Overview
TFL is a fraternal benefit society organized under the laws of Wisconsin. TFL’s primary business is
that of a fraternal benefit society that offers insurance products to its members. TFL is also registered
with the SEC as an investment adviser. TFL and its affiliates have been in the investment advisory
business since 1986. TFL and its affiliates are not publicly traded entities, nor does TFL have any
principal owners.
TFL provides investment advisory services to Thrivent Series Fund, Inc. (“TSF”), a registered
investment company under the Investment Company Act of 1940 (the “Investment Company Act”) that
is comprised of several mutual fund series. These mutual fund series serve as investment options for
variable products sponsored by TFL. TFL also provides investment advisory services to one non-
affiliated entity (the “Separate Account Client”), two entities comprising a Collateralized Fund
Obligation (the “CFO,” and together with the Separate Account Client, the “Other Clients”), an
affiliated pension plan and another registered investment company – Thrivent Cash Management
Trust (“TCMT”). In addition, TFL is the managing member of several general partners that manage the
day-to-day operations of several limited partnerships (the “Private Funds”). These Private Funds
include equity co-investment funds, funds-of-funds, real estate funds and a fund that invests primarily
in public securities. The only investors in the Private Funds are (i) TFL, (ii) certain employees of TFL
who are “accredited investors” as defined in the rules and regulations under the Securities Act of 1933
(the “Securities Act”) and “knowledgeable employees” as defined under Rule 3c- 5 of the Investment
Company Act, and (iii) certain former employees of TFL who are “accredited investors” under the
Securities Act and “qualified purchasers” under the Investment Company Act.
The general partners of the Private Funds (“General Partners”) are affiliated with TFL. Each General
Partner is deemed to be registered under the Investment Advisers Act of 1940 (the “Advisers Act”),
pursuant to TFL’s registration, in accordance with SEC guidance. This Brochure also describes
the
business practices of each General Partner, which operate as a single advisory business together
with TFL.
The advisory services provided to the Private Funds are tailored to the individual needs of each
Private Fund. The terms, limitations and conditions of the advisory services provided to the Private
Funds are set forth in each Private Fund’s limited partnership agreement and offering memorandum
(as applicable).
Currently, TFL manages the one Separate Account Client on a non-discretionary basis. For the
Separate Account Client, TFL is responsible for making specific securities and investment
recommendations to the client. However, the Separate Account Client, in its sole discretion, is
responsible for acting on TFL’s recommendations and TFL has no responsibility for arranging or
effecting any purchase or sale transactions for the Separate Account Client. The Separate Account
Client invests in mutual funds sponsored or advised by TFL and its affiliates and, as a result, the
Separate Account Client’s assets are held in one or more accounts maintained directly with the mutual
funds’ transfer agent. In addition, TFL currently manages one CFO on a discretionary basis, subject to
the terms of an Indenture (as defined below). The CFO is comprised of White Rose CFO 2023, LLC (a
limited liability company organized under the laws of the state of Delaware, “HoldCo”) and White Rose
CFO 2023 Holdings, LLC (a limited liability company organized under the laws of the state of
Delaware, the “Issuer”). TFL and its related persons own 100% of the Issuer, which in turn holds
100% of Holdco. Unaffiliated investors hold the rated notes (the “Notes”) issued by the Issuer. The
Holdco invests solely in certain Private Funds (the “CFO Private Funds”) and acquired its interests in
the CFO Private Funds from TFL.
As of December 31, 2023, TFL managed, on a discretionary basis, approximately $121,600,874,152
billion in assets. Of this amount, approximately $16.3 billion was assets of the Private Funds. As of
this date, TFL did not manage any assets on a non-discretionary basis that are included regulatory
assets under management.