Credit Suisse Funds Seek Shareholder Nod for O'Connor Management Shift

Credit Suisse Commodity Strategy Funds DEF 14A Filing Summary
FieldDetail
CompanyCredit Suisse Commodity Strategy Funds
Form TypeDEF 14A
Filed DateOct 21, 2025
Risk Levelmedium
Pages14
Reading Time17 min
Sentimentneutral

Sentiment: neutral

Topics: Proxy Statement, Investment Management Agreement, UBS Asset Management, Cantor Fitzgerald, O'Connor Alternative Investments, Board of Trustees, Shareholder Vote

TL;DR

**Vote FOR the new management agreement and trustees, as the core investment strategy and fees remain unchanged despite the UBS/Cantor deal, but be aware of the new adviser's lack of operating history.**

AI Summary

Credit Suisse Commodity Strategy Funds is seeking shareholder approval for a new investment management agreement with O'Connor Alternative Investments, LLC, an indirect wholly owned subsidiary of Cantor Fitzgerald, L.P., following UBS Asset Management (Americas) LLC's sale of its O'Connor investment platform. The UBS/Cantor Transaction, announced on May 28, 2025, is expected to close in the first quarter of 2026. The new agreement will maintain identical advisory fee rates and expense limitation agreements as the current one with UBS AM (Americas), ensuring no increase in costs for shareholders. Additionally, shareholders will vote on electing four new Trustee Nominees – Douglas Barnard, Ramona Heine, Louis Zurita, and William Ferri – who currently oversee other funds advised by Cantor Fitzgerald Investment Advisors, L.P. These changes are not expected to alter the Fund's investment objective, strategies, principal risks, or portfolio management team. If the proposals are not approved, UBS AM (Americas) will remain the investment adviser, and the Board will consider alternatives, including liquidation.

Why It Matters

This DEF 14A filing is crucial for investors in Credit Suisse Commodity Strategy Funds as it outlines a significant change in investment adviser from UBS AM (Americas) to O'Connor Alternative Investments, a Cantor Fitzgerald affiliate. While the filing assures no changes to advisory fees, investment objectives, or portfolio managers, the transition to a new, recently registered investment adviser with no operating history introduces an element of uncertainty. The election of new trustees, who are affiliated with Cantor Fitzgerald, further solidifies the shift in oversight, potentially impacting governance and strategic direction in the competitive asset management landscape. Employees of the O'Connor investment platform are expected to transition, indicating continuity in personnel but a change in corporate parentage.

Risk Assessment

Risk Level: medium — The risk level is medium because O'Connor Alternative Investments, LLC has no operating history and has only recently registered with the SEC as an investment adviser, introducing an unknown factor despite the continuity of portfolio managers. While the advisory fee rates and expense limitation agreements are stated to remain the same, the change in the investment adviser and the entire Board of Trustees could lead to unforeseen operational or strategic shifts.

Analyst Insight

Investors should vote 'FOR' both proposals to ensure continuity of the fund's investment strategy and management team, as the filing explicitly states no changes to fees, objectives, or portfolio managers. However, they should closely monitor O'Connor Alternative Investments' performance and any future disclosures given its lack of prior operating history.

Financial Highlights

total Assets
Not Disclosed
total Debt
Not Disclosed

Key Numbers

  • 2025-10-21 — Filing Date (Date of the Definitive Proxy Statement)
  • 2025-12-15 — Special Meeting Date (Date shareholders will vote on proposals)
  • 2:00 p.m. Eastern Time — Special Meeting Time (Time of the Special Meeting)
  • 2025-10-10 — Record Date (Date for determining shareholders eligible to vote)
  • 2025-05-28 — Purchase Agreement Date (Date UBS AM (Americas) entered agreement with O'Connor Alternative Investments)
  • First quarter of 2026 — Expected Closing Date (Anticipated closing of the UBS/Cantor Transaction for the Funds)
  • 4 — Number of Trustee Nominees (Number of individuals proposed for election to each Fund's Board of Trustees)
  • 1940 Act — Governing Regulation (Investment Company Act of 1940, requiring termination of investment management agreement upon assignment)
  • 1 year — Expense Limitation Agreement Period (Minimum duration O'Connor Alternative Investments intends to maintain expense limitation agreements)
  • (877) 283-0322 — Shareholder Questions Phone Number (Contact number for EQ Fund Solutions LLC for shareholder inquiries)

Key Players & Entities

  • Credit Suisse Commodity Strategy Funds (company) — Registrant seeking shareholder approval
  • UBS Asset Management (Americas) LLC (company) — Current investment adviser
  • O'Connor Alternative Investments, LLC (company) — Proposed new investment adviser, indirect wholly owned subsidiary of Cantor Fitzgerald, L.P.
  • Cantor Fitzgerald, L.P. (company) — Parent company of O'Connor Alternative Investments, LLC
  • Douglas Barnard (person) — Trustee Nominee with almost a decade of CFO experience
  • Ramona Heine (person) — Trustee Nominee with over 20 years of experience in fund and asset management
  • Louis Zurita (person) — Trustee Nominee with over 30 years of real estate experience
  • William Ferri (person) — Trustee Nominee with over 25 years of experience as an executive in asset management
  • SEC (regulator) — Securities and Exchange Commission
  • Karen Regan (person) — Secretary of the Funds

FAQ

What is the purpose of the Special Meeting for Credit Suisse Commodity Strategy Funds shareholders?

The Special Meeting, scheduled for December 15, 2025, is to vote on two proposals: approving a new investment management agreement with O'Connor Alternative Investments, LLC, and electing four new Trustee Nominees to the Board of Trustees. These actions are a direct result of UBS Asset Management (Americas) LLC selling its O'Connor investment platform to O'Connor Alternative Investments, an indirect wholly owned subsidiary of Cantor Fitzgerald, L.P.

Will the advisory fees for Credit Suisse Commodity Strategy Funds change under the new management agreement?

No, the contractual advisory fee rates for Credit Suisse Commodity Strategy Funds will not change as a result of the New Investment Management Agreement. The terms of the new agreement, including the advisory fee rate, will be identical to those of the Current Investment Management Agreement with UBS AM (Americas) LLC.

What is the UBS/Cantor Transaction and how does it affect Credit Suisse Commodity Strategy Funds?

The UBS/Cantor Transaction refers to the definitive agreement entered into on May 28, 2025, where O'Connor Alternative Investments, LLC will acquire UBS AM (Americas)'s O'Connor investment platform. For Credit Suisse Commodity Strategy Funds, this means a change in investment adviser from UBS AM (Americas) to O'Connor Alternative Investments, necessitating shareholder approval of a new investment management agreement and the election of new trustees.

Who are the Trustee Nominees for Credit Suisse Commodity Strategy Funds and what are their qualifications?

The four Trustee Nominees are Douglas Barnard, Ramona Heine, Louis Zurita, and William Ferri. Mr. Barnard has nearly a decade of CFO experience, Ms. Heine has over 20 years in fund and asset management, Mr. Zurita has over 30 years in real estate, and Mr. Ferri has over 25 years as an asset management executive. They currently oversee other registered investment companies advised by Cantor Fitzgerald Investment Advisors, L.P.

What happens if shareholders of Credit Suisse Commodity Strategy Funds do not approve the proposals?

If shareholders do not approve the proposals, UBS AM (Americas) LLC will remain the investment adviser, and the Funds will continue to operate. The Current Trustees will then consider other alternatives, which could include a new request for shareholder approval, retaining a different investment adviser, or the possible liquidation and closing of the Fund.

Will the investment objective or strategies of Credit Suisse Commodity Strategy Funds change?

No, the filing explicitly states that no changes to the investment objective, principal investment strategies and policies, principal risks, or fundamental and non-fundamental investment policies of Credit Suisse Commodity Strategy Funds are currently contemplated as a result of the UBS/Cantor Transaction.

When is the expected Closing Date for the UBS/Cantor Transaction for Credit Suisse Commodity Strategy Funds?

The UBS/Cantor Transaction is expected to close with respect to Credit Suisse Commodity Strategy Funds during the first quarter of 2026. If approved, the New Investment Management Agreement would take effect as of this Closing Date.

Are there any changes to other service providers for Credit Suisse Commodity Strategy Funds?

While State Street Bank and Trust Company (custodian/co-administrator), SS&C Global Investor & Distribution Solutions, Inc. (transfer agent), and Ernst & Young LLP (auditor) are expected to remain, the Funds' distributor is expected to change from UBS Asset Management (US) Inc. to Ultimus Fund Distributors, LLC, and legal counsel from Simpson Thacher & Bartlett LLP to DLA Piper LLP. Northern Lights Compliance Services, LLC will also provide compliance administrative services.

What is the required vote for approving the New Investment Management Agreement for Credit Suisse Commodity Strategy Funds?

Approval of the New Investment Management Agreement requires the vote of a 'majority of the outstanding voting securities' of the respective Fund. This is defined by the 1940 Act as either 67% or more of voting securities present at the Special Meeting (if over 50% of outstanding shares are present), or more than 50% of the outstanding voting securities, whichever is less.

Has the Board of Credit Suisse Commodity Strategy Funds approved these proposals?

Yes, the Boards of Credit Suisse Commodity Strategy Funds, including the Independent Trustees, have approved both the New Investment Management Agreement and the nomination of the Trustee Nominees, deeming them to be in the best interest of the Fund and its shareholders.

Risk Factors

  • New Investment Adviser Lacks Operating History [medium — operational]: O'Connor Alternative Investments, LLC, the proposed new investment adviser, has no prior operating history and has only recently registered with the SEC. This presents an operational risk as the fund's performance will depend on a newly formed entity with unproven management capabilities.
  • 1940 Act Assignment Requirement [medium — regulatory]: The Investment Company Act of 1940 requires investment management agreements to terminate upon assignment. This necessitates shareholder approval for the new agreement with O'Connor Alternative Investments, creating a procedural hurdle and risk of non-approval.
  • Transition Risk from UBS to Cantor Fitzgerald [medium — operational]: The UBS/Cantor Transaction involves the sale of UBS AM (Americas)'s O'Connor investment platform to Cantor Fitzgerald. While the portfolio management team is expected to transition, there is an inherent operational risk associated with the change in ownership and management structure.
  • Contingency on Shareholder Approval [high — financial]: The election of new Trustees is contingent upon shareholder approval of the new investment management agreement. If the new agreement is not approved, the current adviser remains, and the Board will consider alternatives, including potential liquidation, which would impact shareholder value.

Industry Context

The asset management industry is undergoing consolidation, driven by factors such as fee compression and the need for scale. Investment funds, particularly those focused on alternative strategies like commodities, are navigating these shifts. The proposed transaction reflects a broader trend of platform sales and acquisitions as firms reposition their offerings and client bases.

Regulatory Implications

The primary regulatory implication stems from the Investment Company Act of 1940, which mandates shareholder approval for new investment management agreements upon assignment. Failure to secure this approval could lead to the termination of the current agreement and force the Board to consider drastic alternatives, including liquidation.

What Investors Should Do

  1. Vote on the proposed New Investment Management Agreement with O'Connor Alternative Investments.
  2. Vote on the election of four new Trustee Nominees.
  3. Submit proxy votes promptly via telephone, internet, or mail.

Key Dates

  • 2025-10-21: Filing Date of Definitive Proxy Statement — Indicates the official communication to shareholders regarding the proposed changes and meeting.
  • 2025-10-10: Record Date — Determines which shareholders are eligible to vote at the Special Meeting.
  • 2025-12-15: Special Meeting Date — The date shareholders will vote on the proposed new investment management agreement and trustee nominees.
  • 2025-05-28: Purchase Agreement Date — Date UBS AM (Americas) and O'Connor Alternative Investments entered into the agreement for the transaction.
  • 2026-Q1: Expected Closing Date — Anticipated date for the completion of the UBS/Cantor Transaction and the potential transition of the investment adviser.

Glossary

DEF 14A
A Definitive Proxy Statement filed with the SEC by a company seeking shareholder approval for specific proposals. (This document outlines the proposals for which Credit Suisse Commodity Strategy Funds shareholders are being asked to vote.)
Investment Company Act of 1940
U.S. federal law that regulates the organization and operation of mutual funds and other investment companies. (This Act mandates that investment management agreements terminate upon assignment, necessitating the shareholder vote for the new agreement.)
Assignment
In the context of investment management agreements, assignment typically refers to a transfer of the contract to another party. (The 1940 Act requires termination of the current agreement upon assignment, triggering the need for a new agreement and shareholder approval.)
Trustee Nominees
Individuals proposed to be elected to the Board of Trustees of the Funds. (Shareholders will vote on electing these four individuals to oversee the Funds following the proposed transaction.)
Expense Limitation Agreement
A contract where the investment adviser agrees to waive fees or reimburse expenses to limit the fund's total net expenses to a certain level. (O'Connor Alternative Investments intends to maintain similar expense limitations for at least one year post-closing, assuring shareholders of no immediate cost increase.)

Year-Over-Year Comparison

This filing is a proxy statement for a special meeting, not an annual report, and therefore does not contain comparative financial data from a previous year's filing. The key focus is on the proposed change in investment adviser and board composition, not on year-over-year financial performance metrics of the Funds themselves.

Filing Stats: 4,310 words · 17 min read · ~14 pages · Grade level 12.9 · Accepted 2025-10-21 16:47:28

Filing Documents

From the Filing

DEF 14A 1 tm2526980d2_def14a.htm DEF 14A       UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549   SCHEDULE 14A   Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934   Filed by the Registrant ☒   Filed by a Party other than the Registrant ☐   Check the appropriate box:   ☐ Preliminary Proxy Statement     ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))     ☒ Definitive Proxy Statement     ☐ Definitive Additional Materials     ☐ Soliciting Material under §240.14a-12   CREDIT SUISSE COMMODITY STRATEGY FUNDS CREDIT SUISSE TRUST (Name of Registrant as Specified In Its Charter)     (Name of Person(s) Filing Proxy Statement, if other than the Registrant)   Payment of Filing Fee (Check the appropriate box):   ☒ No fee required.     ☐ Fee paid previously with preliminary materials.     ☐ Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.           CREDIT SUISSE COMMODITY STRATEGY FUNDS Credit Suisse Commodity Return Strategy Fund   CREDIT SUISSE TRUST Commodity Return Strategy Portfolio   Eleven Madison Avenue New York, New York 10010   October 21, 2025   Dear Shareholder:   A joint special meeting (the “Special Meeting”) of shareholders of the funds listed above (each, a “Fund” and together, the “Funds”) will be held at the offices of the Funds, Eleven Madison Avenue, Floor 2B, New York, New York 10010, on Monday, December 15, 2025 at 2:00 p.m., Eastern Time, to vote on the proposals listed in the enclosed Joint Proxy Statement. You have received this letter because you were a shareholder of record of one of the Funds on October 10, 2025, the record date for the Special Meeting.   As discussed in more detail in the accompanying joint proxy statement, on May 28, 2025, UBS Asset Management (Americas) LLC (“UBS AM (Americas)”), each Fund’s investment adviser, entered into a definitive agreement (the “Purchase Agreement”) with O’Connor Alternative Investments, LLC (“O’Connor Alternative Investments”), an indirect wholly owned subsidiary of Cantor Fitzgerald, L.P., pursuant to which O’Connor Alternative Investments will acquire UBS AM (Americas)’s O’Connor investment platform (the “UBS/Cantor Transaction”). As part of the UBS/Cantor Transaction, it is expected that the O’Connor investment management and support teams, which include each Fund’s portfolio management team, will transition to O’Connor Alternative Investments, subject to certain conditions. The UBS/Cantor Transaction is expected to close with respect to the Funds during the first quarter of 2026 (the “Closing Date”). O’Connor Alternative Investments has no operating history and has recently registered with the SEC as an investment adviser.   It is proposed that O’Connor Alternative Investments succeed UBS AM (Americas) as your Fund’s investment adviser in connection with the UBS/Cantor Transaction. Your Fund is subject to the Investment Company Act of 1940, as amended (the “1940 Act”), which requires the Funds’ current investment management agreement with UBS AM (Americas) (the “Current Investment Management Agreement”) to terminate automatically upon its “assignment.” Your Fund’s current investment management agreement would therefore terminate automatically in the event it were assigned by UBS AM (Americas) to O’Connor Alternative Investments in connection with the UBS/Cantor Transaction. Accordingly, each Fund is seeking shareholder approval of a new investment management agreement with O’Connor Alternative Investments (the “New Investment Management Agreement”) at the Special Meeting. The terms of the New Investment Management Agreement, including the advisory fee rate payable thereunder, will be identical to those of the Current Investment Management Agreement, except for the investment adviser, dates of execution, effectiveness and termination and certain other non-material changes. If approved by shareholders, the New Investment Management Agreement would take effect as of the Closing Date.   At the Special Meeting, shareholders will also be asked to elect four nominees (collectively, the “Trustee Nominees”) to each Fund’s Board of Trustees (each, a “Board”) to succeed the current mem

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