Seneca Capital Management LLC (“Seneca Capital Management”) is a Colorado limited liability company
formed in March 2017. Seneca Capital Management’s principal office is located in Denver, Colorado. Seneca
Capital Management provides discretionary investment advisory services to pooled private investment vehicles,
typically organized as Delaware limited liability companies or limited partnerships (the “Funds”), and potentially
special purpose entities formed to facilitate co-investment relationships (the “Co-Investment Entities” and
together with the Funds, the “Advisory Clients”).
The Funds are organized principally to acquire and develop a portfolio of real estate assets and to invest in equity,
equity-related and debt investments (potentially in some cases as a joint venture or co-equity interest owner) in
various real estate projects located throughout the United States. Each real estate acquisition is made by a wholly
or partially owned subsidiary of a Fund. The current Funds are:
• Seneca Capital Income Real Estate Fund I, LP (“Fund I”), a Delaware limited partnership.
• Seneca Capital Income Real Estate Fund II, LP (“Fund II”), a Delaware limited partnership.
• Seneca Capital Income Real Estate Fund III, LP (“Fund III”), a Delaware limited partnership.
The Co-Investment Entities are expected to be special purpose entities typically structured as parallel funds or
joint ventures formed to enable one or more third parties to invest alongside a Fund on either a project-based or
programmatic basis. There are currently no Co-Investment Entities.
Rhett Trees is the manager of Seneca Capital Management. Seneca Capital Management is owned by Seneca
Capital Partners, LLC and shares certain managers and officers. Affiliates of Seneca Capital Management serve
as the managing members or general partners of the Funds and the Co-Investment Entities (each, an “Affiliate,”
and collectively, the “Affiliates”). Each Affiliate is controlled by or under common control with Seneca Capital
Management with the same principal office and place of business. In its capacity as managing member or general
partner, each Affiliate has ultimate authority over the applicable investment, decisions, asset dispositions,
distributions and other activities of its respective Advisory Clients and Co-Investment Entities. While the
Affiliated Managers maintain this ultimate discretionary
authority, Seneca Capital Management has been
delegated the role of investment adviser. All of the Affiliates are “relying advisers” under applicable SEC rules
and included in the Form ADV, other than SCIRE Fund III GP, LLC, which is a “related adviser” under
applicable SEC rules (the “Related Adviser”). For more information about the Related Adviser, please see the
SCIRE Fund III GP’s Form ADV Part 1 and Part 2A.
Investment Advisory Services
Seneca Capital Management offers real estate investment advisory and management services. Seneca Capital
Management’s advisory business is limited to real estate and real estate related investments. Seneca Capital
Management’s investment strategy primarily includes pursuing both current income and longer-term gain for its
investors through acquiring and operating a portfolio of income producing properties, with an emphasis on
manufactured housing communities, self-storage, student housing and medical office buildings (“Portfolio
Investments”).
The Advisory Clients’ Portfolio Investments are expected to include, but may not be limited to, manufactured
housing, self-storage, student housing, medical office buildings and other similar forms of income producing
property. Please see response to Item 8 for a description of Seneca Capital Management’s investment strategies
and their associated risks.
Seneca Capital Management neither tailors its advisory services to the individual needs of underlying investors in
the Advisory Clients nor accepts investor-imposed investment restrictions.
The investment advice Seneca Capital Management provides to Advisory Clients is determined by the
investment objectives, strategies and restrictions set forth in the governing documents (i.e., operating agreement,
limited partnership agreement, confidential offering memorandum or other offering document, joint venture
agreement, etc.) of each Advisory Client (the “Governing Documents”).
Seneca Capital Management does not offer wrap fee programs. As of the date of this filing, Seneca Capital
Management manages approximately $94,900,000 of regulatory assets under management (“RAUM”), as
defined in Form ADV, on a discretionary basis, and serves as the investment adviser for one Client whose
assets do not qualify as RAUM under the definition. Seneca Capital Management does not currently manage
any assets on a non-discretionary basis.