Plaintiffs Aris Multi-Strategy Fund, L.P., and Aris Multi-Strategy Offshore Fund Ltd. (together, Aris) are two funds of funds that invested in Accipiter Life Sciences Fund II (QP), L.P., Accipiter Life Sciences Fund II, L.P., and Accipiter Life Sciences Fund II (Offshore), Ltd. (collectively, Accipiter). During the summer of 2008, about 60 percent of Accipiter’s investors – excluding Aris – requested redemptions of their interests in Accipiter as of the September 30, 2008 redemption date. In October, Aris submitted a request to redeem its Accipiter interests effective as of the December 31, 2008 redemption date. Shortly after Aris’ request, Accipiter announced that it would only honor the September 30, 2008 redemption requests, and that it was suspending all future redemptions so that Accipiter’s funds could liquidate in an orderly fashion. In a relatively rare move in the hedge fund world, Aris sued Accipiter, its management companies and one of its principals for, among other things, negligence, breach of contract, breach of fiduciary duty and injunctive relief. The defendants moved to dismiss the complaint for failure to state a cause of action. The New York State Supreme Court dismissed the entire complaint, determining that the exculpatory language contained in the governing documents was sufficient to bar Aris’ claims. We summarize the background of the action, Aris’ allegations and the court’s decision. See also “Why Are Most Hedge Fund Investors Reluctant to Sue Hedge Fund Managers, and What Are the Goals of Investors that Do Sue Managers? An Interview with Jason Papastavrou, Founder and Chief Investment Officer of Aris Capital Management, and Apostolos Peristeris, COO, CCO and GC of Aris
,” Hedge Fund Law Report, Vol. 2, No. 52 (Dec. 30, 2009).