A. FIRM DESCRIPTION
MA Asset Management, LLC (formerly known as Blue Elephant Capital Management, LLC
(“MA Asset Management” or the “Firm”) is organized as a Delaware limited liability
company that was founded in 2013.
MA Asset Management’s current business activities consist of providing investment
advisory services to a group of privately offered, pooled investment vehicles that each
make private credit investments.
MA Asset Management is wholly owned by MA Financial Group Ltd. (“MA Financial
Group”). Ashees Jain and Joseph P. Marra serve as the Elected Managers of MA Asset
Management (the “Elected Managers”). The Elected Managers are the controlling
managers of MA Asset Management. Paul Grady serves as the Firm’s Chief Financial
Officer and Chief Compliance Officer. Kent MacWilliams is employed by the Firm as an
Elected Manager.
B. TYPES OF ADVISORY SERVICES
MA Asset Management provides investment advisory services and serves as the
discretionary investment manager of Blue Elephant Specialty Finance Fund, LP, a
Delaware limited partnership (the “Specialty Finance Fund”); Blue Elephant Offshore
Specialty Finance Fund, Ltd., a Cayman Islands exempted company (the “Offshore
Specialty Finance Fund”); Blue Elephant Equipment Preferred Fund, LP, a Delaware
limited Partnership (the "Equipment Fund"); and Blue Elephant Medical Device Fund
LP, a Delaware limited partnership (the “Medical Device Fund”) (each, of the Specialty
Finance Fund, the Offshore Specialty Finance Fund, the Equipment Fund, and the Medical
Device Fund. are referred to herein as a “Fund” and together, as the “Funds”). The Funds
invest their assets in securities according to MA Asset Management’s proprietary, private
credit oriented investment strategies. As the investment manager to the Funds, MA Asset
Management is responsible for: (a) the formulation and implementation of the Funds’
investment strategies; (b) evaluating and monitoring investments made by the Funds;
and, (c) making all investment decisions for the Funds.
MA Partners US, LLC (formerly known as Blue Elephant Partners, LLC) (“MA Partners
US”), an affiliate of MA Asset Management, acts as the general partner of the Specialty
Finance Fund. As general partner, MA Partners US is ultimately responsible for the
management of the Specialty Finance Fund and the Equipment Fund.
Investors in the Specialty Finance Fund, Equipment Fund, and Medical Device Fund are
limited partners (“Limited Partners”). Limited Partners must generally be “accredited
investors” as defined in Regulation D under the Securities Act of 1933. Investors in the
Offshore Specialty Finance Fund are shareholders (“Shareholders”). Shareholders
generally must be either non-U.S. Persons or permitted U.S. persons. A “Permitted U.S.
Person” is a tax-exempt U.S. person or an entity in which substantially all of the
ownership interests are held by tax-exempt U.S. persons, although certain taxable U.S.
persons may be permitted as Shareholders.
As noted, MA Asset Management is retained by each Fund to act as such Fund’s
discretionary investment adviser. The specific terms and conditions applicable to the
Funds, as well as each Fund’s investment focus, investment guidelines, and investment
restrictions,
if any, are described in the confidential private placement memorandum or
confidential explanatory memorandum (each a “Memorandum”) applicable to each
Fund. This document is neither an offer to sell nor a solicitation of an offer to buy
interests in or shares of either Fund. Such an investment may be made only after
receipt and review of the applicable Memorandum. Upon request to MA Asset
Management, a copy of each Memorandum is available to persons meeting applicable
investor eligibility criteria. Each Memorandum contains important information
concerning risk factors and other material aspects of the applicable Fund(s) and must be
read carefully before any decision whether to invest is made. The information in this
document is qualified in its entirety by, and should be read in conjunction with, the
information contained in each Fund’s Memorandum.
Access to MA Asset Management’s loan origination and management services expertise
is also available through an advisory portfolio services program managed by an affiliated
investment advisory firm. The advisory portfolio services (the “Sub-Advisor Services”)
include the provision to identify, investigate, research, and analyze potential
investments, as well as proposed periodic updates to the asset composition and
divestment opportunities and other appropriate actions with regards to the construction
of the portfolio. As the investment adviser to advisory portfolios, the Firm is paid to
recommend day-to-day portfolio strategy, while a separate fund manager (the “Fund
Manager”) retains final discretion to implement the advisory strategy. The Fund
Manager manages all trading and administrative aspects of fund account management.
Fees and brokerage arrangements for advisory portfolio services differ from more
traditional asset management, as described in Items 5 and 6 of this Brochure.
C. TAILORED RELATIONSHIPS
MA Asset Management provides investment advisory services to the Funds based on the
investment objectives of the Funds. MA Asset Management does not provide tailored
investment advice to the Limited Partners or Shareholders in the Funds.
D. WRAP FEE PROGRAMS
Wrap Fee Programs are arrangements between broker-dealers, investment advisers,
banks and other financial institutions and affiliated and unaffiliated investment advisers
through which the Clients of such firms receive discretionary investment advisory,
execution, clearing and custodial services in a “bundled” form. In exchange for these
“bundled” services, the Clients pay an all-inclusive (or “wrap”) fee determined as a
percentage of the assets held in the wrap account.
MA Asset Management does not participate in and is not a sponsor of any wrap fee
program.
E. ASSETS UNDER MANAGEMENT
When calculating regulatory assets under management, an investment adviser must
include the value of any private fund over which it exercises continuous and regular
supervisory or management services. MA Asset Management manages a total of
$180,603,010 in client assets on a discretionary basis. This Asset under Management
figure is based on calculations as of December 31, 2023.