General Description of Advisory Firm and Advisory Services
Brahman is a corporation organized under the laws of the State of Delaware that serves as the
investment manager of private investment funds that pursue long/short, long only and related ESG
strategies (each, a “Fund” and, collectively, the “Funds”). The long/short Funds include Brahman
Partners II, L.P., Brahman Partners III, L.P. and Brahman Partners II Offshore, Ltd., and the long-
only Funds include Brahman Partners IV, L.P. and Brahman Partners IV (Cayman), Ltd. Brahman
Partners V, L.P. pursues a long-only ESG strategy, and Brahman Partners VI, L.P. pursues a
long/short ESG strategy. The “U.S. Funds” include Brahman Partners II, L.P., Brahman Partners
III, L.P., Brahman Partners IV, L.P., Brahman Partners V, L.P. and Brahman Partners VI, L.P. The
“Offshore Funds” include Brahman Partners II Offshore, Ltd. and Brahman Partners IV (Cayman),
Ltd. Brahman offers advisory services to co-investment vehicles, including separately managed
accounts, which may have investment programs that overlap with the Funds but which Brahman
expects will be more concentrated.
Brahman was formed in 1989 and began managing a private investment fund in 1991. Brahman is
primarily owned by Robert J. Sobel and Mitchell A. Kuflik and certain entities established for the
benefit of them and their families. The firm’s office is located in New York, New York.
As used herein, the term “client” generally refers to each Fund and co-investment vehicle.
This Brochure generally includes information about Brahman and its relationships with its clients
and affiliates. While much of this Brochure applies to all such clients and affiliates, certain
information included herein applies to specific clients or affiliates only.
This Brochure does not constitute an offer to sell, or solicitation of an offer to buy, any securities.
The securities of the Funds are offered and sold on a private placement basis under exemptions
promulgated under the Securities Act of 1933, as amended (the “Securities Act”), and other
exemptions of similar import under U.S. state laws and the laws of other jurisdictions where any
offering may be made. Shares in the Offshore Funds are offered on a private placement basis to
U.S. tax-exempt entities, and, in accordance with Regulation S of the Securities Act, with respect to
non-U.S. persons, and subject to certain other conditions, which are fully set forth in the offering
documents for the Offshore Funds. The interests in the U.S. Funds and any co-investment vehicles
are offered on a private placement basis pursuant to Section 3(c)(1) or Section 3(c)(7) of the
Investment Company Act of 1940, as amended (the “Company Act”), to persons who are
“accredited investors” as defined under the Securities Act and, if applicable, “qualified
purchasers” as defined under the Company Act, and subject to certain other conditions, which are
set forth in the offering documents for the U.S. Funds and any co-investment vehicles. Persons
reviewing this Brochure should not construe this as an offer to sell or solicitation of an offer to buy
the securities of any of the Funds described herein. Any such offer or solicitation will generally be
made only by means of a confidential memorandum.
Investment Strategies
and Types of Investments
The Funds’ principal investment objective is to achieve attractive risk-adjusted absolute returns
while seeking to minimize the risk to principal with a focus on company management. Each
long/short Fund seeks to generate returns through individual stock selection on both its long and
short holdings. Each long/short Fund’s long and short positions primarily consist of equity and/or
equity-related securities of U.S. or non-U.S. corporations, partnerships, or other entities that
Brahman believes to be undervalued or overvalued, respectively. Each Fund’s investments
generally include “special situations” involving the securities and other financial instruments of
issuers that are engaged in extraordinary corporate events, such as CEO changes, mergers and
acquisitions, spin-offs, stock repurchase programs, tender offers, post-bankruptcy reorganizations,
liquidations, and other forms of corporate restructurings.
Each long-only Fund focuses primarily on long positions in equity or equity-related securities of
U.S. and non-U.S. companies that Brahman believes to be undervalued and generally includes all
of the long positions in the long/short Funds other than market hedges.
The investment strategies for Brahman’s ESG funds, Braham Partners V, L.P. and Brahman
Partners VI, L.P., will, like the long-only and long/short strategies described above, focus on
company management, however these Funds will also prohibit investment in certain issuers and
employ an ESG framework with respect to selecting investments. Please see Item 8 for a more
detailed description of the Funds’ investment strategies.
The descriptions set forth in this Brochure of specific advisory services that Brahman offers to
clients, and investment strategies pursued and investments made by Brahman on behalf of its clients,
should not be understood to limit in any way Brahman’s investment activities. Brahman may offer
any advisory services, engage in any investment strategy, and make any investment, including any
not described in this Brochure, that Brahman considers appropriate, subject to each client’s
investment objectives and guidelines. Investments in a Fund are speculative and involve a
substantial degree of risk, including the risk that an investor could lose some or all of its investment
in such Fund. There can be no assurance that the investment objectives of any client will be
achieved.
Availability of Customized Services for Individual Clients
The Funds are managed by Brahman according to the specific terms disclosed in each Fund’s
confidential memorandum and/or governing documents. The principal investment objective of the
Funds is to achieve attractive risk-adjusted absolute returns while seeking to minimize the risk to
principal with a focus on company management. Brahman’s investment decisions and advice with
respect to each Fund are subject to each Fund’s investment objectives and guidelines, as set forth
in its offering documents and/or governing documents.
Assets Under Management
As of December 31, 2022, Brahman managed approximately $1,242,556,644 on a discretionary
basis on behalf of its clients. (This calculation is based on the aggregate net asset value of the Funds
and differs from the “regulatory assets under management” that Brahman reported in Part 1A of
Form ADV.)