Overview
Praetorian PR LLC, a Puerto Rico limited liability company formed on July 21, 2021 with a
principal place of business in Rincon, Puerto Rico (“PPR”, or the “Investment Manager”), is a
registered investment adviser with the SEC.
PPR serves as the investment adviser of the Funds (as defined below) with discretionary
trading authority. PPR’s investment decisions and advice with respect to the Funds are subject
to the Funds’ investment objectives and guidelines, as set forth in their respective private
placement memorandum or information memorandum, as applicable (“Offering
Documents”).
Praetorian Capital Management LLC, a Delaware limited liability company (“PCM” or the
“Manager”), serves as the manager of the Master Fund (as defined in this Item 4) and the fund
manager of the Feeder Fund (as defined in this Item 4). As the manager of the Master Fund,
PCM has management authority over the Master Fund. Additionally, the directors of the
Feeder Fund have management authority over the Feeder Fund.
The Manager is involved in the day-to-day operations of the Funds and, in conjunction with
Funds’ administrator, provides certain administrative, accounting, and compliance services to
the Funds and to PPR, in exchange for, from PPR, a portion of the management fee that is
payable by the Master Fund and, indirectly,
the Feeder Fund to PPR.
Praetorian Founder LLC, a Delaware limited liability company and an affiliate of PPR and PCM,
is a special member of the Master Fund, and is entitled to an incentive allocation as detailed
in Item 6 herein.
PPR, PCM and Praetorian Founder LLC are under common control, with Mr. Harris B.
Kupperman holding all of the voting interests therein.
PPR provides discretionary investment management services to the following private, pooled
investment vehicles:
• Praetorian Capital Fund LLC, a Delaware limited liability company (the “Master Fund”)
• Praetorian Capital Offshore Ltd., a Cayman Islands exempted company (the “Feeder
Fund”)
The Master Fund and the Feeder Fund are herein collectively referred to as the “Funds” or the
“Clients”. The Feeder Fund invests all of its investable assets into the Master Fund and
therefore has the same investment objective and portfolio and trading risks as the Master
Fund (see “Risk of Loss Factors” in Item 8 herein).
The Master Fund’s members (“Members”) and the Feeder Fund’s shareholders
(“Shareholders”) are hereafter collectively referred to as the “Investors,” as appropriate.
As of February 29, 2024, the Investment Manager has regulatory assets under management
of approximately $347.6 million, all of which are managed on a discretionary basis.