(A) Operational and Organizational Information.
DW Partners, LP (“DW” or the “Firm”) is a Delaware limited partnership. It is registered with the U.S. Securities
and Exchange Commission (“SEC”) as an investment adviser. The Firm was founded as DW Investment
Management, LP in June 2009. As of December 31, 2014, DW Investment Management, LP legally changed its
name to DW Partners, LP.
David Warren is the Firm’s founder, principal owner, Chief Executive Officer and Chief Investment Officer
(“CIO”). Mr. Warren has more than 37 years of experience investing in and overseeing a range of credit
strategies. He previously spent 15 years as a Managing Director overseeing structured finance, corporate credit
trading and research teams at Credit Suisse First Boston and Morgan Stanley.
(B) Types of Advisory Services Offered.
DW provides discretionary investment management services to private investment funds and separately
managed accounts. DW generally has broad and flexible investment authority and invests across a wide range
of strategies and asset classes including, but not limited to, corporate credit, structured finance, commercial real
estate, and residential homebuilder finance.
As of December 31, 2023, DW provides discretionary investment advisory services to the following pooled
investment vehicles: DW CMBS Master Fund I, LP and its related feeder funds, Domain Metric Fund, LP (“Domain
Metric”); Domain Real Estate Offshore Fund I, LP (“Domain Offshore”); Domain Solaris Fund, LP (“Domain
Solaris”); DW CMBS Onshore Fund I, LP and DW CMBS Offshore Fund I, Ltd. (collectively, “DW CMBS”);; DW
RMBS Fund, LP and its related feeder fund, DW RMBS Offshore Fund, LP (“collectively, DW RMBS”); DW
Recovery Master Fund, LP and its related feeder funds, DW Recovery Fund, LP and DW Recovery Offshore Fund,
LP (collectively, “DW Recovery”); DW-TX, LP (“DW-TX”); and New York – 80 South Coinvest, LP (“DW 80S”).
The DW CMBS and DW Recovery feeder funds typically invest through a master-feeder structure, but they may
also invest directly and/or indirectly through other investment vehicles. . Domain Metric, Domain Offshore,
Domain Solaris, DW CMBS, DW RMBS, DW Recovery DW-TX, and DW 80S are collectively referred to herein as
the “DW Funds.”
In addition, as of December 31, 2023, DW provides discretionary investment advisory services to eight separately
managed accounts (“SMAs”).
Finally, DW provides discretionary investment advisory services as a sub-advisor to private investment funds
managed by Corbin Capital Partners, L.P. (the “Sub-Advised Funds,” and together with the DW Funds and the
SMAs, the “Clients”).
DW General Partner, LLC (“DW GP”), an affiliate of DW, serves as the general partner of Domain Metric, Domain
Solaris, DW RMBS Fund, LP, DW Recovery, DW-TX, and DW 80S. DW Domain GP, LLC (“DW Domain GP”), also
an affiliate of DW, serves as the general partner of Domain Offshore. DW CMBS Fund I GP, LLC (“DW CMBS
GP”), also an affiliate of DW, serves as the general partner of DW CMBS Master Fund I, LP and DW CMBS Onshore
Fund I, LP. DW GP, DW Domain GP, and DW CMBS GP are primarily owned and controlled by David Warren.
DW GP, DW Domain GP, DW CMBS GP, and DW Partners II, LP (“DW II”), a subsidiary of DW that was established
in order to collect management fees, have together with DW filed a single Form ADV in reliance on the SEC’s
no-action letter issued to the American Bar Association, Business Law Section dated December 8, 2005.
(C) Domain Real Estate Partners.
Domain Real Estate Partners, LLC (“DREP”) is an entity within DW’s operational structure that executes DW’s
residential homebuilder finance strategy on behalf of Domain Metric, Domain Offshore, Domain Solaris and
certain other Clients. A small number of individuals primarily associated with the strategy conduct business
using DREP’s name. Note, however, that they are employees of DW and fully subject to DW’s supervisory
structure and compliance program.
(D) Client Investment Guidelines and Parameters.
Investors and prospective investors should refer to the confidential private placement memoranda for the DW
Funds, as applicable, and the governing documents for all Clients (the “Governing Documents”) for detailed
information regarding the investment objectives and restrictions of each Client.
(E) Wrap Fee Programs.
The Firm does not participate in wrap fee programs.
(F) Assets under Management.
The amount of Client regulatory assets under management as of December 31, 2023 is $1,951,248,083. DW does
not manage any Client assets on a non-discretionary basis.