Now Offering
Two ways into Buxton Helmsley.
Open to accredited investors only · Offered under Rule 506(c) of Regulation D
Limited partnership interests in the firm’s activist fund, managed by Buxton Helmsley Fund Management, LLC, and common stock in Buxton Helmsley, Inc., the group’s holding company. The first is an allocation to a concentrated activist strategy. The second is a minority stake in the holding company, with minimal voting rights.
- Minimums
- $200,000 individuals
- $1,000,000 entities
- Exemption
- Rule 506(c), Regulation D
- Verified accredited investors
- The fund
- Open for the initial close
- Limited partnership interests
- The shares
- $13.43 per share
- Minimum close: $3,000,000 by January 29, 2027. Payments held in escrow until then.
The Firm
A forensic activist, anchored in New York.
Buxton Helmsley looks for public companies where, in its view, accounting failures, disclosure deficiencies or governance breakdowns have led the market to misprice them, and engages their boards to address those failures.
- Brand established
- 2014
- One office, in Midtown Manhattan. Campaigns under the Buxton Helmsley name have engaged issuers in the United States and abroad; those commenced before June 2025 were run by The Buxton Helmsley Group, Inc., which is not affiliated with Buxton Helmsley, Inc.
- Global activist ranking
- Top 15%
- Among activist investors worldwide, by number of campaigns. Source: Bloomberg.
- Institutional service providers
- 8
- An independent auditor, a fund administrator, two prime brokers, outsourced accounting and three law firms.
The Instruments
The portfolio, or the manager.
They differ in what you own, how you get out, and who decides. Each ledger lists the terms of its own instrument; the fund’s also states the strategy’s targets, which are aims rather than terms.
I.The Strategy
Limited partnership interests
A concentrated, long-oriented activist strategy that targets eight to fifteen positions, primarily in U.S.-listed equities, with an intended holding period of twelve to twenty-four months. Limited partners’ accounts are kept by an independent administrator rather than by the manager.
- Instrument
- Limited partnership interest
- Minimum (individuals)
- $200,000
- Minimum (entities)
- $1,000,000
- Fees
- 1.5% management fee; 25% performance fee above a 5% hurdle
- Liquidity
- Quarterly after a one-year hard lock-up, on 60 days’ written notice
- Target portfolio
- 8–15 positions; North America and Europe, primarily U.S.-listed
- Target horizon
- 12–24 months (target)
- Administrator
- IQ EQ Fund Services LLC
- Status
- Open. Accepting subscriptions for the initial close.
II.The Manager
Common stock in Buxton Helmsley, Inc.
A minority equity interest in Buxton Helmsley, Inc., the holding company of the group whose subsidiaries manage the fund, and which also conducts, through a separate subsidiary, an advisory practice. The horizon is longer than a fund allocation, the shares carry minimal voting rights, and there is no public market for them.
- Instrument
- Common stock, $13.43 per share
- Minimum (individuals)
- $200,000
- Minimum (entities)
- $1,000,000
- Class and rights
- Common stock with minimal voting rights. Holders do not manage the Company or direct its operations. Pre-emptive rights apply only to holders of at least 1% on a fully diluted basis.
- Transfer
- Restricted securities. Transfers require the Company’s right of first refusal to lapse or Board approval, and are further restricted under the Stockholders Agreement. No public market exists.
- Status
- Open. Subscriptions are held in escrow until a $3,000,000 minimum is reached by January 29, 2027, then closed in a series of closings.
Initial Close
I. The Strategy
Minimum Offering
II. Common stock in Buxton Helmsley, Inc.
Side By Side
Where the two part ways.
| I. Limited partnership interests | II. Common stock | |
|---|---|---|
| What you own | An interest in the fund and its portfolio | Shares in Buxton Helmsley, Inc., the holding company |
| Issuer | The fund, whose general partner is Buxton Helmsley Fund GP, LLC | Buxton Helmsley, Inc. |
| Price | Net asset value, determined under the offering documents | $13.43 per share |
| Minimums | $200,000 individuals · $1,000,000 entities | $200,000 individuals · $1,000,000 entities |
| Fees | 1.5% management; 25% performance above a 5% hurdle | Set out in the offering documents |
| Getting out | Quarterly after a one-year hard lock-up, on 60 days’ written notice | Restricted securities with no public market. Transfers need the right of first refusal to lapse or Board approval, and are further restricted under the Stockholders Agreement |
| Say in decisions | Set out in the offering documents | Minimal voting rights; no role in management; pre-emptive rights only for holders of at least 1% on a fully diluted basis |
| Closing | Initial close, then subsequent closings | Minimum close: $3,000,000 by January 29, 2027. Payments held in escrow until then. |
| Horizon | 12–24 months (target) | Longer than a fund allocation |
The Case
Diligence the firm has already published.
No performance figures appear on this page. The record is on the site, beside the qualifications that govern it; an engagement is withheld only where disclosure would be unlawful.
01
The method, in writing
Forensic screening, professional-history tracking and governance analysis are set out step by step on the investment process page. It is the best place to start.
02
The campaign record, published
Correspondence and outcomes for campaigns under the Buxton Helmsley name are in the campaign ledger, each with a disclosure naming the entity that ran it—including the campaigns that did not go as intended.
03
The people accountable
The board of directors and executive management, with their backgrounds, are listed on the leadership page.
04
Records kept independently
Funds managed by the firm are administered by IQ EQ Fund Services LLC and audited by UHY LLP. Investor statements come from the administrator, not the manager.
Structure
Who does what.
The Entities
- Buxton Helmsley, Inc.
- Holding company · issuer of the common stock
- Buxton Helmsley USA, Inc.
- Exempt reporting adviser
- Buxton Helmsley Fund Management, LLC
- Fund manager
- Buxton Helmsley Fund GP, LLC
- General partner
Buxton Helmsley USA, Inc. is an exempt reporting adviser. It is not registered with the Securities and Exchange Commission as an investment adviser.
Buxton Helmsley, Inc. also provides advisory services, for fees, to boards, management teams, private equity firms and lenders, and litigation counsel, through a U.S. operating subsidiary that is not part of the firm’s asset management business. The firm is completing the separation of the two as it hires. Those services are not offered by Buxton Helmsley USA, Inc. or any of its subsidiaries.
Service Providers
- Strategic Accounting Partner
- CFGI
- Independent Auditor
- UHY LLP
- Fund Administrator
- IQ EQ Fund Services LLC
- Prime Broker
- Velocity Clearing, LLC
- Prime Broker
- Clear Street, LLC
- Litigation Counsel
- Quinn Emanuel Urquhart & Sullivan, LLP
- Activism Counsel
- McDermott Will & Schulte LLP
- General Corporate & Litigation Counsel
- Falcon Rappaport & Berkman LLP
After You Ask
From a request to a subscription.
01
Your request reaches the firm
It is delivered to the investor relations desk and read by the firm. Nothing is passed to a third party.
02
Materials, and a conversation
We send the offering materials for the instrument you chose and arrange a time to speak with the firm directly.
03
Subscription documents
You complete and sign the subscription documents, including the Rule 506(c) acknowledgments, through the Investor Portal or by e-signature.
04
Verification
Before countersigning any subscription, the firm takes reasonable steps to verify accredited status, as Rule 506(c) requires. The checkbox on this page does not count.
05
Countersignature and funding
The firm countersigns and confirms receipt of funds. Fund investors then receive statements from the administrator through the Investor Portal.
Accredited investors as defined under Rule 501(a) of Regulation D. The minimum is $200,000 for individuals and $1,000,000 for entities, for either instrument.
Rule 506(c) requires the firm to take reasonable steps to verify it; self-certification alone is not enough. The firm accepts any method the rule permits, including review of income or net-worth documentation, a written confirmation from a registered broker-dealer, a registered investment adviser, a licensed attorney or a certified public accountant, or, where the investment meets the minimum for its investor type, the investor’s written representations together with that minimum.
Yes. They are separate subscriptions, and each carries its own minimum.
An investment in the fund is subject to a one-year hard lock-up. After it, the fund offers quarterly liquidity on 60 days’ written notice, subject to the terms of the offering documents, which set out any limits that apply.
Only in limited circumstances. The shares are restricted securities with no public market. A transfer requires the Company’s right of first refusal to lapse or Board approval, and is further restricted under the Stockholders Agreement.
It applies to the fund only. Investors admitted at the initial close participate on terms not offered in later closings; those terms are in the offering documents. The common stock has its own minimum closing instead: payments are held in escrow until $3,000,000 is reached by January 29, 2027, and are returned in full if it is not.
IQ EQ Fund Services LLC administers funds managed by the firm and UHY LLP audits them. Trading, clearing and custody run through Velocity Clearing, LLC and Clear Street, LLC.
Next Step
Request the materials.
Tell us which instrument interests you. We will send the offering materials and arrange a time to speak with the firm directly.
- Investor Relations
- ir@buxtonhelmsley.com
- Telephone
- +1 (212) 561-5540
- Office
- 1185 Avenue of the Americas, Floor 3
New York, NY 10036-2600
Request Information
Inquiries are handled by the firm directly. Nothing is shared with third parties.
Important Disclosures
Not an offer
Eligibility
Risk
Forward-looking statements
Administration
Advisory practice
Ranking
Campaign record
IntermediariesBuxton Helmsley works with registered placement agents on its offerings. The terms of appointment.
