Vendera Management Holdings, LLC (“Vendera” or the “Adviser”) is an investment advisory firm
organized in October 2014, as a Texas Limited Liability Company. Vendera’s managing member
is BFW Company. A. Wood Brookshire is the principal owner of the Adviser.
Vendera provides discretionary advisory services to affiliated private funds, including Vendera
Resources II, LLC, Vendera Resources III, L.P., Vendera Resources III-B, L.P., Vendera
Resources IV-A, LP, Vendera Resources IV-B, LP, Vendera Resources V-A, L.P., Vendera
Resources V-B, L.P and Vendera Resources VI-A, L.P. and Vendera Resources VI-B, L.P.
(“together the “Primary Funds”), as well as VR4-Prentice Coinvest A, L.P. and VR4-Prentice
Coinvest B, L.P. (the “Co-Invest Entities”). Each of the Primary Funds and Co-Invest Entities is
referred to as a “Fund” and together the “Funds”. Vendera serves as manager but does not
provide advisory services to Vendera Resources II-A, LLC, an entity controlled by a third party
that invested alongside on certain properties owned by Vendera Resources II, LLC. An affiliate of
Vendera serves as the general partner or managing member of each Fund. Such affiliates include
Vendera Management II, LLC, Vendera Management III, LLC, Vendera Resources IV-GP, LP,
Vendera Resources V-GP, L.P., and Vendera Resources VI-GP, L.P. (each a “General Partner”
and together the “General Partners”). Pursuant to SEC guidance, the General Partners are not
registered with the SEC but rely on the registration of the Adviser.
The Funds’ investment mandate is strictly limited to direct investments in oil and gas assets that
are located in the Lower 48 United States. Vendera does not advise the Funds with respect to
investment in other types of securities. Investment advice is provided directly to the Funds and
not tailored individually to the limited partners of the Funds (the “Investors” or “Limited Partners”).
The Adviser’s services to the Funds consist of (i) investigating, identifying and evaluating
investment opportunities; (ii) structuring, negotiating and making investments on behalf of the
Funds; (iii) managing and monitoring the performance of such investments; and (iv) exiting such
investments on behalf of the Funds. The Adviser’s services to each Fund are subject to the
specific
investment objectives and restrictions applicable to such Fund, as set forth in such Fund’s
limited partnership agreement, Private Placement Memorandum, and other governing documents
(collectively, the “Governing Documents”). The Investors may not restrict investments by the
Funds in any capacity beyond the Governing Fund Documents, and they are not permitted to
withdraw from a Fund prior to the Fund’s dissolution, except in limited circumstances.
The Funds are offered exclusively to individuals and other persons who qualify as “accredited
investors” under Regulation D promulgated under the Securities Act of 1933, as amended (the
“Securities Act”), and/or “qualified purchasers” as defined under Section 2(a)(51) of the
Investment Company Act of 1940, as amended (the “Investment Company Act”) and are therefore
not required to register as investment companies with the SEC in accordance with the exemptions
set forth in Sections 3(c)(1) or 3(c)(7) of the Investment Company Act.
Investors and prospective Investors in each Fund should refer to the Governing Documents of
that Fund for information on the investment objectives and investment restrictions with respect to
that Fund. There can be no assurance that any of the Funds’ investment objectives will be
achieved. As such, the Adviser’s services are generally not tailored to the individualized needs of
any particular Investor of the Fund. Since the Adviser does not provide individualized advice to
Investors (and an investment in the Fund does not, in and of itself, create an advisory relationship
between the Investor and the Adviser), Investors must consider whether a particular Fund meets
their investment objectives and risk tolerance prior to investing.
As of December 31, 2023, Vendera had Primary Fund assets under management of
approximately $415,102,925 all of which are managed on a discretionary basis.
Vendera does not sponsor or manage any wrap fee programs.
Discussion of the Funds in this Brochure, including but not limited to their investments,
the strategies used in managing the Funds, and conflicts of interest faced by the Adviser
in connection with the management of the Funds are qualified in their entirety by reference
to each Funds’ respective Governing Documents.