Fees and Compensation — Form ADV Part 2A (6/29/2019)
[Brochure]
Item 5. Fees and Compensation
The Adviser generally charges each client an investment management fee of 1% (per annum) based on
the value of the client’s assets under management. Investment management fees are charged each
quarter in advance on the first day of the quarter. If a new client account is established during a
quarter or a client makes an addition to its account during a quarter, the investment management fee
will be charged as of the effective date of the investment management agreement or the date of the
additional contribution based on the value of the assets as of the applicable date and will be prorated
for the number of months remaining in the quarter. The Adviser deducts the investment management
fee from client accounts by instructing the client’s custodian.
The Adviser also receives performance-based compensation. The performance-based compensation is
generally 20% based on a share of capital gains on or capital appreciation of the assets of a client.
This compensation is subject to a modified high watermark as outlined in the limited partnership
agreements and offering memoranda of the Adviser’s clients.
The investment management fee and the performance-based compensation are not negotiable, but may
be waived or reduced by the Adviser for investors that are members, principals, employees or affiliates
of the Adviser, relatives of such persons and for certain large or strategic investors or for charitable
entities.
In addition to paying investment management fees and performance-based compensation, client
accounts will also be subject to other investment expenses such as legal, auditing, accounting
(including out- sourced accounting) and other professional expenses, administration expenses, research
expenses (including research-related travel) and investment expenses such as commissions, interest on
margin accounts and other indebtedness, custodial fees, bank service fees and other reasonable
expenses related to the purchase, sale or transmittal of assets in a client’s investment portfolio. Please
refer to Item 12 of this Firm Brochure for a discussion of the Adviser’s brokerage practices.
The allocation of expenses by the Adviser between it and any client and among clients represents a
conflict of interest for the Adviser. The Adviser allocates expenses to each client in accordance with
the client's arrangements with the Adviser. The Adviser seeks to allocate shared expenses for products
and services benefitting the Adviser and the client and not covered in the client's arrangements in a fair
and reasonable manner. The Adviser generally allocates common client expenses among multiple
clients pro rata based on assets under management.
Account Minimums and Types of Clients — Form ADV Part 2A (6/29/2019)
[Brochure]
Item 7. Types of Clients
The Adviser’s clients consist of private pooled investment vehicles exempt from registration as
investment companies under the 1940 Act. The Adviser manages one fund exempt from registration
under Section 3(c)(1) of the 1940 Act and one fund exempt from registration under Section 3(c)(7) of
the 1940 Act. Investors may be high net worth individuals, corporations, charitable institutions,
pension and profit sharing plans, trusts, individual retirement accounts and other entities. The Adviser
also allows certain of its employees to invest in the funds. The Adviser’s clients impose a minimum
initial investment requirement of up to $500,000, which may be waived at the Adviser’s discretion.
Filed 2015-03-24 (D/A) · Exemption 506(b), 3(c), 3(c)(7) · Minimum $2,500,000 · Remaining Indefinite · Duration More than one year · Net Assets Decline to Disclose
Offered $50,100,000 · Filed 2014-10-06 (D/A) · Exemption 506(b), 3(c), 3(c)(1) · Minimum $100,000 · Duration One year or less · Net Assets Decline to Disclose