Fees and Compensation — Form ADV Part 2A (3/29/2024)
[Brochure]
Item 5 (“Fees and Compensation”) above and those involving loan or investment syndication activity to
non‐Client third parties), Atalaya currently does not engage in other financial industry activities or
maintain other financial industry affiliations. The Firm does not generally recommend or select other
investment advisers for its Clients; provided, that it may do so on a case‐by‐case basis; but further
provided that in any such instance, the Firm will not be compensated (whether directly or indirectly) by
any such other investment adviser (except to the extent such compensation is appropriately disclosed in
advance of the applicable investment).
In connection with the investment program for certain Atalaya Clients, the Firm will periodically cause the
applicable Atalaya Client to enter into joint ventures with third parties, the terms of which may provide
for fees (including incentive fees) to be paid to such third parties; provided that in any such instance, the
Firm will not be compensated (whether directly or indirectly) by any such joint venture party; and further
provided that the Firm will typically maintain a material degree of investment decision‐making rights with
respect to such joint venture.
Notwithstanding the foregoing, from time to time the Firm may receive compensation from co‐investors,
joint venture partners or other third parties in connection with certain non‐advisory activities unrelated
to the Firm’s activities on behalf of the Atalaya Clients. For example, the Firm or its related persons may
occasionally receive compensation (i) for providing investment structuring, investment underwriting, or
other related services, (ii) in connection with making one or more potential third parties aware of
investment or co‐investment opportunities, or (iii) for making introductions involving third parties who
are not Atalaya Clients. In these instances, neither the Firm nor its related persons provide any investment
advisory recommendations to such third parties with respect to such particular transactions. In addition,
the Firm generally invests (either directly or through an affiliate) in each of the Atalaya Funds or any
Atalaya Co‐Investments (as a limited partner alongside other investors) as part of its required “GP
Investing” pursuant to the governing documents of such Atalaya Funds or Atalaya Co-Investments.
From time to time, Atalaya’s Clients may enter into joint venture transactions or other arrangements with
individuals or entities that have business relationships with Atalaya’s employees. Employees are required
to report any substantive personal interactions with joint venture partners and other individuals and
entities with which Atalaya Clients are known to conduct business. Such interactions are subject to review
by the Chief Compliance Officer, and Atalaya has implemented internal controls necessary to ensure that
any actual or potential conflicts of interest do not exert an improper influence on Atalaya’s investment
advisory services to its Clients.
Account Minimums and Types of Clients — Form ADV Part 2A (3/29/2024)
[Brochure]
Item 7 Types of Clients
The Firm provides investment advisory services to the Clients, which consist of privately offered pooled
investment vehicles, including “funds of one”, that are exempt from registration under the Investment
Company Act Sections 3(c)(1) and/or 3(c)(7), collateralized loan obligation vehicles and separately
managed accounts. In addition, the Firm may provide investment advisory services to co-investment
vehicles from time to time.
The Atalaya Funds are primarily marketed to institutional investors and high net worth individuals, and
the Atalaya Funds limit investors to persons who meet the criteria for “qualified purchasers” as defined
in the Investment Company Act, “accredited investors” as defined in the Securities Act of 1933 and
“qualified clients” as defined in Rule 205‐3 under the Advisers Act.
Employees of Atalaya who qualify as “knowledgeable employees” under Rule 3c-5 of the Investment
Company Act of 1940 are also permitted to invest (directly or indirectly) in the Atalaya Funds.
Atalaya is also an ERISA fiduciary with respect to one of the ERISA plans in two of the Atalaya Funds.
Each Atalaya Fund imposes minimum investor qualification standards (as noted above) and minimum
investment requirements.
While the minimum investment in Atalaya Funds was $5 million in respect of certain older Atalaya Funds,
the Firm has increased this minimum investment to $10 million with respect to certain Atalaya Funds;
however, this minimum investment threshold is often waived on a case‐by‐case basis at the discretion of
the General Partner of each Atalaya Fund. Certain Atalaya Funds may have materially lower minimum
investment requirements.
Investors in the Atalaya Managed Accounts and Atalaya Co‐Investments are primarily institutional
investors and high net worth individuals. Minimum account size for opening or maintaining an Atalaya
Managed Account or participating in an Atalaya Co‐Investment is negotiable.
Certain inherent conflicts of interest arise from the fact that Atalaya provides investment management
services to all Atalaya Clients and also to certain proprietary accounts in which the Clients (or certain
Clients, as the case may be) will have no interest (collectively, “Other Accounts”). There is no limit on the
number of vehicles or accounts that may be managed or advised by Atalaya. Atalaya, its principals,
officers, and other personnel may have conflicts in allocating their time and services among Clients
(and/or Other Accounts). Atalaya and its principals, officers, and other personnel will devote as much of
their time to the activities of each Client as it deems necessary and appropriate in accordance with its
fiduciary duty.
Offered $175,000,000 · Filed 2018-12-18 (D) · Exemption 506(b), 3(c), 3(c)(7) · Remaining $28,100,000 · Duration One year or less · Revenue Decline to Disclose