Firm Description
Formed in 2008, Vision Ridge Partners, LLC (“Vision Ridge”) is a private equity firm that invests in
sustainable real assets. Vision Ridge seeks to capitalize on the global transition to sustainability by
identifying, developing, and transforming complex assets across energy, transportation, and
agriculture. Based in Boulder, Colorado, Vision Ridge also maintains an office in New York,
California and London UK.
Vision Ridge serves as the investment adviser for and provides discretionary investment advisory
services to private funds (collectively, the “Funds”). Vision Ridge also provides discretionary
investment management services to separately managed accounts (“Managed Accounts” and, together
with the Funds, the “Advisory Clients”). Further, Vision Ridge manages certain employee-only
investment vehicles (“Employee Investment Vehicle”) that invest with certain Funds in the same
investments as the investments made by such Funds.
An affiliate of Vision ridge serves as general partner of each of the Funds (the “General Partners”)
with authority to make investment decisions on behalf of the Funds. The General Partners are deemed
registered under the Investment Advisers Act of 1940, as amended, and the rules and regulations
promulgated thereunder (the “Advisers Act”), pursuant to Vision Ridge’s registration in accordance
with SEC guidance. The applicable General Partner retains investment discretion and investors in the
Funds do not participate in the control or management of the Funds. While the General Partners
maintain ultimate authority over the respective Funds, Vision Ridge has been designated the role of
investment adviser. More information about the Funds, General Partners and Managed Accounts is
available in Vision Ridge’s Form ADV Part 1.
Vision Ridge performs operations, financing (tax-related or otherwise), origination, arranging,
servicing, investment, advisory and/or lending business, which may be (but is not required to be)
established with one or more independent third parties (an “Operations JV”).
Investment Advisory Services
Vision Ridge provides investment advisory services as a private equity fund manager to its Advisory
Clients. The Advisory Clients invest through privately negotiated transactions in operating companies,
generally referred to as “portfolio companies”, in the sustainable assets industry. Each portfolio
company has its own independent management team responsible for managing its day-to-day
operations, although (i) members of Vision Ridge or representatives appointed by the Firm are
expected to serve on the boards of such portfolio companies and will therefore have a significant
impact on the long-term direction of the company, including the selection of management team
members, and (ii) in some cases, Vision Ridge will more directly influence the day-to-day management
of a portfolio company by recruiting and installing certain individuals in various leadership roles, such
as chief executive officer, chief operating officer, chief financial officer or in other roles. Vision
Ridge’s investment advisory services to the Advisory Clients consist of investigating, identifying, and
evaluating investment opportunities, structuring, negotiating, and making investments on behalf of
the Advisory Clients, managing and monitoring the performance of such investments, and disposing
Of such investments. Investments are made predominantly in private companies, although
investments in public companies are permitted
in certain instances.
Vision Ridge’s investment advice and authority for each Advisory Client is tailored to the investment
objectives of that Advisory Client; Vision Ridge does not tailor its advisory services to the individual
needs of investors in its Advisory Clients. The activities of each Advisory Client are described and
governed by, as applicable, the private placement memorandum, limited partnership agreement,
subscription agreements, investment advisory agreements, side letter agreements and other governing
documents of the relevant Advisory Client (collectively, “Governing Documents”) and investors
determine the suitability of an investment in an Advisory Client based on, among other things, the
Governing Documents. Vision Ridge does not generally seek or require investor approval regarding
each investment decision.
Investors in the Managed Accounts generally invest alongside a Fund and are permitted to customize
the services obtained on their behalf as well as certain other terms, such as fees and expenses.
Managed Account agreements are individually negotiated.
Investors in the Funds generally cannot impose restrictions on investing in certain securities or types
of securities, other than through side letter agreements. Investors in the Funds participate in the
overall investment program for the applicable Fund and generally cannot be excused from a particular
investment except in certain circumstances pursuant to the terms of the applicable Governing
Documents. In accordance with industry common practice, Vision Ridge has entered into side letters
or similar agreements with certain investors including those who make substantial commitments of
capital or were early-stage investors in the Funds, or for other reasons in the sole discretion of Vision
Ridge, in each case that have the effect of establishing rights under, or altering or supplementing, a
Fund’s Governing Documents. Examples of side letters entered into include provisions whereby
investors have expressed an interest in participating in co-investment opportunities, 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 investors, consistent with the Governing Documents and general market
practice. Commencing in September 2024, Vision Ridge will make disclosure of certain side letters to
all investors (and in certain cases, to prospective investors) to the extent required by the new Private
Fund Rule. Side letters are negotiated at the time of the relevant investor’s capital commitment, and
once invested in a Fund, investors 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 investors will not in certain cases disadvantage other investors.
Vision Ridge does not participate in wrap fee programs.
Regulatory Assets Under Management
As of December 31, 2023, Vision Ridge managed approximately $3.959 billion in regulatory assets
under management, all on a discretionary basis. Vision Ridge does not manage any investments on a
non-discretionary basis.
Principal Owners/Ownership Structure
Vision Ridge is majority-owned by Founding Partners Reuben Munger (indirectly through an entity
under his control) and Justin Goerke. More information about Vision Ridge’s owners and executive
officers is available in Vision Ridge’s Form ADV Part 1, Schedule A and Schedule B.