Correspondence 0001013762-25-001876 from Align Alternative Access Fund (CIK 0002026675)
Align Alternative Access Fund (CIK 0002026675)
Date: March 25, 2025 · CIK: 0002026675 · Accession: 0001013762-25-001876
AI Filing Summary & Sentiment
File numbers found in text: 333-283452, 811-24029
Letter
Division of Investment Management U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C.
Re: Align Alternative Access Fund: File Nos. 333-283452; 811-24029
Dear Ms. Vroman-Lee:
On February 14, 2025, Align Alternative Access Fund (the “Registrant” or the “Trust”) filed an Amended Registration Statement on Form N-2 with the U.S. Securities and Exchange Commission. You provided comment on March 7, 2025. Below, please find below a summary of your comments and the Registrant’s responses, which the Registrant has authorized Thompson Hine LLP to make on its behalf. Unless otherwise indicated, capitalized terms used below have the meaning ascribed to them in the Amendment. Please note that added language is in italics and deleted language appears struck through. The numbering of comments aligns with your initial comment letter.
PROSPECTUS COMMENTS
10. Comment: Please include the factors the Fund or Advisor will use to determine if the investment adviser of the private funds have the ability to invest successfully.
Response: The Registrant has included the following disclosure in the Investment Strategies section of the prospectus regarding the factors the Fund or its adviser will use to determine if an investment adviser has the ability to invest successfully:
• Track Record & Performance Analysis – The Fund will review an investment adviser’s historical returns, risk-adjusted performance, and consistency across market cycle to determine if there is a potential opportunity to generate a return for the Fund.
• Investment Strategy & Edge – The Fund will evaluate each fund’s investment thesis, sourcing advantages, sector expertise, and competitive differentiators to ensure alignment with the Fund’s investment strategy.
• Risk Management & Downside Protection – The Fund will review portfolio construction, leverage policies, hedging strategies, and past drawdowns to gauge risk mitigation effectiveness.
• Manager Quality & Incentives – The Fund will conduct due diligence on fund managers' experience, decision-making process, alignment of interests (GP commitment, fee structure), and operational discipline to ensure strong governance, effective risk management, and a commitment to generating sustainable returns while safeguarding investor interests.
March 25, 2025
Page 2
19. Comment: The comment was to explain that “short puts are options on securities that the Fund does not own.” Your response included changed disclosure that says, “This strategy involves selling put options on securities that the investor does not own.” Please confirm the revised disclosure is accurate.
Response: The requested revision has been made to reflect that “short puts are options on securities that the Fund investor does not own.”
GENERAL COMMENTS
43. Comment: Please update the SAI with all material missing information.
Response: All incomplete or missing information will be included and filed before the Fund is declared effective.
* * * * *
If you have any questions concerning this request, please contact the undersigned at (513) 352-6632.
Best
regards,
/s/
Cassandra Borchers
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CORRESP
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filename1.htm
March 25, 2025
VIA E-MAIL AND EDGAR
CORRESPONDENCE
Ashley Vroman-Lee
Division of Investment
Management
U.S. Securities and
Exchange Commission
100 F Street, N.E.
Washington, D.C.
20549
Re: Align
Alternative Access Fund: File Nos. 333-283452; 811-24029
Dear Ms. Vroman-Lee:
On
February 14, 2025, Align Alternative Access Fund (the “Registrant” or the “Trust”) filed an Amended Registration
Statement on Form N-2 with the U.S. Securities and Exchange Commission. You provided comment on March 7, 2025. Below, please find below
a summary of your comments and the Registrant’s responses, which the Registrant has authorized Thompson Hine LLP to make on its
behalf. Unless otherwise indicated, capitalized terms used below have the meaning ascribed to them in the Amendment. Please note that
added language is in italics and deleted language appears struck through. The numbering of comments aligns with your initial comment
letter.
PROSPECTUS
COMMENTS
10. Comment:
Please include the factors the Fund or Advisor will use to determine if the investment
adviser of the private funds have the ability to invest successfully.
Response:
The Registrant has included the following disclosure in the Investment Strategies section of the prospectus regarding the factors
the Fund or its adviser will use to determine if an investment adviser has the ability to invest successfully:
• Track
Record & Performance Analysis – The Fund will review an investment adviser’s
historical returns, risk-adjusted performance, and consistency across market cycle to determine
if there is a potential opportunity to generate a return for the Fund.
• Investment
Strategy & Edge – The Fund will evaluate each fund’s investment thesis,
sourcing advantages, sector expertise, and competitive differentiators to ensure alignment
with the Fund’s investment strategy.
• Risk
Management & Downside Protection – The Fund will review portfolio construction,
leverage policies, hedging strategies, and past drawdowns to gauge risk mitigation effectiveness.
• Manager
Quality & Incentives – The Fund will conduct due diligence on fund managers'
experience, decision-making process, alignment of interests (GP commitment, fee structure),
and operational discipline to ensure strong governance, effective risk management, and a
commitment to generating sustainable returns while safeguarding investor interests.
March
25, 2025
Page 2
19. Comment:
The comment was to explain that “short puts are options on securities that the Fund
does not own.” Your response included changed disclosure that says, “This
strategy involves selling put options on securities that the investor does not own.”
Please confirm the revised disclosure is accurate.
Response:
The requested revision has been made to reflect that “short puts are options on securities that the Fund investor
does not own.”
GENERAL
COMMENTS
43. Comment:
Please update the SAI with all material missing information.
Response:
All incomplete or missing information will be included and filed before the Fund is declared effective.
* * * * *
If
you have any questions concerning this request, please contact the undersigned at (513) 352-6632.
Best
regards,
/s/
Cassandra Borchers
Cassandra
W. Borchers, Esq.