For purposes of this brochure, “we,” “us,” “our,” “the Adviser,” and “Hudson” refer to HAM,
together with its relying advisers, including HAL, and its participating affiliates (See Item 10).
A. Organization
Founded in 1995, Hudson is a globally integrated provider of advisory services focused on real
estate, corporate equity, credit, and other financial assets. Hudson provides investment advisory
and related services to private funds (collectively the “Funds”) and certain related investment
vehicles as discussed under “Advisory Clients” below (which Hudson refers to, collectively
with the Funds, as its “Clients”) from offices in North America, Europe, Asia, and Latin
America.
Hudson provides investment advice and services with respect to a broad range of financial and
other investment assets in various U.S. and non-U.S. jurisdictions, subject to the specific
objectives and restrictions of each Client. These assets include, but are not limited to:
• Equity and debt investments in value-oriented assets, including corporate, commercial and
single family residential real estate and consumer debt;
• Other real estate and real estate-related assets;
• Control investments in financially-oriented and other operating companies;
• Securitized products such as residential mortgage-backed securities, commercial
mortgage-backed securities, and other asset-backed securities; and
• Single-family rental (“SFR”) homes in targeted areas of the United States.
The sole limited partner of HAL is Hudson Advisors Holdings L.P. The majority limited partner
of Hudson Advisors Holdings L.P. is Hudson LP Holdings LLC. The general partner of Hudson
Advisors Holdings L.P. is Hudson Advisors GenPar LLC, which is also the general partner of
HAL. Hudson Advisors GenPar LLC is owned by Hudson LP Holdings LLC. The sole member
of Hudson LP Holdings LLC is Hudson LP Holdings Ltd. The Hudson LP Holdings Trust is
the 100% shareholder of Hudson LP Holdings Ltd. Minot Nevada PTC, Inc. serves as trustee
for The Hudson LP Holdings Trust. Minot International Ltd. is the 100% shareholder of Minot
Nevada PTC, Inc., and The Minot Purpose Trust is the 100% shareholder of Minot International
Ltd. Conyers Trust Company (Bermuda) Limited serves as trustee for The Minot Purpose Trust.
HAL owns 100% of the filing adviser HAM.
B. Advisory Clients
Hudson provides investment advisory and related services to the Funds and certain related
investment vehicles.
1. Lone Star
Lone Star Global Acquisitions, Ltd. (“LSGA”), a related person of Hudson and an SEC-
registered investment adviser, is the primary adviser to a family of closed-end private
Funds (the “Lone Star Funds”). LSGA, Lone Star Americas Acquisitions, Inc. (“LSAA”),
and LSAA’s relying advisers and participating affiliates are collectively referred to in this
brochure as “Lone Star.” The general partners of the Lone Star Funds are affiliates of Lone
Star.
Hudson was originally established to provide support to Lone Star and the Lone Star Funds.
Hudson continues to provide advisory services (including, without limitation, asset
management and underwriting) and administrative and support services to the Lone Star
Funds, which remain its largest group of Clients. Further information regarding Lone Star
and its services may be found in Items 4 and 10 and in the Form ADV Part 2 brochure for
Lone Star.
From time to time, Lone Star raises capital around particular or multiple investment
strategies or themes, or establishes, for a specific investment, investment vehicles through
which certain persons generally invest alongside one or more Lone Star Funds (each, a
“Co-Investment Vehicle”). Co-Investment Vehicles do not include the Employee Co-
Investment Vehicles (as defined below). The investors in Co-Investment Vehicles may
consist of investors in the respective Lone Star Fund(s) as well as investors that have not
invested in the respective Lone Star Fund(s).
Certain of those persons designated as “principals” in the Lone Star Funds’ Governing
Documents (as defined below) and certain Key Employees (as defined below) are given
the opportunity to participate with the Lone Star Funds in investments by the Lone Star
Funds through Employee Co-Investment Vehicles (as defined below). Certain Employee
Co-Investment Vehicles are treated as Clients of Hudson.
2. SFR Fund
On March 5, 2021, Hudson Single-Family Rental GP LLC (the SFR Fund general partner)
held the initial closing of Hudson Single-Family Rental Fund L.P. (collectively with its
subsidiaries and parallel vehicles, and any related collective investment vehicles, the “SFR
Fund”), a perpetual life, open-ended, commingled fund with a primary investment
objective to achieve attractive, risk-adjusted returns by assembling or otherwise acquiring
and renting individual, and/or portfolios of, single-family rental homes in targeted areas of
the United States. The SFR Fund general partner is a related person of Hudson. HAL has
entered into an asset management agreement with the SFR Fund pursuant to which HAL
provides the SFR Fund advisory, portfolio and investment management, investment
committee, and investor relations services, subject to the oversight of the SFR Fund general
partner.
C. Description of Services
1. Advisory Services
Hudson provides a variety of discretionary
and non-discretionary advisory services to
Clients with respect to current or potential investments. Hudson conducts underwriting,
due diligence, and analysis of specific assets and portfolios of assets. With regard to the
Lone Star Funds, Hudson provides due diligence and underwriting services and advises
Clients on acquisition and disposition strategies, including transaction structuring and
financing, and assists with implementation of approved transactions. Hudson’s
underwriting/due diligence and analysis services with respect to potential Lone Star Fund
investments supports Lone Star’s evaluation and execution of such investments, including
(i) underwriting and valuation of potential investments, (ii) market assessments/research,
(iii) development of models for evaluating potential investments, (iv) detailed business
plan formulation, (v) capital expenditures assessment and planning, (vi) corporate
governance and board structuring, (vii) assistance with negotiation and documentation of
deal/financing terms, (viii) employment arrangements and management incentive plans,
and (ix) full financial reviews and analysis and transaction execution, which includes a
complete bottom-up, asset-based due diligence evaluation of the potential transaction. In
some cases, certain of these services will be undertaken before a specific investment target
has been identified. Hudson also advises the Lone Star Funds on asset management
strategies as well as overall portfolio composition and investment strategy. Hudson
manages and resolves Client assets in accordance with a business plan that Hudson
develops that includes an initial acquisition plan which contains a summary of the
investment, potential action items to maximize income growth, and a plan to assimilate the
acquisition into Hudson’s asset management program. Hudson’s asset management
services include a broad range of asset management activities across all asset types relevant
to the Lone Star Fund. Hudson tailors its non-discretionary advisory services to the
investment strategies and objectives of each Client.
Hudson provides a variety of services to the SFR Fund, including advisory, portfolio and
investment management, investment committee, and investor relations services, subject to
the oversight of the SFR Fund general partner. Hudson identifies the selection criteria for
sourcing SFR assets for the SFR Fund and originates assets for inclusion in a portfolio of
SFR homes. Once a target SFR asset or portfolio has been identified, the underwriting team
will evaluate the merits and risk associated with the investment by performing an in-depth
analysis of the target SFR asset’s characteristics to determine how well it meets Hudson’s
investment criteria (“buy box”) for the relevant target metropolitan statistical areas
(“MSAs”) to assess the suitability of the investment. An investment committee will, among
other things, approve the target MSAs, the amount of the SFR Fund’s capital to be allocated
to such target MSAs, the SFR Fund’s buy box for such target markets, along with any
incurrence of leverage, and will approve the acquisition of portfolios of SFR assets as they
arise in the standard course of business.
In addition, Hudson monitors asset and portfolio performance on behalf of the SFR Fund.
Hudson conducts a detailed periodic review across the portfolio to provide the formal
framework for internal valuation and review, continuously assesses the SFR Fund’s
portfolio to explore disposition and financing opportunities, and executes asset
dispositions.
2. Administrative and Support Services
Hudson provides certain administrative and support services to Clients and their
investments that work in tandem with advisory services and include, among others, legal,
compliance, audit, accounting, fund administration and support (including limited partner
capital calls, Advisory Committee (as defined below) material preparation, quarterly
investor report preparation, investor portal maintenance and access, research supporting
fundraising, preparation of investor due diligence materials, and marketing material
preparation), reporting, cash management, hedging, tax, risk management advice,
communications, information technology development and support, and other similar and
related services.
Certain investor relations services that Hudson provides to the SFR Fund are provided via
the Lone Star investor relations team. As part of Hudson’s administrative and support
services, it advises on the fair value of Client investments and also provides periodic
financial reports on Client investments, as discussed in Item 13. Hudson also provides
certain administrative and support services directly to Lone Star in connection with Lone
Star’s business and general operations.
D. Investment Process
As noted above, Hudson maintains an investment committee for the SFR Fund that is
responsible for, among other things, approving the target MSAs, the amount of the SFR Fund’s
capital to be allocated to such target MSAs, the buy box for such target markets, any incurrence
of leverage, and the acquisition of portfolios of SFR assets as they arise in the standard course
of business.
E. Assets Under Management
As of December 31, 2023, Hudson managed on a discretionary basis a total of approximately
$36,791,155,843 of Client assets. Please note that this figure has not been subject to audit.