A. The Adviser is an investment advisory firm registered with the U.S. Securities and Exchange
Commission (the “SEC”). The Adviser’s registration as an investment adviser does not imply
any level of skill or training. The oral and written communications the Adviser provides you,
such as this Brochure, include information you can use to evaluate the Adviser and other
advisers, which are factors in your decision to hire the Adviser or to continue to maintain a
mutually beneficial relationship. This Brochure provides information about the Adviser’s
qualifications and business practices.
The Adviser was formed as a Texas limited liability company in 2016. The Adviser is located
in Austin, Texas and specializes in private debt and equity investments in the energy, real
estate, infrastructure, manufacturing, specialty finance, and technology sectors. Patrick Starley
and Todd Stoller are the principals/managers of the Adviser (the “Principals”), and the
Adviser’s sole equity owners (through affiliate entities).
The Adviser has recently created an investment vehicle with as a “master-feeder” structure with
a master fund (the “Master Fund”), and three feeder funds (the each a “Feeder Fund” and
collectively, the “Feeder Funds”). Additionally, the Adviser merged four of its investment
vehicles (each a “Fund”, and collectively, the “Funds”) into a Feeder Fund.
B. The Adviser provides investment advisory services on a discretionary basis for multiple pooled
investment vehicles that the Adviser sponsors.
Typically, the Funds will be closed-end limited partnerships in which investors subscribe for
limited partner interests. The Funds primarily invest directly or indirectly in real assets (such
as real property and/or oil and gas royalty, production, and mineral interests) and the securities
of privately-held companies. Each Fund may have different investment strategies and may have
different investment restrictions. The purchase of the interests offered in each Fund is suitable
for persons who can afford to hold the interests for an indefinite period and to assume the risks
of and bear the possible loss of their entire investment in the interests.
The Adviser may also serve as the sponsor of entities that serve as feeder vehicles into the
Funds. Additionally, in order to meet tax, regulatory or other requirements, certain investors
may invest in substantially the same portfolio as the applicable Funds through specially formed
investment vehicles, which also are advised by the Adviser.
From time to time, the Adviser may establish, on a transaction-by-transaction basis, investment
vehicles and accounts through which certain persons may invest alongside one or more Funds
(each such pooled investment vehicle and account, a “Co-Investment Vehicle”). Generally,
when a Co-Investment Vehicle is established for a particular transaction, it is contractually
required, as a condition of its investment, to exit its investment at the same time and on the
same terms as the applicable Fund that also is invested in such transaction.
The Adviser’s only advisory clients are the Funds.
C. Investment advisory services include working with Funds to establish an investment objective
and selecting portfolio investments utilizing the Adviser’s overall investment strategy, which
focuses on making private debt and equity investments in the energy, real estate, infrastructure,
manufacturing, specialty finance, and technology sectors.
While the Adviser’s services with respect to each of its Funds generally follows the broad
strategy described above, the Adviser may tailor the specific advisory services with respect to
each Fund to the individual investment strategy of such Fund.
The terms upon which the Adviser will provide investment advisory services to each Fund are
determined at the time such Fund is established and are generally set out in a separate
management agreement with such Fund and in the limited partnership agreement, limited
liability company agreement or other organizational document governing such Fund. These
terms, which vary among Funds, generally include restrictions on the types of securities and
other assets in which the Fund may invest, the amount of assets that may be invested in any
portfolio company or industry, the industries in which the Fund may invest, and borrowing,
among others. The Adviser also may enter into side letter agreements with certain investors in
the Funds, establishing rights under, or supplementing or altering the terms of, the applicable
limited partnership agreement, limited liability company agreement or other organizational
document and subscription agreement relating to such Funds with respect to such investors.
Once invested in a Fund, investors cannot impose additional investment guidelines or
restrictions on such Fund.
D. The Adviser does not participate in wrap fee programs.
E. As of December 31, 2023, the Adviser manages approximately $523,820,830in discretionary
portfolios and $0 in non-discretionary portfolios.