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Adviser Profile

As of Date 08/27/2024
Adviser Type - Large advisory firm
- An investment adviser (or subadviser) to an investment company
Number of Employees 55 -8.33%
of those in investment advisory functions 21 -16.00%
Registration SEC, Approved, 3/11/2003
AUM* 9,521,833,367 -8.65%
of that, discretionary 9,521,833,367 -8.65%
Private Fund GAV* 6,749,571,259 1.05%
Avg Account Size 130,436,074 -4.90%
SMA’s Yes
Private Funds 37
Contact Info 203 xxxxxxx
Websites

Client Types

- Investment companies
- Pooled investment vehicles
- Pension and profit sharing plans
- Charitable organizations
- State or municipal government entities
- Corporations or other businesses not listed above

Advisory Activities

- Portfolio management for investment companies
- Portfolio management for pooled investment vehicles
- Portfolio management for businesses
- Selection of other advisers

Compensation Arrangments

- A percentage of assets under your management
- Performance-based fees

Recent News

Reported AUM

Discretionary
Non-discretionary
12B 11B 9B 7B 5B 4B 2B
2015 2016 2017 2018 2019 2020 2021 2022 2023

Private Funds



Employees

Private Funds Structure

Fund Type Count GAV
Fund TypeHedge Fund Count37 GAV$6,749,571,259

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Adviser SRS INVESTMENT MANAGEMENT, LLC Hedge Fund12.1b Liquidity Fund- Private Equity Fund- Real Estate Fund- Securitized Asset Fund- Venture Capital Fund- Other Fund- Total Private Fund GAV12.1b AUM12.1b #Funds3
Adviser TWINBEECH CAPITAL LP Hedge Fund9.6b Liquidity Fund- Private Equity Fund- Real Estate Fund- Securitized Asset Fund- Venture Capital Fund- Other Fund- Total Private Fund GAV9.6b AUM11.9b #Funds1
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Adviser ABRAMS CAPITAL MANAGEMENT, L.P. Hedge Fund9.1b Liquidity Fund- Private Equity Fund- Real Estate Fund- Securitized Asset Fund- Venture Capital Fund- Other Fund- Total Private Fund GAV9.1b AUM10.1b #Funds9

Brochure Summary

Overview

INTRODUCTION TO FRANKLIN TEMPLETON The Advisers are wholly-owned subsidiaries (whether directly or indirectly) of Franklin Resources, a holding company with subsidiaries that operate under the Franklin Templeton® and/or subsidiary brand names. Franklin Resources is a global investment management organization, and the various distinct brand names it offers investment services and products under include, but are not limited to, Alcentra®, Benefit Street Partners®, Brandywine Global Investment Management®, Clarion Partners®, ClearBridge Investments®, Fiduciary Trust International™, Franklin®, Franklin Bissett®, Franklin Mutual Series®, K2®, Legg Mason®, Lexington Partners®, Martin Currie®, O’Shaughnessy® Asset Management, Royce® Investment Partners, Templeton®, and Western Asset Management Company®. Franklin Resources, through current and predecessor subsidiaries, has been engaged in the investment management and related services business for over 75 years. Franklin Resources’ common stock is traded on the New York Stock Exchange under the ticker symbol “BEN” and is included in the Standard & Poor’s 500 Index. INTRODUCTION TO K2/D&S K2/D&S is a Delaware limited liability company formed on May 22, 1997 and is based in Stamford, Connecticut. K2/D&S is a wholly-owned subsidiary of K2 Advisors Holdings, LLC, which is a wholly- owned subsidiary of Franklin Templeton Institutional, LLC, which is a wholly-owned subsidiary of Franklin Resources. K2/D&S’s advisory business was launched in 1994 by the predecessor firm to K2/D&S’s affiliate, K2 Advisors, L.L.C. (“K2 Advisors”). ADVISORY SERVICES OF THE ADVISERS The Advisers collectively provide investment advisory and portfolio management services under investment management agreements with clients in jurisdictions worldwide, which include registered open-end and closed-end funds and unregistered funds (collectively, “Funds”), as well as separate accounts (“Separate Accounts”), which typically include Separate Accounts for institutional and high net-worth clients. In the United States, the Advisers provide advice to investment companies registered with the SEC pursuant to the Investment Company Act of 1940 (the “1940 Act”), including exchange- traded funds (“ETFs”) (“U.S. Registered Funds”), pooled investment vehicles with U.S. resident investors that are exempt from registration under the 1940 Act (“Private Funds”), and Separate Accounts. In addition, certain Advisers’ assets under management include assets in funds or accounts that are sold outside of the United States. Certain Advisers manage, advise or sub-advise investment products sponsored by other companies (“Sub-Advised Accounts”), which may be sold to investors under the brand names of those other companies or on a co-branded basis. Please see Item 7 (“Types of Clients”) for greater detail. For information about the types of clients of a particular Adviser, please see that Adviser’s brochure. The Advisers provide investment management services under agreements with each of their Fund, Sub-Advised Account, Separate Account and other types of clients discussed herein (collectively, “Accounts”), as applicable. Investment management services include services to managed accounts with full investment discretion, and to advisory accounts with no investment discretion. Typically, Accounts are managed on a fully discretionary basis. Certain Accounts managed by the Advisers invest in funds and accounts managed by affiliated or unaffiliated investment advisers. With respect to Accounts for which an Adviser has been appointed to provide discretionary investment management services, the Adviser will determine which securities the Accounts will purchase, hold or sell. In the context of a Fund, the Advisers will do this under the supervision and oversight of a board of directors, general partner, trustee or an equivalent body, person or entity, as applicable. In addition, the Advisers typically take various steps to implement such decisions, including arranging for the selection of broker-dealers and the execution and settlement of trades in accordance with applicable criteria set forth in the investment management agreement for each Account, internal policies, commercial practice, and applicable law. With respect to any Account for which an Adviser has been appointed to provide non-discretionary investment management services, the Adviser will make recommendations as to which securities the Accounts should purchase, hold or sell. In such cases, the Adviser may or may not perform trading activities for an Account depending on the authority provided by the client. When providing investment Franklin Templeton Page 1 management services, each Adviser will perform or obtain research as it deems necessary or as agreed with the client. with the investment objectives, guidelines and restrictions which form part of the investment management agreement or other similar agreement negotiated with the client or as otherwise developed in consultation with the client. Such Advisers consider each prospective Separate Account client on an individual basis. Advisers will provide investment advice to Fund clients in accordance with the investment objectives, guidelines and restrictions as described in the prospectus, offering memorandum or other offering documents as well as applicable law. The investment objectives, guidelines and restrictions for Funds will not be tailored to the needs of any particular investor in such Funds. Please see Item 7 (“Types of Clients”) for more information. Please see Item 16 (“Investment Discretion”) for details of the circumstances in which clients can place limitations on the Advisers’ discretionary authority. Potential or actual conflicts of interest will, from time to time, arise in allocating investment opportunities among the Advisers’ Accounts. Conflicts of interest in relation to such allocation determinations are further discussed in Item 6 (“Performance-Based Fees and Side-By-Side Management”), Item 11 (“Code of Ethics, Participation or Interest in Client Transactions and Personal Trading”) and Item 12 (“Brokerage Practices”). SMA Programs Certain Advisers act as adviser or sub-adviser with respect to certain clients and program sponsors (“Sponsors”) in connection with third-party investment adviser, broker-dealer and other financial services firm separately managed accounts (“SMAs”), unified managed accounts (“UMAs”) or other wrap fee programs (collectively, “SMA Programs”), which is discussed more fully in the brochure of the Advisers providing such services. Model Delivery Programs One or more Advisers provide model investment portfolios to unaffiliated or affiliated investment advisers and other financial institutions for use in connection with their advisory programs to their clients, which is discussed more fully in the brochure of the Advisers providing these services. Digital Advisory Programs One or more Advisers provide advisory or sub-advisory services through digital investment advisory programs (the “Digital Programs”), which use a proprietary investment algorithm to recommend a portfolio for the client, or the client of a Digital Program Sponsor (as defined below), or recommend portfolio composition at the asset class level, based on information provided by or on behalf of such investor. These programs are offered directly by an Adviser, or they can be integrated with electronic platforms of affiliated and unaffiliated investment advisers and other financial institutions (the “Digital Program Sponsors”), or provided via web-interface, for use in connection with Digital Program Sponsors’ sponsored advisory service programs that they provide to their clients. In certain deployments of the Digital Programs, such as arrangements where the Adviser is engaged to provide non-discretionary advisory services to a Digital Program Sponsor, the program sponsor’s clients are not clients of the Adviser. In other deployments, such as where the Adviser is engaged as a discretionary adviser or sub-adviser by a Digital Program Sponsor, the client participating in the program is a client of both the Digital Program Sponsor and the Adviser. In cases where the Advisers are recommending a portfolio developed by Franklin Templeton Investment Solutions (“FTIS”), the Digital Programs select for the investor or recommend to
the Digital Program Sponsor, as applicable, a portfolio of collective investment trusts and/or U.S. Registered Funds out of several prospective portfolios after considering the investor’s risk profile, investment time horizon, initial investment amount and goal target amount, desired priority for the goal, a precalculated level of acceptable loss of the initial investment at goal tenure date (which is aligned to the desired priority of the goal), and expected future investment contributions and withdrawals. More information regarding these digital advisory programs is discussed in the brochure of the Advisers providing such services, including FAV below. ADVISORY SERVICES OF K2/D&S K2/D&S provides investment management advice and supervisory services to privately offered limited partnerships, limited liability companies, offshore corporations and other entities or accounts Franklin Templeton Page 2 (“Fund of Funds”) typically organized to invest in a diversified group of other privately offered investment entities (“hedge funds”) that are managed by unaffiliated or, in certain instances, affiliated investment managers (the “Underlying Managers”). The Fund of Funds may invest in (i) concentrated portfolios of hedge funds that pursue similar strategies, (ii) a particular hedge fund managed by an Underlying Manager, (iii) managed accounts managed by Underlying Managers, (iv) alternative trading platforms, including Underlying Managers accessed through derivatives with returns linked to the Underlying Managers’ strategies, or (v) funds on one or more platforms (“Platform Funds”) that are managed by K2/D&S and sub-advised by an Underlying Manager. All such hedge funds, managed accounts and Platform Funds are referred to herein as “Investment Funds”. The Fund of Funds also may invest in other Private Funds or Registered Funds advised by K2/D&S or affiliates of K2/D&S. K2 Advisors, an affiliate of K2/D&S, serves as general partner or managing member to certain of K2/D&S’s clients and, in such cases, has delegated a substantial part of its management activities with respect to such clients to K2/D&S. K2/D&S also may advise certain other Private Funds or Accounts that invest directly in securities or other financial instruments including, but not limited to, futures, options, ETFs, debt and/or equity securities in the following strategies: beta replication (hedge fund replication), alpha replication, risk premia and/or risk mitigation strategies (such as conditional risk overlay, also referred to as the “CRO Component”) and a catastrophe bond strategy. K2/D&S is also the investment manager to U.S. Registered Funds. Each Registered Fund is a multi-manager fund that allocates its assets among multiple affiliated or unaffiliated sub-advisors (each, a “Sub-Advisor”). Additionally, K2/D&S is also investment manager to certain sub-funds of several Societe d’Investissement a Capital Variable, governed by the laws of the Grand Duchy of Luxembourg and the law of December 17, 2010 concerning collective investment undertakings (“UCITS Funds”) for which Franklin Templeton International Services S.A R.L., an affiliate of K2/D&S, acts as management company. UCITS Funds are generally structured as either multi- manager funds that allocate their respective assets among multiple Sub-Advisors or as single- manager funds, where K2/D&S serves as investment manager and investment advisory services are delegated by K2/D&S to a Sub-Adviser. In addition to commingled vehicles with multiple investors, K2/D&S advises single-investor vehicles or accounts in which the single investor (or group of related investors) may help to define operating guidelines, investment objectives, investment guidelines and/or any investment limitations that K2/D&S has individually agreed to as a condition of managing that vehicle or account (“Single Investor Funds”). K2/D&S may also provide discretionary or non-discretionary advisory services to Sub-Advised Accounts, including the U.S. Registered Funds. In such a case, K2/D&S’s client may either be the Sub-Advised Account itself or the manager of such Sub-Advised Account, which manager may be affiliated or unaffiliated with K2/D&S, depending upon the structure of the sub- advisory relationship. For the avoidance of doubt, the Sub-Advised Accounts, the Single Investor Funds, the Fund of Funds, the Private Funds, the Platform Funds, the U.S. Registered Funds and the UCITS Funds are each Accounts of K2/D&S for purposes of this brochure. K2/D&S advises Platform Funds that are private funds, the investments of which are managed on a discretionary basis (directly or indirectly, as described below) by Sub-Advisors. Each Platform Fund on the platform consists of a “master–feeder” fund structure where one or more feeder funds invests all or substantially all of its assets into a master fund, which, in turn, invests such assets, as well as any subscription proceeds from direct investors in the master fund (if any), in accordance with the applicable investment objective, strategy and guidelines. On occasion, a Platform Fund may be “seeded” (e.g., initially invested in) by an affiliate of a Sub-Advisor. In addition, a platform service provider may provide certain operational, risk-monitoring and other services to each Platform Fund. Generally, the investment objectives, guidelines and restrictions for Accounts will not be tailored to the needs of any particular investor in such Accounts; however, in the case of Single Investor Funds, the needs and input of the single investor (or group of related investors) may be used to tailor the investment objective, guidelines and restrictions governing that Single Investor Fund’s investment activities and operations. Franklin Templeton Page 3 SERVICES OF AFFILIATES Franklin Templeton operates its investment management business through the Advisers, as well as through multiple affiliates of the Advisers, some of which are investment advisers registered with the SEC, some of which are registered with non-U.S. regulatory authorities, and some of which are registered with multiple regulatory authorities. An Adviser uses the services of appropriate personnel of one or more of its affiliates for investment advice, portfolio execution and trading, and/or client servicing in their local or regional markets or in their areas of special expertise, except to the extent restricted by the client under its investment management agreement, or if inconsistent with applicable law. Arrangements among affiliates take a variety of forms, including delegation arrangements, formal sub-advisory arrangements, and servicing agreements. In these circumstances, the client with whom an Adviser has executed the investment management agreement will typically require that the Adviser remain fully responsible for the Account from a legal and contractual perspective. No additional fees are charged for the affiliates’ services except as disclosed in the investment management agreement. Please see Item 10 (“Other Financial Industry Activities and Affiliations”) for more details. ASSETS UNDER MANAGEMENT The Advisers provide management services or continuous and regular supervisory services for the Accounts that they manage. As part of these overall services, the Advisers will typically provide one or more of the following: (i) management services as an adviser to an Account, (ii) management services as a sub-adviser to an affiliated or unaffiliated adviser managing or supervising an Account, (iii) continuous and regular supervisory services for an Account where management services have been delegated by an Adviser to an affiliated adviser, (iv) management services as a co-manager to an Account for which an affiliated adviser also provides management services or (v) non-discretionary management services, which for certain Advisers include a UMA or similar program (the brochures for such Advisers provide more detail about the applicable Adviser’s involvement in UMA or similar programs). K2/D&S’S ASSETS UNDER MANAGEMENT As of September 30, 2023, K2/D&S managed the following amounts on a discretionary and non- discretionary basis: U.S. Dollar Amount Discretionary $ 9,521,833,367 Non-Discretionary $ 0 Total $ 9,521,833,367 Assets under management described in this item may include assets that an affiliated adviser is also reporting on its Form ADV.