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Adviser Profile

As of Date 07/18/2024
Adviser Type - Large advisory firm
Number of Employees 74
of those in investment advisory functions 74
Registration SEC, Approved, 3/30/2012
AUM* 10,909,787,060 -10.50%
of that, discretionary 7,326,410,706 -12.43%
Private Fund GAV* 10,909,787,060 -11.05%
Avg Account Size 419,607,195 -7.06%
SMA’s No
Private Funds 26 1
Contact Info 212 xxxxxxx
Websites

Client Types

- Pooled investment vehicles

Advisory Activities

- Portfolio management for pooled investment vehicles

Compensation Arrangments

- A percentage of assets under your management
- Fixed fees (other than subscription fees)
- Performance-based fees

Recent News

Reported AUM

Discretionary
Non-discretionary
9B 7B 6B 5B 4B 2B 1B
2015 2016 2017 2018 2019 2020 2021 2022 2023

Private Funds



Employees

Private Funds Structure

Fund Type Count GAV
Fund TypeReal Estate Fund Count26 GAV$10,909,787,060

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Brochure Summary

Overview

Generally The Adviser, a Delaware limited liability company, was organized in 2006. Certain principals and owners of the Adviser have been providing continuous investment advisory services to clients through a predecessor entity, Rockwood Capital Corporation (under the trade name “Rockwood”) since 1990. The Adviser is the manager of real estate funds, including pooled investment vehicles and “funds of one” (which we refer to as “separate accounts”). Principal Owners On April 29, 2022, the Adviser entered into a merger agreement with an affiliate of Colliers International Group Inc. (“Colliers”), pursuant to which Colliers has acquired a 65% equity interest in the Adviser. The principals of the Adviser maintained their 35% ownership stake in the Adviser. The transaction was completed on July 1, 2022. Following the majority stake transaction with Colliers, the Adviser’s principals retained autonomy with respect to the day-to-day operations of the Adviser’s investment management business and will continue to own a meaningful equity stake. Rockwood and Colliers collaborate on “corporate decisions” for the Adviser. While Colliers will have the right to override certain corporate decisions, the Adviser’s management team have significant approval rights with respect to certain fundamental corporate decisions. Colliers’ involvement in the Adviser’s business could increase the reporting and compliance obligations of the Adviser. This could further increase the amount of time that the Adviser spends on non-investment related activities and both complicate and delay the Adviser’s ability to effectively pursue the Funds’ investment strategies. Additionally, although Rockwood intends to maintain its operations, strategy and investment decisions separate from Colliers, Rockwood is subject to the Rockwood-Colliers governance arrangement and generally has incentives to conduct operations in a manner that benefits Colliers. Advisory Services The Adviser provides investment advisory services to pooled investment vehicles and separate accounts (each, a “Fund” and collectively, the “Funds”) with respect to real estate-related investments. The investment strategy of the Adviser is described in Item 8 and set forth more fully in the private placement memorandum (as supplemented or amended, the “Private Placement Memorandum”) and/or in the limited partnership or similar governing agreement of each Fund (each, a “Partnership Agreement”). The Adviser provides services to each Fund in accordance with the Partnership Agreement and, where applicable, the management agreement between the Adviser, the Fund and the general partner of such Fund (each, a “Management Agreement” and, collectively with the Private Placement Memorandums and the Partnership Agreements, the “Governing Documents”). The Adviser’s sole clients are the Funds. The Adviser’s investment advisory services are limited to the types of services described in this Brochure, as supplemented by the Private Placement Memorandum and/or Partnership Agreement of each Fund. The Adviser, together with the general partners of the Funds (including any future affiliated general partner entities), operate as a single advisory business (collectively, “Rockwood”). Fund Structure The Funds are generally organized as Delaware limited partnerships. Each Fund is typically controlled by a general partner that is an affiliate of the Adviser and has investors that are limited partners of the Fund (generally referred to herein as “investors” or “limited partners”). The Adviser manages each Fund. The Adviser investigates, analyzes and structures potential investments for each Fund. The Adviser has the general authority to recommend investments to the Fund’s general partner and performs all of the Fund’s day-to-day investment and asset management functions, subject to the limitations set forth in the Management Agreement and/or Partnership Agreement of such Fund. However, the management
and the conduct of the activities of each Fund remain the ultimate responsibility of the Fund’s general partner. The general partners of certain Funds reserve the right to establish feeder partnerships, alternative investment funds, blocker corporations, parallel funds, real estate investment trusts (“REITs”), group trusts or other similar investment vehicles to address the tax, regulatory or other concerns of certain prospective limited partners of the Funds. For certain Funds, the general partners reserve the right to establish a “side car” co- investment vehicle for large investors (so- called side car partners) to co-invest with the Fund in certain large investments on such terms as are set forth in the Fund’s Partnership Agreement and in the partnership agreement of the side-car co-investment vehicle. In addition, if the general partner of a Fund elects to make co-investment opportunities available to other current or prospective limited partners or third-party co-investors, the general partner expects to establish a co-investment fund to facilitate such co-investment opportunities, the terms of which may differ from those of the applicable Fund (See Item 11 below for additional information on the allocation of co-investment opportunities). When we refer to limited partners and general partners in this Brochure, we are also referring to the equivalent investors and managers of such entities. For strategic or other reasons, a co-investor or co-invest vehicle (including a co-investing Fund) purchases a portion of an investment from one or more Funds after such Funds have consummated the investment (also known as a post-closing sell-down or transfer), which generally will have been funded through Fund investor capital contributions and/or use of a Fund credit facility. Any such purchase from a Fund by a co-investor or co-invest vehicle generally occurs shortly after the Fund’s completion of the investment to avoid any changes in valuation of the investment, but in certain instances could be well after the Fund’s initial purchase. Where appropriate, and in the Adviser’s sole discretion, the Adviser reserves the right to charge interest on the purchase to the co-investor or co-invest vehicle (or otherwise equitably to adjust the purchase price under certain conditions), and to seek reimbursement to the relevant Fund for related costs. However, to the extent any such amounts are not so charged or reimbursed (including charges or reimbursements required pursuant to applicable law), they generally will be borne by the relevant Fund. Generally, the general partner of each Fund will form and maintain an investment committee comprised of senior real estate professionals who are members of the Fund’s general partner (the “Investment Committee”). In general, the Investment Committee will make all major investment decisions for the applicable Fund, including decisions regarding the acquisition (or if issuance of debt, origination), financing and disposition of investments. Notwithstanding the foregoing, the structure and organization of the Funds structured as separate accounts are individually negotiated and may vary. Investment Restrictions Generally, each Partnership Agreement contains investment restrictions. These restrictions may address, among other things, investments outside certain jurisdictions, types of investments and the amount of leverage that may be incurred by the Fund. Where applicable, certain of these restrictions may be waived with the consent of the Fund’s advisory committee, which consists of representatives of limited partners in the Fund who are not affiliated with the Adviser or the Fund’s general partner (each, an “Advisory Committee”), or with the consent of the investor in the relevant separate account, as applicable. Management of Client Assets As of December 31, 2023, the Adviser managed $7,326,410,706 of client assets on a discretionary basis and $3,583,376,354 on a nondiscretionary basis.