Stillwater Asset Management, LLC was formed in March 2017 and is registered as an investment
adviser with the SEC. SAM, a Delaware limited liability company, is wholly owned by M3&G
Investments, LLC (“M3&G” or “Hold Co”), which was established by the Adviser’s Managing
Member, Lena Motz. Lena Motz currently owns 100% of Stillwater Asset Management, LLC. The
Adviser’s principal place of business is located in Stillwater, Minnesota. The Adviser provides
discretionary investment management services to private funds (the “Funds” or “Clients”). SAM’s
affiliates, Stillwater GPI, LLC, Stillwater LBC2 GP, LLC, and Stillwater GP2, LLC, (collectively
the “GP”), serve as general partners to the Funds.
M3&G Investments 2, LLC, which is 100% owned by Lena Motz, is the managing member of
Willow River, LLC a loan servicing operator that provides services to certain of the Funds’ loan
portfolios. M3&G is also the managing member of Willow River Senior Living LLC a senior living
facility operator, which operates the real estate owned senior living facilities owned by the Funds.
The GP may contract with its operating partner and affiliate. More detailed description of the
conflicts of interest involved with this arrangement are discussed further in Item 5 and Item 10.
The Adviser’s services to the Funds consist of (i) investigating, identifying and evaluating
investment opportunities; (ii) structuring, negotiating and making investments on behalf of the
Funds; (iii) managing and monitoring the performance of such investments; and (iv) exiting such
investments on behalf of the Funds. The Adviser’s services to each Fund are subject to the specific
investment objectives and restrictions applicable to such Fund, as set forth in such Fund’s limited
partnership agreement and other governing
documents (collectively, the “Governing Documents”).
The Funds are offered exclusively to individuals and other persons who qualify as “accredited
investors” under Regulation D promulgated under the Securities Act of 1933, as amended (the
“Securities Act”), and/or “qualified purchasers” as defined under Section 2(a)(51) of the Investment
Company Act of 1940, as amended (the “Company Act”) and are therefore not required to register
as investment companies with the SEC in accordance with the exemptions set forth in Sections
3(c)(1) or 3(c)(7) of the Company Act.
Investors and prospective investors in each Fund should refer to the Governing Documents of that
Fund for information on the investment objectives and investment restrictions with respect to that
Fund. There can be no assurance that any of the Funds’ investment objectives will be achieved. As
such, the Adviser’s services are generally not tailored to the individualized needs of any particular
investor of the Fund. Since the Adviser does not provide individualized advice to investors (and an
investment in the Fund does not, in and of itself, create an advisory relationship between the investor
and the Adviser), investors must consider whether a particular Fund meets their investment
objectives and risk tolerance prior to investing.
As of December 31, 2023, the Adviser had approximately $525,007,006 in regulatory assets under
management, all of which were managed on a discretionary basis.
All discussion of the Funds in this Brochure, including but not limited to their investments,
the strategies used in managing the Funds, and conflicts of interest faced by the Adviser in
connection with the management of the Funds are qualified in their entirety by reference to
each Funds’ respective governing documents.