L.P. and Farallon Real Estate Institutional Partners III,
L.P.
• Farallon Real Estate Partners IV, L.P. and Farallon Real Estate Institutional Partners
IV, L.P.
• Farallon Capital F5 Investors I, L.P., Farallon Capital F5 Investors II, L.P., Farallon
Capital F5 CC, L.P., Farallon Capital F5 Master I, L.P. and Farallon Capital F5 Master
II, L.P.
• Farallon Equity Partners, L.P., Farallon Equity Partners International, Ltd. and Farallon
Equity Partners Master, L.P.
• Farallon Special Situations Fund, L.P. and Farallon Special Situations Master Fund,
L.P.
• Farallon Special Situations Fund II, L.P. and Farallon Special Situations Master Fund
II, L.P.
• Farallon Special Situations X-VII, L.P. and Farallon Special Situations Master X-VII,
L.P.
• Farallon Special Situations VII, L.P. and Farallon Special Situations Master VII, L.P.
• Farallon Special Investment Partners III, L.P.
• Farallon Special Situations Octave, L.P.
• Farallon Healthcare Partners, L.P., Farallon Healthcare Partners International, Ltd. and
Farallon Healthcare Partners Master, L.P.
• Farallon Special Investment Institutional Partners IV, L.P.
• Farallon Special Situations Credit IX, L.P. and Farallon Special Situations Master
Credit IX, L.P.
• Farallon Co-Investment Feeder Fund, L.P. and Farallon Co-Investment Master Fund,
L.P.
Farallon provides administrative and discretionary investment management services to
Farallon Investment Holdings, L.P. (“FIH”) which generally accepts investments only from
Farallon’s affiliate, FPLLC (as defined below), and certain employees of Farallon and the
Farallon Advisers and operates as a fund-of-funds investing in other Farallon Funds (as defined
below). FPLLC (as defined below) may act as general partner and/or Farallon may act as
investment manager of certain Farallon Funds in which other Farallon Funds may invest.
Together, the Investment Partnerships, FIH, the managed accounts, and any other accounts and
funds for which Farallon provides such services from time to time are referred to herein as the
“Farallon
Funds”. Farallon may serve as investment adviser for other entities in the future.
As more fully set forth in Farallon’s ADV Part 1A, for FIH and the Investment Partnerships
that are structured as partnerships or limited liability companies, Farallon Partners, L.L.C.,
which is an affiliate of Farallon, or another affiliated Farallon entity (collectively, “FPLLC”),
serves as the general partner or managing member, as applicable, of such entities. References
herein to Farallon will include FPLLC, unless the context suggests otherwise.
Farallon has broad and flexible investment parameters, and seeks global investment
opportunities pursuant to a wide variety of investment strategies, including, without limitation,
certain core strategies such as credit investing, direct investments, long/short equity investing,
merger arbitrage, risk arbitrage and real estate, as more fully set forth below in Item 8. Farallon
will emphasize or de-emphasize, add, develop or eliminate different investments and investment
strategies and techniques from time to time, depending on, among other things, the perceived
opportunities and relative risk-adjusted expected returns. Farallon’s execution is flexible to
allow capital to shift among strategies, asset classes and geographies based on prevailing
opportunities. Investments are made in U.S. and non-U.S. securities and markets, including in
emerging markets. The Farallon Funds’ investment portfolios, as applicable to their investment
strategies, consist of a broad range of publicly traded and privately purchased securities,
instruments and obligations.
This Brochure generally includes information about Farallon and its relationships with the
Farallon Funds. While much of this Brochure applies to all such Farallon Funds, certain
information included herein applies only to specific Farallon Funds.
C. Availability of Customized Services
While the Farallon Funds generally have similar or overlapping investment strategies and
investment parameters, Farallon’s advice with respect to the Farallon Funds is subject to their
investment programs, which differ due to, among other reasons, different investment mandates,
various investment restrictions and types of investors. The Farallon Funds include, for
example, funds that are designed specifically for U.S. taxable investors, which utilize margin
borrowings and other forms of leverage; funds that are designed specifically for U.S. tax-
exempt entities (and certain of those funds generally do not borrow on margin); non-U.S. funds
that generally do not participate in certain U.S. investments; funds that do not make Special
Investments (as defined below); funds that primarily invest in Special Investments; funds that
are focused on Special Investments globally or in certain geographic regions or markets; multi-
strategy funds that may make investments subject to certain environmental, social and/or
governance investment screens; funds with certain currency hedging overlays; strategy-specific
funds; funds and managed accounts focused on overflow and/or co-investment opportunities;
and funds that are a hybrid or a sub-set of the foregoing. Additional funds that pursue
specialized, or different, investment programs may be formed in the future. Farallon may enter
into agreements, such as side letters, with certain investors in the Farallon Funds that may
provide rights or benefits in favor of such investors that are more favorable than the rights or
benefits provided to other investors in such Farallon Funds. The investment mandate and
guidelines or restrictions for each Farallon Fund are set forth in its constituent documents.
References to “constituent documents” in this Form ADV Part 2A include any offering
documents for a Farallon Fund and any investment management agreement with respect to a
Farallon Fund that is a managed account. Persons reviewing this Form ADV Part 2A should
not construe this as an offering of any of the Farallon Funds described herein. Such offering
will only be made pursuant to the delivery to prospective investors of a private placement
memorandum and/or subscription agreement, which will describe certain risk factors, conflicts
of interest, investment objectives and other important features of a particular Farallon Fund.
D. Wrap Fee Programs
Not applicable.
E. Client Assets
The amount of discretionary assets under management as of December 31, 2023 is
approximately $38,738,743,000 and is based on unaudited financial data which are subject to
change. The figure represents the net asset value of the Farallon Funds plus uncalled capital
commitments for the Farallon Funds. As of December 31, 2023, Farallon manages no assets
on a non-discretionary basis.