Proterra is a Delaware limited partnership, established in 2015 and founded by Partners Richard
Gammill, Brent Bechtle, James Sayre and Torben Thordsen (collectively, the “Founders”). As of
January 1, 2024, Jim Sayre retired from Proterra. He will continue as an employee in a limited
advisory role during a sunset period, but will no longer be a member of the Firm’s Management
Committee, Investment Committee or Valuation Committee. In September 2019, Proterra secured
a minority, non-voting investor (Pacific Current Group) who purchased a 16% stake in the firm. In
June of 2023, a subsidiary of Challenger Limited (“Challenger”) acquired a 25% non-voting
ownership interest in one of Proterra’s relying advisers, Proterra Investment Advisors (Singapore)
Pte. Ltd. (“Proterra Singapore”). Through this acquisition, Challenger acquired Pacific Current
Group’s entire interest in Proterra Singapore. In March 2024, Pacific Current Group announced
that it will be selling its investment in Proterra to an affiliate of GQG Private Capital Solutions. The
transaction is expected to close in the first half of 2024, according to Pacific Current Group.
Proterra’s main operations are located in Minneapolis, Minnesota. The term “Proterra” as used
herein, can also mean one or more of its relying advisers, as the context requires.
Proterra provides investment management services to private pooled investment vehicles (“Private
Funds” or “Funds”) offered to investors on a private placement basis. Proterra has various related
entities that serve as either the managing members or general partners for the Funds. The interests
in the Funds are not registered under the Securities Act of 1933, as amended, and the Funds
themselves are not registered under the Investment Company Act of 1940, as
amended. Accordingly, interests in the Funds are offered and sold exclusively to investors
satisfying the applicable eligibility and suitability requirements in private transactions within the
United States. Any such offer or solicitation of interests will be made pursuant
to the confidential
private placement memoranda for the Funds (the “PPM”), which should be read carefully prior to
investing for a description of the merits and risks of such an investment.
The Private Funds are managed according to the terms set forth in each Fund’s PPM, limited
partnership agreement and/or other governing documents applicable to the Fund (the “Offering
Documents”), and the investment objectives for each of the Private Funds are set out in the Offering
Documents that have been provided to investors. The roles and responsibilities of Proterra are
defined in the Investment Advisory Agreements between Proterra
and the Private Funds and in the
Sub-Advisory Agreements (collectively, “Advisory Agreements”) between Proterra and its
subsidiaries. In the case of Proterra Asia Food Fund 3, which is managed directly by Proterra
Singapore, its Investment Advisory Agreement defines the roles and responsibilities of Proterra
Singapore as investment adviser.
Proterra assumed management of certain Private Funds on January 1, 2016 (the date of such
assumption is referred to herein as the “Assumption Date”) from Black River Asset Management
LLC (“Black River”), a formerly SEC registered investment adviser, who performed the investment
management services for the Private Funds prior to the Assumption Date. Black River is a wholly
owned subsidiary of Cargill, Incorporated (“Cargill”), a privately owned corporation that is an
international marketer, processor and distributor of agricultural, food, financial and industrial
products and services. After the Assumption Date, former employees of Black River involved in
the management of the Private Funds became partners and employees of Proterra (including the
Founders), and neither Black River nor Cargill has any ownership interest in Proterra. However,
Cargill and certain former Black River employees remain investors in the Funds.
As of December 31, 2023, Proterra manages approximately $3,654,141,655 of regulatory assets
under management on a discretionary basis in its Private Funds.