Source - RNS
RNS Number : 7568J
Schultze Offshore Fund Ltd
30 June 2017







        Schultze Offshore Fund, Ltd (the "Fund")


Schultze Master Fund, Ltd (the "Master Fund")








30TH JUNE 2017







The Directors of Fund wish to announce the following change of services providers to the Fund and the Master Fund: 


Change of Administrator


UMB Fund Services, Inc. ("UMB") have replaced MUFG Alternative Fund Services (Cayman) Limited as Administrator to the Fund and Master Fund with effect from September 1, 2016 by Administration Agreement dated 24 August, 2016 (the "New Administration Agreement"). UMB as Administrator, will be responsible for, inter alia, maintaining the register of Shareholders of the Fund, receiving and processing subscription and redemption agreements or applications, submitting to Shareholders a statement of their holdings in the Fund upon request, calculation of the Fund's Net Asset Value, maintenance of accounting reports, preparation of financial statements for audit purposes upon request and liaising with the Fund's auditors. 


The Administrator's address is UMB Fund Services, Inc., 223 Wilmington West Chester Pike, Suite 303, Chadds Ford, PA 19317. Telephone (610) 358-6100. Facsimile: (610) 361-6490.


All material terms and conditions of the New Administration Agreement are similar in substance to those of the previous Administration Agreement. The Fund will indemnify UMB for its service in the ordinary course of business, except when a claim is the result of UMB's wilful misfeasance, fraud, bad faith, gross negligence or material breach of the administration agreement.


The New Administration Agreement is effective for three years from execution (the "Term").  Either party may terminate with not less than ninety days' written notice to the other party prior to the end of any Term.


The delay in notifying the change of Administrator was due to an administrative error.


Change of Custodian


Jefferies LLC Prime Brokerage Services ("Jefferies") have replaced UBS Securities LLC, UBS Prime Services as clearing broker and custodian to the Master Fund with effect from April 1, 2017 by Prime Brokerage Customer Agreement dated 8 March, 2017 (the "New Brokerage Agreement").

Jefferies provides prime brokerage services to Schultze Master Fund ("Master Fund").  Jefferies is a Delaware limited liability company and a broker dealer registered with the SEC.  It is a member of the Financial Industry Regulatory Authority and the Securities Investor Protection Corporation.  Jefferies is the principal operating subsidiary of Jefferies Group LLC, a wholly-owned subsidiary of Leucadia National Corporation (NYSE: LUK), a diversified holding company.  Jefferies Group LLC has financial resources in excess of Euro200 million (or its equivalent in US$). Its New York office locates in 520 Madison Avenue, New York, NY 10022.


As the Master Fund's prime broker, Jefferies holds the Master Fund's securities in custody, provides margin financing, clears and settles the Master Fund's transactions with the Master Fund's executing brokers, provides portfolio accounting services, prepares reports concerning the Master Fund's transactions, and provides related back office and administrative services to the Master Fund. 


Jefferies provides prime brokerage services to the Master Fund pursuant to the terms of a the New Brokerage Agreement, with Master Fund's assets being held by Jefferies in a separate client book and being designated in the books of Jefferies as belonging to the Master Fund.


The Master Fund pays fees and charges to Jefferies for its services, which are agreed upon in advance by the Master Fund, but are subject to change from time to time.  


Pursuant to the New Brokerage Agreement, the Master Fund has agreed to reimburse, indemnify and hold Jefferies, certain of its affiliates and any of their respective directors, officers and employees and any person controlling or controlled by Jefferies (collectively, the "Jefferies Entities") harmless from (among other things) any and all delays, expenses, losses, claims and damages (including reasonable attorneys' fees and court costs and expenses) arising out of or relating to (i) the Master Fund's brokerage account with Jefferies, (ii) the New Brokerage Agreement or any other contract between the Master Fund and any of the Jefferies Entities and (iii) any transaction contemplated thereby. 


The material terms and conditions of the New Brokerage Agreement are similar in substance to those of the previous Brokerage Agreement. Any party may terminate the New Brokerage Agreement at any time without cause.


The delay in notifying the change of clearing broker and custodian was due to an administrative error.




Dillon Eustace

Helen Daly

+353 1 667 0022







This announcement has been issued through the Companies Announcement Service of

the Irish Stock Exchange.




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