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Adviser Profile

Registration status Terminated
As of Date 03/28/2024
Adviser Type - Large advisory firm
Number of Employees 18
of those in investment advisory functions 17
AUM* 1,009,398,824
of that, discretionary 1,009,398,824
Private Fund GAV* 0 -100.00%
Avg Account Size 67,293,255
SMA’s No
Private Funds 0 15
Contact Info 312 xxxxxxx
Websites

Client Types

- Pooled investment vehicles

Advisory Activities

- Portfolio management for pooled investment vehicles

Compensation Arrangments

- A percentage of assets under your management
- Performance-based fees

Recent News

Reported AUM

Discretionary
Non-discretionary
1B 936M 780M 624M 468M 312M 156M
2015 2016 2017 2018 2019 2020 2021 2022 2023

Private Funds



Employees

Brochure Summary

Overview

A. Describe your advisory firm, including how long you have been in business. Identify your principal owner(s). WHI Real Estate Partners L.P. (“WHIREP” or the “Firm”) is a Chicago-based boutique real estate investment adviser. WHIREP pursues commercial and residential real estate investments throughout the United States by taking a creative and highly proactive approach to investment sourcing, structuring, research, negotiation, asset management and realization. The Firm seeks to minimize conflicts, maximize alignment of interests and build long-term relationships with a select group of investors. WHIREP’s predecessor entity was formed in January 2010 as a division of William Harris Investors, Inc. (“WHI”) through the acquisition by WHI of key assets and operations of Landrock Partners LP, a real estate private equity firm founded by David Rosenbaum in 2007. WHIREP became an independent company in January 2016 and concurrently registered as an independent investment adviser. In business since 2008, WHIREP and its predecessor entities operate commingled real estate pooled investment funds (along with certain parallel funds) (each, a “Fund”) and co-investment funds (each, a “Co-Investment Fund” and together, the “Funds”, unless the context otherwise requires), each of which has invested in mid-sized real estate transactions throughout the United States. The Funds generally rely on an exemption from registration under Sections 3(c)(1) and 3(c)(7) of the Investment Company Act of 1940, as amended (“Investment Company Act”). In limited circumstances, as more fully described in Item 7 below, the Firm permits certain limited partners and third-party investors to co-invest alongside a Fund directly into a portfolio investment. Unlike the Co-Investment Funds described above, such direct co-investments are not Funds or clients of WHIREP. As of the date of this Brochure, the Firm’s existing Funds have been fully committed to investments and WHIREP does not intend to form any additional funds. Each Fund advised by WHIREP is affiliated with a general partner with the authority to make investment decisions on behalf of such Fund (each a “General Partner”). These General Partners are deemed registered under the Investment Advisers Act of 1940, as amended (“Advisers Act”), pursuant to WHIREP’s registration in accordance with SEC guidance. The applicable General Partner of each Fund retains investment discretion and investors in the Funds do not participate in the control or management of the Funds. While each General Partner maintains ultimate authority over the respective Fund, WHIREP has been delegated the role of investment adviser. Throughout this Brochure, references to WHIREP include, unless the context otherwise requires, references to the General Partners. For more information and a list of all applicable Funds and General Partners, see WHIREP’s Form ADV Part 1 Schedule D, Sections 7.A. and 7.B.(1). Principal Owners/Ownership Structure WHIREP is owned and governed by the members of the board of directors of its general partner, WHIREP Holdings LLC (the members of which are David Rosenbaum, James Orth, Brad Beelaert and Bradley Hannah), and controlled by David Rosenbaum and James Orth. For more information about WHIREP’s owners and executive officers, see the Firm’s Form ADV Part 1, Schedule A and Schedule B. B. Describe the types of advisory services you offer. If you hold yourself out as specializing in a particular type of advisory service, such as financial planning, quantitative analysis, or market timing, explain the nature of that service in greater detail. If you provide investment advice only with respect to limited types of investments, explain the type of investment advice you offer, and disclose that your advice is limited to those types of investments. WHIREP’s objective is to achieve superior risk-adjusted returns through investment in real estate and real estate-related assets primarily located in the United States. WHIREP endeavors to generate top- tier investment performance by taking a creative and highly proactive approach to investment sourcing, structuring, analysis, negotiation,
asset management and realization. The Firm attempts to proactively source and acquire assets at attractive prices; implement asset repositioning, redevelopment and cash-flow optimization programs; and exit investments primarily through sales to buyers seeking stabilized properties. WHIREP focuses primarily on opportunities in the middle market that typically require between $8 million and $30 million of invested equity capital, though under certain circumstances WHIREP may pursue opportunities which fall outside of this range. WHIREP generally avoids seeking returns through the use of excessive leverage or financial engineering and endeavors to employ modest leverage at levels which it believes can enhance returns without adding undue risk. The Firm makes its investments both through joint ventures with independent, third-party operating partners and on a direct basis. C. Explain whether (and, if so, how) you tailor your advisory services to the individual needs of clients. Explain whether clients may impose restrictions on investing in certain securities or types of securities. WHIREP does not tailor its advisory services to the individual needs of limited partners in its Funds; rather, WHIREP’s investment advice and authority for each Fund is tailored to the investment objectives of that Fund. These objectives are described in the private placement memorandum, limited partnership agreement, subscription agreements, operating agreements, side letters and other governing documents of each Fund (collectively, “Governing Documents”) and limited partners determine the suitability of an investment in a Fund based on, among other things, the Governing Documents. Each Fund’s Governing Documents contain certain restrictions on such Fund’s investment activity; however, limited partners in such Funds generally cannot impose restrictions on investing in certain investments or types of investments. Limited partners in the Funds participate in the overall investment program for the applicable partnership, but can be excused from a particular investment due to legal, regulatory or other applicable constraints, pursuant to the terms of the applicable Governing Documents. In accordance with industry practice, WHIREP has in certain circumstances entered into side letters or similar written agreements with certain limited partners that have the effect of establishing rights under, altering or supplementing a Fund’s Governing Documents. Side letter provisions have included provisions whereby investors have expressed an interest in participating in co-investment opportunities, limited partner advisory committee representation, certain fee arrangements, notification provisions, reporting requirements and most favored nations provisions, among others. These rights, benefits or privileges are not always made available to all limited partners nor in most cases are they required to be disclosed to all limited partners, consistent with general market practice. Any such side letters are negotiated at the time of a Fund’s formation, and once invested in a Fund, limited partners generally cannot impose additional investment guidelines or restrictions on such Fund. There can be no assurance that the side letter rights granted to one or more limited partners will not in certain cases disadvantage other limited partners. D. If you participate in wrap fee programs by providing portfolio management services, (1) describe the differences, if any, between how you manage wrap fee accounts and how you manage other accounts, and (2) explain that you receive a portion of the wrap fee for your services. WHIREP does not participate in wrap fee programs. E. If you manage client assets, disclose the amount of client assets you manage on a discretionary basis and the amount of client assets you manage on a non-discretionary basis. Disclose the date “as of” which you calculated the amounts. As of December 31, 2022, WHIREP manages approximately $1 billion of regulatory assets under management, all of which are managed on a discretionary basis.