AJ Capital Management LLC, a Delaware limited liability company (the “Investment
Manager”), and its advisory affiliates provide investment advisory services to investment funds
privately offered to qualified investors in the United States and elsewhere. The Investment
Manager commenced investment advisory operations in December 2017. AJ Capital Management
LLC, which is headquartered in Nashville, Tennessee, is the registered investment advisory
affiliate of Adventurous Journeys LLC d/b/a AJ Capital Partners, a vertically-integrated real estate
developer and owner.
The Investment Manager has affiliated general partner and manager entities (each a
“General Partner” or “Manager”). The Investment Manager is also affiliated with a relying
adviser entity, AJ Investment Manager LLC (the “Relying Adviser”), which is registered under
the Advisers Act pursuant to the Investment Manager’s registration. The General Partner,
Manager, and Relying Adviser together with the Investment Manager will be referred to in this
Brochure as “AJ Capital”. AJ Capital is subject to the Advisers Act pursuant to the Investment
Manager’s registration in accordance with SEC guidance. This Brochure also describes the
business practices of the General Partners, Managers, and Relying Adviser which operate together
with the Investment Manager as a single advisory business.
AJ Capital’s clients include pooled investment vehicles (each a “Fund” and together the
“Funds”). The Funds are private real estate funds and invest through negotiated transactions in
properties and other real estate-related securities and assets, generally referred to herein as
“portfolio investments.” AJ Capital’s investment advisory services to the Funds consist of
identifying and evaluating investment opportunities, negotiating the terms of investments,
managing, and monitoring investments and achieving dispositions for such investments.
AJ Capital’s advisory services are detailed in the applicable private placement memoranda
or other offering documents (each, a “Memorandum”), investment management agreements,
limited partnership or other operating agreements or governing documents (each, a “Partnership
Agreement”) (collectively, the “Governing Documents”) and are further described below under
“Methods of Analysis, Investment Strategies and Risk of Loss.” Investors in the Funds participate
in the overall investment program for the applicable Fund. A Fund or AJ Capital reserve the right
to enter into side letters or other similar agreements with certain investors that have the effect of
establishing rights (including with respect to the Management Fee (as defined below),
other
economic provisions or other terms) under, or altering or supplementing the terms of, the relevant
Partnership Agreement with respect to such investors.
Additionally, as permitted by the relevant Governing Documents, AJ Capital has the
ability to provide (or agrees to provide) co-investment opportunities (including the opportunity to
participate in co-invest vehicles) to certain investors or other persons, including other sponsors,
market participants, finders, consultants and other service providers, portfolio investment
management and personnel, AJ Capital’s personnel and/or certain other persons associated with
AJ Capital and/or its affiliates (e.g., a vehicle formed by AJ Capital’s principals to co-invest
alongside a particular Fund’s transactions). Such co-investments typically involve investment and
disposal of interests in the applicable portfolio investment at the same time and on the same terms
as a Fund making the investment. However, for strategic and other reasons, a co-investor or co-
invest vehicle may purchase a portion of an investment from one or more Funds after such Funds
have consummated their investment in the portfolio investment (also known as a post-closing sell-
down or transfer). Any such purchase from a Fund by a co-investor or co-invest vehicle generally
occurs shortly after the Fund’s completion of the investment to avoid any changes in valuation of
the investment. Where appropriate, and in AJ Capital’s sole discretion, AJ Capital is authorized to
charge interest on the purchase to the co-investor or co-invest vehicle, and to seek reimbursement
to the relevant Fund for related costs in accordance with the relevant Fund’s Governing
Documents. However, to the extent any such amounts are not so charged or reimbursed (including
charges or reimbursements required pursuant to applicable law), they generally will be borne by
the relevant Fund.
As a general matter, each Fund is managed in accordance with its investment objectives,
strategies and guidelines as set forth in its Governing Documents and is not tailored to the
individual needs of any particular investor and an investment in a Fund does not, in and of itself,
create an advisory relationship between the investor and AJ Capital. The information provided
herein about the investment advisory services provided by AJ Capital is qualified in its entirety by
reference to the Governing Documents and the Funds’ subscription agreements.
AJ Capital is principally owned and controlled by Ben Weprin. As of December 31, 2023,
AJ Capital managed approximately $2,173,461,555 in client assets on a discretionary basis.