A. General Description of Advisory Firm – Ping Capital Management, Inc. (the “Adviser”)
is a Delaware corporation. The Adviser was founded in 2008. Ping Jiang is the principal
owner of the Adviser.
B. Description of Advisory Services – The Adviser provides advisory services on a
discretionary basis to its clients, specifically, pooled investment vehicles intended for
sophisticated investors and institutional investors. The Adviser has particular expertise in
investing and trading in a wide variety of securities and financial instruments, long and
short, domestic and foreign, primarily focusing on publicly traded equity and equity type
securities, local and external debt instruments, and interest rate products that trade in
Latin America, China, Asia and the United States. As of the date hereof, the Adviser
provides investment advice to six private investment funds. Only four of the six can be
invested in (detailed below). Each of the private investment funds are herein referred to
as a “Fund” and collectively the “Funds”. In addition, from time to time herein, the Funds
may be referred to as “clients” of the Adviser.
C. Availability of Tailored Services for Individual Clients – The Adviser does not generally
tailor its advisory services to the individual needs of clients. Accordingly, the Adviser does
not manage portfolios for clients that seek to impose restrictions on investing in certain
securities which the Adviser believes may form part of its investable universe. However,
where a client is subject to specific restrictions (e.g., portfolio diversification
requirements), the Adviser may tailor its services in accordance with such restrictions on
a case-by-case basis if such restrictions will not materially alter its investment strategy
and approach.
Each of the Funds has individual investment guidelines and objectives, as detailed in their
respective offering memorandum (each, an “Offering Memorandum”, and collectively,
the “Offering Memoranda”) and/or investment advisory agreement, as the case may be.
Once subscribed
to a particular Fund, an investor has no ability to restrict the types of
investments that the Adviser may make. Investors in the Funds are herein referred to as
“Investors”.
The Funds which the Adviser currently manages are set up in master-feeder structures as
follows:
• Ping Exceptional Value Master Fund, LP (the “Exceptional Value Master Fund”) – a
Cayman Islands master fund (non-investible)
o Ping Exceptional Value Fund, LP (the “Exceptional Value Domestic Fund”) – a
Delaware feeder fund
o Ping Exceptional Value Fund Offshore, Ltd (the “Exceptional Value Offshore
Fund”) – a Cayman Islands feeder fund
• Ping Emerging Markets Macro Master Fund LP (the “Emerging Markets Master Fund”)
– Cayman Islands feeder fund (non-investible)
o Ping Emerging Markets Macro Fund (the “Emerging Markets Offshore Fund”)
– Cayman Islands feeder fund
o Ping Emerging Markets Macro Fund, LP (the “Emerging Markets Domestic
Fund”) – a Delaware feeder fund
The Exceptional Value Domestic Fund, the Exceptional Value Offshore Fund, the Emerging
Markets Offshore Fund and Emerging Markets Domestic Fund are from time to time
herein referred to as the “Feeder Funds”. Ping Exceptional Value Master Fund, LP and
Ping Emerging Markets Macro Master Fund LP are from time to time herein referred to
the “Master Funds”.
The Exceptional Value Master Fund, the Exceptional Value Domestic Fund and the
Exceptional Value Offshore Fund are herein collectively referred to as the “Exceptional
Value Funds”. The Emerging Markets Master Fund, the Emerging Markets Offshore Fund
and the Emerging Markets Domestic Fund are herein collectively referred to as the
“Emerging Markets Funds”.
D. Wrap Fee Programs – The Adviser does not participate in wrap fee programs.
E. Client Assets Under Management - As of December 31, 2023, the amount of regulatory
assets under management that the Adviser managed on a discretionary basis was
approximately $187,517,007. All the Funds are managed by the Adviser on a discretionary
basis.