This notice (this “Privacy Notice”) is provided by Empyrean Capital Partners, LP (the “Investment Manager”), Empyrean Capital Overseas ERISA Fund, Ltd. (the “Offshore ERISA Fund”), Empyrean Capital Overseas Fund, Ltd. (the “Offshore Fund”), Empyrean Capital Fund, LP, (the “Onshore Fund”), and Empyrean Capital Overseas Master Fund, Ltd. (the “Master Fund”, collectively, the “Funds” and each, a “Fund”, and together with the Investment Manager, “we” or “us”), and sets forth our policies for the collection, use, storage, sharing, disclosure (collectively, “processing”) and protection of personal data relating to current, prospective and former investors in the Fund(s), as applicable. Capitalized terms used but not defined herein have the meanings assigned to them in the Confidential Private Placement Memorandum of the relevant Fund, as may be supplemented, updated or modified from time to time (the “Memorandum”).
References to “you” or an “investor” in this Privacy Notice mean any current or prospective investor who is an individual, or any individual connected with an investor or prospective investor who is a legal person, as applicable.
See below for our California Notice, including its Notice at Collection, which is applicable to certain prospective investors and website visitors, who are California residents.
Who to Contact About This Privacy Notice
This Privacy Notice is being provided with reference to the privacy and data protection laws that apply in the jurisdictions where we operate (collectively, the “Data Protection Laws”). The Fund(s) and the Investment Manager are considered to be data controllers in respect of any personal information we hold about you for the purposes of certain Data Protection Laws. This means that each of the Fund(s) and the Investment Manager (alone or jointly, as applicable) determines the purposes and the means of the processing of your personal information.
Please contact Investor Relations at IR@empyrean.com or by writing to the following address 10250 Constellation Boulevard, Suite 2950, Los Angeles, California 90067, attention Investor Relations and Legal, with any questions about this Privacy Notice or requests with regards to the personal data we hold.
Please note that the Administrator, the Sub-Administrator, the Prime Broker(s), and the Custodian(s) work under a range of professional and legal obligations that require them to process personal data (e.g., anti-money laundering legislation). In order to meet the requirements of such obligations, they, from time to time, would not be acting on our instructions but instead in accordance with their own respective professional or legal obligations and therefore as data controllers in their own right with respect to such processing. For more specific information or requests in relation to the processing of personal data by the Administrator, the Sub-Administrator, the Prime Broker(s), the Custodian(s) or any other service provider of the Fund(s), you may also contact the relevant service provider directly at the address specified in the Directory section of the Memorandum or by visiting their websites. You can access the privacy notice of the Administrator and the Sub-Administrator at https://citco.com/footer/privacy-policy, which is applicable when the Administrator or the Sub-Administrator is required to act in a data controller capacity. For the avoidance of doubt, the Administrator and the Sub-Administrator each do not act in a joint controller capacity with any other data controller.
The Types of Personal Data We Hold
The categories of personal data we collect are names, residential or business addresses, or other contact details, signature, nationality, tax identification or passport number, date of birth, place of birth, photographs, copies of identification documents, bank account details, information about assets or net worth, credit history, information on investment activities, or other personal information, such as certain special categories of personal data (including, where relevant, information on political affiliations, ethnic origin, or criminal convictions), as specified under the applicable Data Protection Laws, that are contained in the relevant materials, documents, or obtained through background searches.
How We Collect Personal Data
We collect personal data about you through: (i) information provided directly to us by you, or another person on your behalf; or (ii) information that we obtain in relation to any transactions between you and us.
We also may receive your personal information from third parties or other sources, such as our affiliates, the Administrator, the Sub-Administrator, publicly accessible databases or registers, tax authorities, governmental agencies and supervisory authorities, credit agencies, fraud prevention and detection agencies, or other publicly accessible sources, such as the Internet.
How We May Use Personal Information
We may process your personal data for the purposes of administering the relationship between you and us (including subscription acceptance, communications and reporting), marketing of our products and services, monitoring and analyzing our activities, and complying with applicable legal or regulatory requirements (including anti-money laundering, fraud prevention, tax reporting, sanctions compliance, or responding to requests for information from supervisory authorities, or law enforcement agencies).
We will use one of the permitted grounds under the applicable Data Protection Laws to process your personal information. Such grounds include, for example, circumstances where:
- processing is necessary to perform our obligations under the Fund Documents;
- we are required to comply with a legal or regulatory obligation applicable to us; or
- we, or a third party on our behalf, have determined that it is necessary for our legitimate interests to collect and use your personal information, such as if we believe that you have a reasonable expectation for us or a third party to collect or use your personal information for such purpose.
What Are the Consequences Of Failing To Provide Personal Information
Where personal data is required to satisfy a statutory obligation (including compliance with applicable anti-money laundering or sanctions requirements) or a contractual requirement, failure to provide such information may result in your subscription in the applicable Fund being rejected or your Shares or Interests becoming subject to compulsory redemption or withdrawal, as applicable. Where there is suspicion of unlawful activity, failure to provide personal data may result in the submission of a report to the relevant law enforcement agency or supervisory authority.
How We Disclose Personal Data
We disclose information about you to our affiliates, service providers (including the Administrator and the Sub-Administrator of the Fund(s)), or other third parties to accept your subscription, administer and maintain your account(s), or otherwise perform our contractual obligations.
We also may need to disclose your personal information to regulatory, tax or law enforcement authorities to comply with applicable legal or regulatory requirements, respond to court orders, or in the context of regulatory requests for information, administrative proceedings, or investigations. We also will release information about you if you direct us to do so.
It may also be necessary, under anti-money laundering and similar laws, to disclose information about you to facilitate the establishment of trading relationships for the Master Fund with the Prime Broker(s), the Custodian(s), executing brokers or other trading counterparties.
We may also disclose information about you, or your transactions and experiences with us, to our affiliates or service providers for our everyday business purposes, such as administration of our business, record-keeping, maintaining security of our information technology systems, reporting and monitoring of our activities, investor relations activities, and compliance with applicable legal and regulatory requirements.
Retention Periods and Security Measures
We will not retain personal data for longer than is necessary in relation to the purpose for which it is collected, subject to the applicable Data Protection Laws. Personal data will be retained for the duration of your investment in the applicable Fund and for a minimum of five years after a (redemption or withdrawal, as applicable) of your investment, or liquidation of the applicable Fund. We may retain personal data for a longer period for the purpose of marketing our products and services or compliance with applicable law or internal processes. We reserve the right to review the purpose for which personal data has been collected and decide whether to retain or to delete it if we determine it no longer serves any purpose to us.
To protect your personal information from unauthorized access and use, we apply reasonable security measures, including organizational and technical security controls in accordance with applicable Data Protection Laws. While we are committed to maintaining a reasonable information security program, no such program can be perfect; in other words, all risk cannot reasonably be eliminated. Data security incidents and breaches can occur due to factors that cannot reasonably be prevented. Accordingly, it cannot be assumed that the occurrence of any given incident or breach results from our failure to implement and maintain reasonable security.
Additional Information under the U.S. Gramm-Leach-Bliley Act 1999 (Reg S-P) and Fair Credit Reporting Act (Reg S-AM)
For purposes of U.S. federal law, this Privacy Notice applies to current, prospective, and former investors who are individuals or Individual Retirement Accounts. We are providing this additional information under U.S. federal law.
We disclose information about our investors, prospective investors, or former investors to affiliates (i.e., financial and non-financial companies related by common ownership or control) or non-affiliates (i.e., financial or non-financial companies not related by common ownership or control) for our everyday business purposes, such as to process your transactions, maintain your account(s) or respond to court orders and legal investigations. Thus, it may be necessary or appropriate, under anti-money laundering and similar laws, to disclose information about the Fund’s investors in order to accept subscriptions from them or make distributions to them. We also will release information about you if you direct us to do so.
We share your information with our affiliates for direct marketing purposes, such as offers of products and services to you by us or our affiliates. You may prevent this type of sharing by contacting us at IR@empyrean.com (with a copy to legal@empyrean.com). If you are a new or prospective investor, we can begin sharing your information with our affiliates for direct marketing purposes 30 days from the date we sent this Privacy Notice. When you are no longer our investor, we continue to share your information with our affiliates for such purposes.
You may contact us at any time to limit our sharing of your personal information. If you limit sharing for an account you hold jointly with someone else, your choices will apply to everyone on your account. U.S. state laws may give you additional rights to limit sharing.
We do not share your information with non-affiliates for them to market their own services to you.
Additional Information under the Cayman Islands Data Protection Act (2021 Revised) (“DPA”)
The applicable Fund shares your personal information with its services providers, including the Investment Manager, the Administrator, the Sub-Administrator, the Custodian(s), the Prime Broker(s), or others who are located outside the Cayman Islands. It may also be necessary to share your information with the Cayman Islands Monetary Authority or the Tax Information Authority, which may, in turn, exchange this information with foreign tax authorities, regulatory or law enforcement agencies. Any transfer of your personal data by us, our affiliates or service providers outside the Cayman Islands will be carried out in accordance with the DPA.
You may have certain rights under the DPA, including: (i) the right to be informed; (ii) the right of access; (iii) the right to rectification; (iv) the right to stop or restrict processing; (v) the right to stop direct marketing; (vi) rights in relation to automated decision making; (vii) the right to seek compensation; and (viii) the right to complain to the supervisory authority. A complaint in respect of the Offshore Fund or the Master Fund may be lodged with the Office of the Ombudsman in the Cayman Islands. Please use the contact details under Who to Contact About This Privacy Notice if you wish to exercise these rights.
Additional Information under the EU General Data Protection Regulation
You may have certain rights under EU General Data Protection Regulation and equivalent regulation in effect in the United Kingdom (“GDPR”) in relation to our processing of your personal data and any processing carried out on your behalf. These rights include: (i) the right to request access to your personal data; (ii) the right to request rectification of your personal data; (iii) the right to request erasure of your personal data (the “right to be forgotten”); (iv) the right to restrict our processing or use of your personal data; (v) the right to object to our processing or use where we have considered this to be necessary for our legitimate interests (such as in the case of our marketing activities); (vi) where relevant, the right to request the portability of the data; (vii) if your consent to processing has been obtained, the right to withdraw your consent at any time; and (viii) the right to lodge a complaint with a supervisory authority. Please note that the right to be forgotten that applies in certain circumstances under GDPR is not likely to be available in respect of the personal data we hold, given the purpose for which we collect such data, as described above.
Due to the international nature of our business, your personal data may be transferred to jurisdictions that do not offer equivalent protection to personal data as under the GDPR (“Third Countries”). In such cases, we will process personal data (or procure that it be processed) in the Third Countries in accordance with the requirements of GDPR, which may include having appropriate contractual undertakings in legal agreements with service providers who process personal data on our behalf in such Third Countries. We may also be required to transfer your personal information to our regulators or government agencies in Third Countries in cases where such transfers are necessary in the context of administrative proceedings, such as requests for information, examinations or investigations, or to other relevant parties in Third Countries where it is necessary for the purposes of establishing, bringing, or defending legal claims, or for another legitimate business purpose, such as compliance with our legal or regulatory obligations under foreign law.
Additional Information for California Residents
The California Consumer Privacy Act (the “CCPA”) imposes certain obligations on us and grants certain rights to California residents (“California resident,” “you” or “your”) with regard to limited types of personal data or “personal information” we collect. This California section (“California Notice”) provides information about the types of Personal Information we collect that are subject to the CCPA (“CCPA Personal Information”) and also describes rights you may have with respect to such information.
Please note that this California Privacy Notice does not cover information we collect that is exempt from the CCPA, including information that is subject to the GLBA, the Fair Credit Reporting Act, and the California Financial Information Privacy Act. This includes, without limitation, information that we collect about you when you are our customer acting in your individual, familial, or household capacity or when you make inquiries to us regarding investments or other information you obtain in that capacity.
Terms used in this section have the meaning ascribed to them in the CCPA. We are a “business.” “Personal Information” as used in this section has the same meaning as in the CCPA. It does not include deidentified information, aggregate consumer information or publicly available information, as those terms are defined in the CCPA.
Notice at Collection
CCPA Personal Information We Collect
We collect the following categories of CCPA Personal Information and have collected this information in the 12 months preceding the date of this Privacy Notice:
- Identifiers and similar information – Name, email address, mailing address, phone numbers, IP address
- Internet or other electronic network activity information – Your device and browser type, your browsing and search history on our website, and other information regarding your interaction with our website and our advertisements
- Professional information – Your title, information about your employer(s) or other entities you represent when interacting with us in your capacity as a representative of those entities
CCPA Personal Information – Purposes for Collection
We collect personal information to facilitate the operation of our website; to analyze the effectiveness of our website; to customize your experience on our website; to engage with our suppliers, vendors, or other entities with which we do business; and for advertising or marketing purposes.
No Sale or Sharing of CCPA Personal Information
We do not sell CCPA Personal Information, including information of California residents under 16 years old. Additionally, we do not share CCPA Personal Information for purposes of engaging in cross-contextual behavioral advertising.
Retention Periods
We do not retain CCPA Personal Information for longer than is necessary in relation to the purpose for which it is collected, subject to applicable Data Protection Laws.
Sources From Which We Collect CCPA Personal Information
We collect CCPA Personal Information from website users, and representatives of entities with which we do business or may do business.
Use or Disclosure of Sensitive CCPA Personal Information
We do not use or disclose sensitive CCPA Personal Information to create profiles about or infer characteristics about individuals.
Disclosure of CCPA Personal Information for Business Purposes
Categories of CCPA Personal Information Disclosed
We disclose the following categories of CCPA Personal Information to service providers or contractors for the following purposes, and have done so for the 12 months prior to the date of this California Notice:
| Categories of Personal Information | Business Purposes for Disclosures |
| Personal identifiers: name, email address, mailing address, phone numbers, IP address
|
Management of our CRM systems, email communications, security services and cloud-based data storage, website hosting and obtaining assistance with IT-related functions, advertising and marketing, business analytics, legal and accounting services. |
| Internet or other electronic activity information: your device and browser type, your browsing and search history on our website, and other information regarding your interaction with our website and our advertisements | Security services and cloud-based data storage, website hosting and obtaining assistance with IT-related functions, advertising and marketing, business analytics |
| Professional information: job title, information about your employer | Management of our CRM systems; email communications |
Additional Disclosures
We may also disclose CCPA Personal Information to third parties in circumstances where we believe in good faith that disclosure is required or permitted under law, to cooperate with regulators or law enforcement authorities, to protect our rights or property or upon reasonable request by the fund in which you have invested. We may also disclose CCPA Personal Information to third parties to help detect and protect against fraud or data security vulnerabilities. And we may disclose or transfer such information to a third party in the event of an actual or potential sale, merger, reorganization of our entity or other restructuring.
Personal Information of Minors
Our services and funds are not directed to minors under the age of 13 and we do not knowingly sell or share for purposes of behavioral advertising the personal information of minors, including minors under 16 years of age.
Do Not Track Signals
Do Not Track (“DNT”) is a privacy preference that users can set in certain web browsers. Please note that we do not respond to or honor DNT signals.
California Residents’ Rights under the CCPA
Residents of California have the following rights with respect to CCPA Personal Information:
(i) to request that we delete any CCPA Personal Information that we collected from a resident, subject to certain exceptions (“Request to Delete”); (ii) to request that we disclose (“Request to Know”): (a) the categories of CCPA Personal Information we have collected about you; (b) the categories of sources from which we have collected CCPA Personal Information; (c) the business or commercial purpose for collecting such information; (d) the categories of third parties with which we disclose CCPA Personal Information about you for a business purpose; (e) the specific pieces of CCPA Personal Information we have collected about you; and (f) the categories of personal information we have disclosed about you for a business purpose; and (iii) request that we correct personal information that you believe is inaccurate (“Request to Correct”).
How to Submit a Request Under the CCPA
California resident clients may submit Requests to Delete, Know and Correct through the following methods: (1) emailing us at privacy@empyrean.com or (2) calling this toll-free telephone number: 833-396-2017.
We are required to provide certain information or to delete personal information only in response to verifiable requests made by you or your legally authorized agent. When you submit a Request to Delete, Know or Correct, we may ask that you provide clarifying or identifying information to verify your request. Such information may include, depending on the sensitivity of the information you are requesting and the type of request you are making, your name and email address. Any information gathered as part of the verification process will be used for verification purposes only.
You are permitted to designate an authorized agent to submit a Request to Delete, Know, or Correct on your behalf and have that authorized agent submit the request through the aforementioned methods. In order to be able to act, authorized agents have to submit proof that they are authorized to act on your behalf. We may also require that you directly verify your own identity with us and directly confirm with us that you provided the authorized agent permission to submit the request. We verify and process requests made by persons with powers of attorney in accordance with applicable provisions of the California Probate Code.
Accessibility
To make accessibility-related requests or report barriers, please contact us at ir@empyrean.com (with a copy to legal@empyrean.com).
Changes to this Privacy Notice
From time to time, we may update or revise this Privacy Notice. If there are changes to the terms of this Privacy Notice, we will change the date to reflect those updates. If those changes are material, you will be notified through a notice on our website.
Rev. April 2024