Ownership and structure
CIFC and its affiliated investment advisers, CIFC Investment Management LLC (“CIM”), LBC
Credit Management, L.P. (“LBC”), CLO Manager VS and CIFC Europe are indirect wholly-
owned subsidiaries of CIFC LLC.
CLO Manager, CLO Manager II, CLO Manager III, CLO Manager VS and CIFC Europe are
registered with the SEC as “relying advisers” on CIFC’s Form ADV and therefore this Brochure
shall also serve as the Brochure for the relying advisers.
CIM and LBC is each separately registered with the SEC as an investment adviser. A copy of
CIM’s or LBC’s Brochure is available through the Investment Adviser Public Disclosure page.
Unless otherwise noted, this Brochure refers to all the above advisers (collectively, the
“Advisers”).
CIFC LLC was formerly publicly listed on the NASDAQ stock market under the “CIFC”
symbol. On November 21, 2016 (the “Effective Date”), pursuant to an Agreement and Plan of
Merger dated August 19, 2016, among CIFC LLC, Centricus Holdings I LP (formerly known as
F.A.B. Holdings I LP) (“Parent”) and CIFC Acquisition, LLC, a wholly-owned subsidiary of
Parent (“Merger Sub”) and in accordance with the laws of the State of Delaware, Merger Sub
was merged with and into CIFC LLC (the “Merger”), with CIFC LLC surviving the Merger as
a wholly owned subsidiary of Parent.
CIFC expanded its global alternative credit platform into the direct lending market when its
affiliate, CIFC Corp., acquired LBC and several LBC-affiliated general partner entities on
December 29, 2021, pursuant to a Contribution Agreement dated November 11, 2021 with LBC
Stock Holdings, LLC and other parties named therein.
Today, the Advisers collectively serve over 500 institutional investors globally with over 90
investment professionals based all across the U.S. and in Europe.
Stephen Vaccaro is CIFC’s Chief Executive Officer and Chief Investment Officer.
The Advisers’ employees are involved in the portfolio management and related servicing of all
or most of their clients and the Advisers share or leverage off one another’s investment
management functions, including Investment Research, Portfolio Management and Trading
teams (see Item 13) and a joint Code of Ethics (see Item 11). The Advisers will provide each
client with the applicable Brochure Supplements containing the names and experience for the
principal members of the Investment Research team and Portfolio Management team.
General description of advisory business
The Advisers are predominantly credit managers that invest in corporate credit, structured credit,
opportunistic credit and middle market direct lending assets.
Depending on strategy, the Advisers generally employ an investment approach that includes a
disciplined assessment of fundamental credit, appropriateness of capital structure, collateral
protection, market technicals, and contractual terms. In addition, the Advisers strive to utilize
internally-developed risk ratings based on individual obligor assessment without undue reliance
on credit rating agencies, diversified investment portfolios by avoiding concentration
imbalances, on-going active portfolio management and utilization of industry best practices and
proprietary tools. As part of ongoing portfolio management and subject to the relevant
investment guidelines, the Advisers continuously re-assess and adjust the investments held by
each client by identifying relative value differentials, market inefficiencies and technical
imbalances.
The majority of clients are collateralized loan obligations (“CLOs”), securitized asset pools that
invest principally in senior secured corporate loans (“SSCLs”). In addition, the Advisers manage
open and closed-end funds, privately offered pooled alternative investment funds (including co-
investment, feeder and parallel funds), and separately managed accounts (including funds-of-
one), which invest in broadly syndicated corporate loans or direct middle market corporate loans,
high-yield bonds, CLO warehouses, CLO bonds, CLO equity, and equity and debt of stressed or
distressed issuers.
CIM provides investment advisory services as a sub-adviser to two investment companies
registered under the Investment Company Act of 1940, as amended (“Investment
Companies”).
CIFC has been in the advisory business since 2005; CIM since 1996; and LBC since 2012.
In addition, to comply with Risk Retention Requirements
1, CLO Manager, CLO Manager II and
CLO Manager III (collectively, “CLO Managers”) were formed and became relying advisers
of CIFC in March 2017, July 2017, and January 2024, respectively. The CLO Managers’ primary
business consists of (i) acting as collateral manager of CLO transactions and related warehouse
facilities; (ii) engaging in related loan origination and/or trading activities including, but not
limited to, originating loans for their own account as an “originator” for the purposes of the
European Retention Requirements; (iii) acting as the holder of CLO securities for the purpose
of complying with (a) the European Retention Requirements (“E.U. Retention Interests”, and
collectively with the U.S. Retention Interests, the “Retention Interests”); and (iv) providing
first-loss equity in connection with warehouse facilities entered into by the Advisers. CLO
1The applicable European risk retention requirements include those promulgated under: (a) Part Five of EU
Regulation No. 575/2013 together with any regulatory and/or implementing technical standards and guidance
relating thereto as amended, replaced or supplemented from time to time (“CRR Retention Requirements”);
(b) EU Directive 2011/61/EU (“AIFMD Retention Requirements”); and (c) Commission Delegated Regulation
(EU) 2015/35 (“Solvency II Retention Requirements” and, together with the CRR Retention Requirements and
the AIFMD Retention Requirements and other applicable European risk retention rules, the “European
Retention Requirements”). The U.S. risk retention rules are those promulgated under Section 941 of the Dodd-
Frank Wall Street Reform and Consumer Protection Act (the “U.S. Retention
Requirements” and together with
the European Retention Requirements, the “Risk Retention Requirements”).
Manager VS was formed and became a relying adviser of CIFC in August 2017; it is the
collateral manager of certain CLOs that were reset, reissued, or refinanced and issued vertical
strips to satisfy U.S. Retention Requirements.
On February 9, 2018, the D.C. Circuit Court of Appeals made a unanimous decision to vacate
“skin in the game” rules for U.S. CLO managers. As the government did not appeal this decision,
CLO managers were able to issue open-market CLOs without holding retention interests as of
April 5, 2018 (the “Reversal”). The reversal of the U.S. Retention Requirements had the
following impact on the business:
• No impact on CLO Manager as its clients exited their reinvestment periods prior to the
Reversal
• No impact on CLO Manager II, CLO Manager III or CLO Manager VS
• It is much easier for CIFC to refinance and reset existing CLO issues
CIFC assumed management of Logen Asset Management Partners L.P., Logen Asset
Management Offshore Fund Ltd., Logen Asset Management Intermediate Fund Ltd. and Logen
Asset Management Master Fund Ltd. (the “Logen Funds”) from Logen Asset Management LP
as of October 2018. As of July 31, 2019, the Logen Funds dissolved and commenced the winding
up of their affairs; in connection with this dissolution and winding up, all remaining assets were
transferred to a new fund managed by CIFC, the CIFC Event Driven Opportunities Fund.
Principal owners
CIFC and CLO Manager VS are directly wholly owned by CIFC Asset Management Holdings
LLC, which is wholly owned indirectly by CIFC LLC. CIFC Europe is directly wholly owned
by CIFC International Holdings I Ltd, which is wholly owned indirectly by CIFC LLC. CLO
Manager and CLO Manager II are each wholly owned indirectly by CIFC Strategic Partners
LP (“Strategic Partners”) and CIFC Strategic Partners II LP (“Strategic Partners II”),
respectively (together, the “Risk Retention Funds”). The Risk Retention Funds hold CIFC and
third-party capital.
On the Effective Date, CIFC LLC was acquired by Centricus Holdings I LP (formerly known as
F.A.B. Holdings I LP) (“Centricus Holdings”), which is owned by Centricus Financial
Investments LP (formerly known as F.A.B. Financial Investments LP) (“Centricus Financial”)
and certain CIFC employees. Centricus Financial is majority-owned by Supreme Universal
Holdings Ltd., and Hamad Bin Khalifa Al-Thani is the sole member thereof. The general partner
of both Centricus Holdings and Centricus Financial is Centricus Financial Investments GP
Limited.
Type of advisory services that are offered
The Advisers invest in corporate credit (SSCLs, high yield bonds), structured credit (CLO
warehouses and CLO bonds and CLO equity) and opportunistic credit (equity and loans),
sourced from both primary and secondary markets, and middle market direct lending, for (i)
CLOs, (ii) private investment funds and registered investment companies (collectively,
“funds”); or (ii) separately managed accounts, including funds-of-one (collectively, “other
accounts”). Additionally, CIFC provides sub-advisory services to other investment advisers
(together with the CLOs, funds and other accounts, the “client accounts”).
In addition to the core assets above, and subject to the applicable investment advisory
agreements and offering documents, and subject to the relevant investment objectives, client
accounts may maintain flexibility to invest in other types of publicly or privately-offered assets
(both long and short), including but not limited to, preferred stocks, American Depositary
Receipts, exchange traded funds (“ETFs”), unregistered or restricted securities, convertible
securities, warrants, forward contracts, cash and cash equivalents, interest-rate and other swaps,
futures, options and other derivatives.
Unless otherwise provided in the investment advisory agreement or similar governing
documents, the Advisers have discretionary trading authority over the client accounts.
There can be no assurance that the client accounts’ objectives will be achieved, and investment
results may vary substantially.
How advisory services are tailored to clients’ needs
The Advisers tailor their advisory services to the individual needs of their client accounts.
Generally, at the time a client account is structured and onboarded, there is discussion between
the Adviser and the client account, and those that invest in the client account, regarding the
investment strategy and risk, investment restrictions and investment structure and on other
aspects of the Advisers’ management of the client account’s portfolios.
Amount of client assets under management (“AUM”)
As of December 31, 2023: (a) CIFC, CLO Manager, CLO Manager II, CLO Manager III, CLO
Manager VS and CIFC Europe together managed $38,038,508,799 of client assets on a
discretionary basis; (b) CIM managed $592,185,352 of client assets on a discretionary basis; and
(c) LBC managed $3,486,354,210 of client assets on a discretionary basis and $18,866,450 of
client assets on a non-discretionary basis.
Altogether, the Advisers and its affiliates managed $42,135,914,811 in regulatory AUM as of
December 31, 2023.
Other services
In addition to the services described above, the Advisers provide limited administrative services
for certain accounts. Services provided include, but are not limited to, tracking and reporting of
purchase and sale transactions, and interest and fee payments due and received. Additionally, on
a monthly (or otherwise on an agreed-upon) basis, the Advisers provide portfolio performance
information and general market commentary.
The Advisers do not currently engage in business activities other than investment management
and other ancillary activities related thereto. The Advisers do not currently provide financial
planning or similar services, or participate in wrap fee programs.
Additional information about the Advisers is available at
www.CIFC.com.