Starwood Capital Group Management, L.L.C. (“SCGM”), in business since 1993 (as a successor
to Starwood Capital Group I, L.P.), provides investment advisory services primarily to real estate
investment vehicles and related entities (e.g., real estate investment trusts (“REITs”)). The
investment funds that SCGM advises through various affiliated general partners, member
managers and other managers (each referred to herein hereafter as a “Starwood affiliate”) invest
in general partnerships, limited partnerships, or limited liability companies that, in turn, hold real
estate-related assets or, to a limited extent, energy assets, as described below in greater detail. In
this brochure, “investment funds” (or each, a “fund,” and collectively, the “funds”) is used to
designate the private real estate and other types of investment vehicles advised by SCGM or a
Starwood affiliate unless otherwise noted. Investment funds principally focused on public
securities investing may be referred to as public securities investment funds.
SCGM is registered pursuant the U.S. Investment Advisers Act of 1940, as amended (“Advisers
Act”), with the U.S. Securities and Exchange Commission (“SEC”) as an investment adviser [SEC
File No.: 801-56403], and, because it has its principal place of business in Miami Beach, FL and
a local office in the State of Connecticut where some books and records are maintained, it makes
annual notice filings with the State of Florida and the State of Connecticut.
Barry S. Sternlicht is the Chairman and CEO of SCGM and is its ultimate controlling owner.
SCGM is part of Starwood Capital Group (“Starwood”). Starwood is a privately held private equity
firm founded by Mr. Sternlicht in 1991 that primarily specializes in real estate and real estate-
related investments.
Pursuant to an Investment Advisory Agreement with SPT Management, L.L.C. (“SPT
Management”), SCGM also advises, through SPT Management, Starwood Property Trust, Inc.
(“Starwood Property Trust”), a publicly traded finance company structured as a REIT, with respect
to the management of Starwood Property Trust’s investment portfolio. For Starwood Property
Trust, SCGM primarily advises with respect to certain types of investments in real estate interests,
including public and private mortgage debt instruments, triple-net leases, REIT equity securities,
and the equity or debt securities of public real estate companies. SCGM also provides advice
concerning real estate assets that do not involve securities.
Pursuant to an Investment Advisory Agreement with Starwood REIT Advisors, L.L.C. (“Starwood
REIT Advisors”), a relying adviser, Starwood REIT Advisors advises Starwood Real Estate
Income Trust, Inc. (“SREIT”), a public reporting, non-listed real estate investment trust formed to
invest primarily in stabilized, income-oriented commercial real estate and debt secured by
commercial real estate. SREIT seeks to invest in properties, and debt secured by properties, located
in the United States but may also be diversified on a global basis through investments in properties
and debt secured by properties, outside of the United States, with a focus on Europe. To a lesser
extent, SREIT also invests in real estate-related securities to provide a source of liquidity for its
share repurchase plan, cash management and other purposes.
Pursuant to an Investment Advisory Agreement with Starwood Credit Advisors, L.L.C.
(“Starwood Credit”), a relying adviser, Starwood Credit advises Starwood
Credit Real Estate
Income Trust (“SCREDIT”), a public reporting, non-listed statutory trust whose investment
strategy is to originate, acquire, finance and manage a portfolio of primarily CRE debt investments,
focused on senior secured, floating-rate CRE loans diversified across both geography and asset
class. To a lesser extent, SCREDIT may invest in other real asset lending strategies, including
infrastructure loans, and other real-estate related debt and equity securities, including commercial
mortgage-backed securities and collateralized loan obligations.
SCGM provides advisory services to its affiliate, Starwood European Finance Partners Limited,
which, in turn, serves as the management company to Starwood European Real Estate Finance
Limited (“SEREF”). SEREF is a publicly-traded vehicle in the United Kingdom that is offered to
certain institutional investors in the United States pursuant to private placements under Regulation
D of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated
thereunder (“Securities Act”) and operated in the U.S. pursuant to an exemption from registration
under the U.S. Investment Company Act of 1940, as amended, and the rules and regulations
promulgated thereunder (the “1940 Act”). There is no public market for shares of SEREF in the
United States. SEREF focuses on making real estate debt investments (including debt instruments)
in the United Kingdom and Continental Europe.
On a more limited basis, SCGM provides advisory services to certain private funds that invest in
non-real estate opportunities, such as investments in energy assets, including oil and gas
investments. SCGM provides investment advisory services to such funds via investment advisory
agreements.
Additionally, as permitted by the governing documents (as defined below), SCGM expects to
provide (or agree to provide) investment or co-investment opportunities (including the opportunity
to participate in co-invest vehicles) to certain current or prospective investors or other persons,
including other sponsors, market participants, finders, consultants and other service providers,
portfolio investment management or personnel, SCGM personnel and/or certain other persons
associated with SCGM and/or its affiliates. As of December 31, 2023, SCGM managed
$68,062,428,598 of regulatory assets under management, as calculated for and reported in Item 5F
of Part 1A of Form ADV, on a discretionary basis. For purposes of calculating Regulatory Assets
Under Management in Item 5F, Starwood Capital Group Management, L.L.C. does not include
CMBS trusts that are consolidated by LNR, a subsidiary of Starwood Property Trust, but all other
related assets are included.
For certain disclosure purposes or in cases where the Advisers Act requires a look through of an
investment fund, the firm may look through the fund structure to the investor as if the investor
were a client. For example, in assessing carried interest, SCGM and its affiliates may be required
comply with Rule 205-3 under the Advisers Act, which requires each investor in a private
investment fund to be a “qualified client.” The firm also discloses in its Part 1A and below the
types of investors that invest in Starwood-sponsored investment funds advised by SCGM.
The information provided above about the investment advisory services provided by Starwood is
qualified in its entirety by reference to the governing documents and the funds’ subscription
agreements.