Co-investments have been a regular feature of private equity investing for decades but historically have played a smaller role in the world of hedge funds. However, as the range of strategies pursued by hedge funds increases – in particular, as more hedge fund assets are committed to activism, distressed and other illiquid strategies – co-investments are assuming a more prominent place in the hedge fund industry. In an effort to help hedge fund managers assess the role of co-investments in their investment strategies and operating frameworks, the Hedge Fund Law Report is publishing a three-part series on the structure, terms and risks of hedge fund co-investments. This article, the second in the series, describes the three general approaches to structuring co-investments; discusses the five factors that most directly affect management fee levels on co-investments; outlines the applicable incentive fee structures; details common liquidity or lockup arrangements; and highlights relevant fiduciary duty and insider trading considerations. The first article in this series discussed five reasons why hedge fund managers offer co-investments; two reasons why investors may be interested in co-investments; the “market” for how co-investments are handled during the negotiation of initial fund investments; investment strategies that lend themselves to co-investments; and types of investors that are appropriate for co-investments. See “Co-Investments Enable Hedge Fund Managers to Pursue Illiquid Opportunities While Avoiding Style Drift (Part One of Three)
,” Hedge Fund Law Report, Vol. 7, No. 7 (Feb. 21, 2014). The third article will discuss regulatory and other risks in connection with co-investments.