497 1 d170508d497.htm BLACKSTONE ALTERNATIVE INVESTMENT FUNDS Blackstone Alternative Investment Funds

Filed pursuant to Rule 497(e)

File Nos. 333-185238 and 811-22743

BLACKSTONE ALTERNATIVE INVESTMENT FUNDS

Blackstone Alternative Multi-Manager Fund

(the “Fund”)

Supplement dated April 6, 2016 to the

Prospectus of the Fund and the Statement of Additional Information

each dated July 29, 2015 and

Summary Prospectus of the Fund dated December 7, 2015

Plan of Liquidation

On April 4, 2016, the Board of Trustees of Blackstone Alternative Investment Funds (the “Trust”) approved a plan to liquidate the Fund on or about May 31, 2016 (“Liquidation Date”). This date may be changed without notice at the discretion of the Trust’s officers. Shareholder approval of the liquidation is not required. Shareholders of the Fund may redeem their shares at any time prior to the Liquidation Date at the then-current net asset value per share.

Suspension of Sales. The Fund will no longer accept purchase orders and will be closed to all new and, other than in the case of any reinvestments of dividends, existing investors.

Liquidation. The Fund’s investment adviser will seek to convert substantially all the Fund’s portfolio securities and other assets to cash and similar investments in order to prepare for orderly liquidation and to meet anticipated redemption requests. In this regard, the Fund will no longer be investing according to its stated investment objective and policies. The Fund and its shareholders will bear expenses of the liquidation, including transaction costs and any associated tax consequences.

On the Liquidation Date, the Fund will liquidate its remaining assets and distribute cash pro rata to all remaining shareholders, after the payment of or provision for all charges, taxes, expenses, and liabilities (whether due or accrued or anticipated) of the Fund, who have not previously redeemed all of their shares.

U.S. Federal Income Tax Matters. The automatic redemption of shares held by a shareholder as part of the liquidation generally will be treated as any other redemption of shares (i.e., as a sale that may result in gain or loss for federal income tax purposes) and will have the tax and other consequences described in the Prospectus and Statement of Additional Information. In addition, in connection with the liquidation, the Fund may declare and pay any dividends required to distribute its investment company taxable income, net capital gains, and net tax-exempt income realized in the taxable years ending at or prior to the final liquidation date. These dividends would be taxable to shareholders who do not hold their shares through an IRA, 401(k), or other tax-advantaged account. A shareholder should consult with the shareholder’s tax advisor to discuss the Fund’s liquidation and the tax consequences to the shareholder.


Effective as of the Liquidation Date, all references to the Fund in the Statement of Additional Information are removed.

Removal of Sub-Adviser

In conjunction with the above stated plan of liquidation, effective as of April 15, 2016, D.E. Shaw Investment Management L.L.C. (“DESIM”) will no longer serve as a sub-adviser to the Fund. The assets managed by DESIM will be reallocated by Blackstone Alternative Investment Advisors LLC (“BAIA”), the investment adviser to the Fund, to the other sub-advisers. Therefore, effective as of April 15, 2016, all references to DESIM in the Prospectus of the Fund are removed.

Change to Portfolio Managers

Since inception, the portfolio managers of the Fund have had day-to-day management responsibilities for the Fund with oversight by BAIA’s Investment Committee. The committee members include the current portfolio managers together with select senior investment personnel.

Effective April 15, 2016, the BAIA Investment Committee will assume primary responsibility for the day-to-day management of the Fund’s portfolio. Accordingly, all references to the Fund’s portfolio managers will be updated to reflect the members of the BAIA Investment Committee as of such date:

The table presenting the Fund’s portfolio managers in the “Management of the Fund” section on page 12 is amended and restated as follows:

 

Name

   Portfolio Manager
of the Fund Since
    

Title

Gideon Berger

     2016       Senior Managing Director, The Blackstone Group L.P. (“Blackstone”) (Hedge Fund Solutions)

Robert Jordan

     2016       Senior Managing Director, Blackstone
(Hedge Fund Solutions)

Ian Morris

     2016       Senior Managing Director, Blackstone
(Hedge Fund Solutions)

Stephen Sullens

     2013       Senior Managing Director, Blackstone
(Hedge Fund Solutions)

David Mehenny

     2016       Managing Director, Blackstone (Hedge Fund Solutions)

Alberto Santulin

     2013       Managing Director, Blackstone (Hedge Fund Solutions)


The table presenting the Fund’s portfolio managers in the “Management of the Fund” section on page 31 is amended and restated as follows:

 

Name

   Portfolio Manager
of the Fund Since
    

Title and Recent Biography

Gideon Berger

     2016       2008-Present: Senior Managing Director, The Blackstone Group L.P. (“Blackstone”)
(Hedge Fund Solutions)

Robert Jordan

     2016      

2013-Present: Senior Managing Director, Blackstone (Hedge Fund Solutions)

2011-2012: Managing Director, Blackstone
(Hedge Fund Solutions)

Ian Morris

     2016      

2016-Present: Senior Managing Director, Blackstone (Hedge Fund Solutions)

2011-2015: Managing Director, Blackstone
(Hedge Fund Solutions)

Stephen Sullens

     2013       2006-Present: Senior Managing Director, Blackstone (Hedge Fund Solutions)

David Mehenny

     2016      

2013-Present: Managing Director, Blackstone (Hedge Fund Solutions)

2010-2012: Vice President, Blackstone
(Hedge Fund Solutions)

Alberto Santulin

     2013       2005-Present: Managing Director, Blackstone (Hedge Fund Solutions)

The title of the subsection “Other Accounts Managed by the Portfolio Managers (as of March 31, 2015)” in the “Management” section on page 47 of the Statement of Additional Information is restated as “Other Accounts Managed by the Portfolio Managers (as of December 31, 2015)” and the table in that subsection is amended and restated as follows:

 

Portfolio Manager

 

Type of Account

  Number of
Accounts
Managed
 

Total Assets
Managed

  Number of
Accounts for
which Advisory
Fee is
Performance
Based
 

Assets Managed
for which
Advisory Fee is
Performance
Based

Gideon Berger

  Registered Investment Companies   3   $946 million   0   $0
  Other Pooled Investment Vehicles   129   $62 billion   88   $35 billion
  Other Accounts   0   $0   0   $0

Robert Jordan

  Registered Investment Companies   3   $946 million   0   $0
  Other Pooled Investment Vehicles   119   $56 billion   78   $29 billion
  Other Accounts   0   $0   0   $0


Portfolio Manager

 

Type of Account

  Number of
Accounts
Managed
 

Total Assets
Managed

  Number of
Accounts for
which Advisory
Fee is
Performance
Based
 

Assets Managed
for which
Advisory Fee is
Performance
Based

Ian Morris

  Registered Investment Companies   3   $946 million   0   $0
  Other Pooled Investment Vehicles   119   $56 billion   78   $29 billion
  Other Accounts   0   $0   0   $0

Stephen Sullens

  Registered Investment Companies   3   $946 million   0   $0
  Other Pooled Investment Vehicles   124   $59 billion   83   $32 billion
  Other Accounts   0   $0   0   $0

David Mehenny

  Registered Investment Companies   0   $0   0   $0
  Other Pooled Investment Vehicles   1   $871 million   0   $0
  Other Accounts   0   $0   0   $0

Alberto Santulin

  Registered Investment Companies   3   $946 million   0   $0
  Other Pooled Investment Vehicles   1   $871 million   0   $0
  Other Accounts   0   $0   0   $0

The title of the subsection “Securities Ownership of Portfolio Managers” in the “Management” section on page 49 of the Statement of Additional Information is restated as “Securities Ownership of Portfolio Managers (as of January 29, 2016)” and the table in that subsection is amended and restated as follows:

 

Portfolio Manager

  

Dollar Range of Shares
Held in BAMMF

  

Dollar Range of Shares
Held in BAMSF

Gideon Berger

   None    None

Robert Jordan

   None    None

Ian Morris

   None    None

Stephen Sullens

   None    Over $1 million

David Mehenny

   None    None

Alberto Santulin

   None    None

Shareholders should retain this Supplement for future reference.