A. Description of the Advisory Firm
HealthQuest Capital Management, L.P. (“HealthQuest Capital”) is a Delaware limited
partnership formed in February 2018. HealthQuest Capital is managed and fully controlled
by its general partner, HealthQuest Capital Management Company, LLC (“Management GP”),
a Delaware limited liability company formed in April 2014. HealthQuest Capital’s relying
adviser is HealthQuest TOF Capital Management, L.P. (“HealthQuest TOF Capital”).
HealthQuest TOF Capital was formed in February 2023 and is managed and fully controlled
by Management GP, its general partner. HealthQuest Capital, HealthQuest TOF Capital and
Management GP are each based in Austin, Texas with an office in Redwood City, California.
Dr. Garheng Albert Kong is the Managing Partner of HealthQuest Capital and HealthQuest TOF
Capital. Dr. Kong is also the Managing Member of Management GP.
B. Types of Advisory Services
HealthQuest Capital and HealthQuest TOF Capital (together, “HealthQuest” or the
“Adviser(s)”) serve as investment advisers to certain private investment funds, which are
organized as Delaware limited partnerships (each a “Fund” and collectively the “Funds”).
Affiliates of HealthQuest serve as the general partners (each a “General Partner” and, the
General Partners together with HealthQuest, the ”Firm”), as applicable, of the Funds.
HealthQuest may also decide in the future to sponsor or manage additional private
investment funds or other clients.
The Funds offer limited partnership interests (“Interests”) to certain qualified investors as
described in response to Item 7 (such investors are referred to herein as “Investors”).
From time to time, the Firm forms and manages, on a transaction-by-transaction basis,
special purpose vehicles (“SPV”s) to participate in investment opportunities, often alongside
the Funds. Unlike the Funds, which generally do not limit investment discretion, the SPVs are
often limited to investing only in the securities relating to the particular transaction or
portfolio company for which the SPV was created. Collectively, the SPVs and the Funds will
be known as the “Clients”.
HealthQuest is a venture capital firm whose primary purpose is to make investments in early
stage, commercial stage and growth companies with the potential to positively transform
healthcare. The investments may include venture capital investments, growth capital
investments and investments in securities of publicly held corporations. Clients generally
invest in healthcare companies (see Item 8B below) primarily in the United States, and
outside the United States based on the limitations set forth in each Fund’s Governing
Documents (as defined below). Target sectors include medical devices, diagnostics,
consumer health, patient care products, digital health, healthcare services, healthcare
information technology
and technology-enabled services. A Fund’s strategy is described in
its limited partnership agreement, private placement memorandum and subscription
documents (collectively, the “Governing Documents”).
C. Client Tailored Services and Client Imposed Restrictions
Advisory services are tailored to achieve each Client’s investment objectives, not each
underlying Investor’s objectives. The Firm has the authority to select which and how many
portfolio companies to invest in and determine exit strategies without consultation with its
Investors.
As a general matter, HealthQuest will seek to cause investment opportunities to be allocated
among Clients on a fair and equitable basis and in a manner that is consistent with each
applicable Client's particular objectives, investment strategy, terms and restrictions. Other
than as expressly provided herein, HealthQuest will seek to cause investment opportunities
generally to be allocated to those Clients for which participation in the respective opportunity
is considered suitable, taking into account for each Client, among other considerations, the
nature of the opportunity, whether the risk-return profile and other characteristics of the
proposed investment are consistent with the Client's objectives, investment strategy, terms
and restrictions; the potential for the proposed investment to create an imbalance in a
portfolio or a breach of any specific issuer concentration, geographic, investment stage,
sector-specific or other parameters; the liquidity profile of the Client; potentially adverse tax
consequences; applicable regulatory restrictions; the particular risk(s) in a portfolio; and
relative amounts of capital available for investment. None of HealthQuest, its affiliates, or any
of their respective principals, members, officers, directors, employees or other supervised
personnel will be obligated to present an investment opportunity to any particular Client if,
in HealthQuest’s opinion, such investment opportunity does not appear to be suitable for
such Client.
The Funds and SPVs may co-invest with third parties in one or more specific portfolio
companies. Where possible and appropriate, a Fund or SPV may, but will be under no
obligation to, provide co-investment opportunities to one or more Investors before making
such opportunities available to others unless otherwise specified in a Client’s Governing
Documents. Any allocations among Funds, SPVs and co-investment vehicles would be made
on what HealthQuest believes to be a fair and equitable basis.
D. Wrap Fee Programs
HealthQuest does not participate in wrap fee programs.
E. Amounts Under Management
As of December 31, 2023, HealthQuest has approximately $1.82 billion of regulatory assets
under management on a discretionary basis. HealthQuest does not manage assets on a non-
discretionary basis.