Helikon Long Short Equity Fund ICAV Amends D/A, Cites 3(c)(7) Exemption

TL;DR

**Helikon Long Short Equity Fund ICAV updated its private fund status, confirming it's for qualified purchasers only.**

AI Summary

Helikon Long Short Equity Fund ICAV filed an amended Form D/A on March 24, 2026, updating its notice of exempt offering of securities. This amendment specifically highlights the fund's reliance on Investment Company Act Section 3(c)(7), which allows certain private funds to avoid registration as investment companies if their investors are 'qualified purchasers.' This matters to potential investors because it indicates the fund is targeting sophisticated, high-net-worth individuals or institutions, and it operates under fewer regulatory requirements than publicly offered funds.

Why It Matters

This filing confirms Helikon Long Short Equity Fund ICAV's status as a private fund, meaning it's not subject to the same public disclosure and regulatory oversight as mutual funds, which impacts transparency and investor access.

Risk Assessment

Risk Level: medium — Operating under a 3(c)(7) exemption means less regulatory oversight, which can increase risk for investors, despite targeting qualified purchasers.

Analyst Insight

Investors considering Helikon Long Short Equity Fund ICAV should understand that its 3(c)(7) exemption means it's designed for qualified purchasers and has less regulatory oversight than public funds, requiring thorough due diligence.

Key Numbers

• 021-364297 — File No. (identifies the specific registration file for the offering)
• 26785865 — Film No. (an internal SEC tracking number for the filing)
• 1231 — Fiscal Year End (indicates the fund's fiscal year ends in December)

Key Players & Entities

• Helikon Long Short Equity Fund ICAV (company) — the Filer of the D/A form
• 0001808059 (company) — the CIK (Central Index Key) for Helikon Long Short Equity Fund ICAV
• 0000902664-26-001740 (dollar_amount) — the SEC Accession No. for this filing
• March 24, 2026 (date) — the Filing Date and Accepted Date of the D/A
• 33 SIR JOHN ROGERSON DUBLIN L2 2 (address) — the Mailing and Business Address of the Filer

Forward-Looking Statements

• Helikon Long Short Equity Fund ICAV will continue to operate as a private fund, primarily targeting qualified purchasers. (Helikon Long Short Equity Fund ICAV) — high confidence, target: 2027-03-24
• The fund will maintain its current regulatory exemption under Section 3(c)(7) for the foreseeable future. (Helikon Long Short Equity Fund ICAV) — high confidence, target: 2027-03-24

FAQ

Key Financial Figures

• $1 — enues   No Aggregate Net Asset Value   $1 - $1,000,000 $1 - $5,000,000   $1,000,
• $1,000,000 — No Aggregate Net Asset Value   $1 - $1,000,000 $1 - $5,000,000   $1,000,001 - $5,000,
• $5,000,000 — Net Asset Value   $1 - $1,000,000 $1 - $5,000,000   $1,000,001 - $5,000,000   $5,000,001
• $1,000,001 — e   $1 - $1,000,000 $1 - $5,000,000   $1,000,001 - $5,000,000   $5,000,001 - $25,000,000
• $5,000,001 — $5,000,000   $1,000,001 - $5,000,000   $5,000,001 - $25,000,000 $5,000,001 - $25,000,000
• $25,000,000 — $1,000,001 - $5,000,000   $5,000,001 - $25,000,000 $5,000,001 - $25,000,000   $25,000,001
• $25,000,001 — $25,000,000 $5,000,001 - $25,000,000   $25,000,001 - $50,000,000 $25,000,001 - $100,000,0
• $50,000,000 — 5,000,001 - $25,000,000   $25,000,001 - $50,000,000 $25,000,001 - $100,000,000   $50,000,0
• $100,000,000 — 25,000,001 - $50,000,000 $25,000,001 - $100,000,000   $50,000,001 - $100,000,000   Over $1
• $50,000,001 — 0,000,000 $25,000,001 - $100,000,000   $50,000,001 - $100,000,000   Over $100,000,000   O

Filing Documents

• primary_doc.html (D/A)
• primary_doc.xml (D/A) — 7KB
• 0000902664-26-001740.txt ( ) — 9KB

From the Filing

Form D FORM D Notice of Exempt Offering of Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. OMB APPROVAL OMB Number: 3235-0076 Estimated Average burden hours per response: 4.0 1. Issuer's Identity CIK (Filer ID Number) Previous Name(s) None Entity Type Corporation Limited Partnership   Limited Liability Company   General Partnership   Business Trust Other Alternative investment fund   Name of Issuer   Helikon Long Short Equity Fund ICAV Jurisdiction of Incorporation/Organization IRELAND   Year of Incorporation/Organization Over Five Years Ago Within Last Five Years (Specify Year)   Yet to Be Formed           2. Principal Place of Business and Contact Information Name of Issuer   Helikon Long Short Equity Fund ICAV Street Address 1 Street Address 2   C/O HELIKON LONG SHORT EQUITY FUND ICAV   33 SIR JOHN ROGERSON'S QUAY   DUBLIN   IRELAND     2   44 (0) 207 184 5256   3. Related Persons Last Name First Name Middle Name Healy Barbara Street Address 1 Street Address 2   c/o Helikon Long Short Equity Fund ICAV     33 Sir John Rogerson's Quay   Dublin   IRELAND   2   Relationship: Executive Officer Director Promoter Clarification of Response (if Necessary) Last Name First Name Middle Name McLernon Paul Street Address 1 Street Address 2   c/o Helikon Long Short Equity Fund ICAV     33 Sir John Rogerson's Quay   Dublin   IRELAND   2   Relationship: Executive Officer Director Promoter Clarification of Response (if Necessary) Last Name First Name Middle Name O'Neill Raymond Street Address 1 Street Address 2   c/o Helikon Long Short Equity Fund ICAV     33 Sir John Rogerson's Quay   Dublin   IRELAND   2   Relationship: Executive Officer Director Promoter Clarification of Response (if Necessary) Last Name First Name Middle Name Helikon Investments Limited - Street Address 1 Street Address 2   17 Waterloo Place       London   UNITED KINGDOM   SW1Y 4AR   Relationship: Executive Officer Director Promoter Clarification of Response (if Necessary) Investment Manager 4. Industry Group   Agriculture Banking & Financial Services     Commercial Banking     Insurance   Investing     Investment Banking     Pooled Investment Fund Hedge Fund Other Investment Fund Private Equity Fund Venture Capital Fund *Is the issuer registered as an investment company under the Investment Company Act of 1940? Yes  No   Other Banking & Financial Services   Business Services Energy     Coal Mining     Electric Utilities     Energy Conservation     Environmental Services     Oil & Gas     Other Energy Health Care     Biotechnology     Health Insurance     Hospitals & Physicians     Pharmaceuticals     Other Health Care                         Manufacturing Real Estate   Commercial   Construction   REITS & Finance   Residential Other Real Estate   Retailing Restaurants Technology   Computers   Telecommunications   Other Technology Travel   Airlines & Airports   Lodging & Conventions   Tourism & Travel Services   Other Travel Other        5. Issuer Size Revenue Range Aggregate Net Asset Value Range No Revenues   No Aggregate Net Asset Value   $1 - $1,000,000 $1 - $5,000,000   $1,000,001 - $5,000,000   $5,000,001 - $25,000,000 $5,000,001 - $25,000,000   $25,000,001 - $50,000,000 $25,000,001 - $100,000,000   $50,000,001 - $100,000,000   Over $100,000,000   Over $100,000,000   Decline to Disclose   Decline to Disclose   Not Applicable   Not Applicable   6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply) Rule 504(b)(1) (not (i), (ii) or (iii)) Rule 506(b)         Rule 504 (b)(1)(i) Rule 506(c) Rule 504 (b)(1)(ii) Securities Act Section 4(a)(5) Rule 504 (b)(1)(iii) Investment Company Act Section 3(c) Section 3(c)(1) Section 3(c)(9) Section 3(c)(2) Section 3(c)(10) Section 3(c)(3) Section 3(c)(11) Section 3(c)(4) Section 3(c)(12) Section 3(c)(5) Section 3(c)(13) Section 3(c)(6) Section 3(c)(14) Section 3(c)(7)     7. Type of Filing   New Notice Date of First Sale   2020-04-01   First Sale Yet to Occur   Amendment     8. Duration of Offering Does the Issuer intend this offering to last more than one year?   Yes   No     9. Type(s) of Securities Offered (select all that apply) Pooled Investment Fund Interests Equity Tenant-in-Common Securities Debt Mineral Property Securities Option, Warrant or Other Right to Acquire Another Security Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security Other (describe)       10. Business Combination Transaction Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?   Yes   No Clarification of Response (if Necessary)       11. Minimum Investment Minimum investment accepted from any outside investor $   500000 USD 12. Sales Compensa

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