PGREA I and PGREA II are each New York-based real estate investment
management firms with expertise in commercial office space in PGREA’s
primary target markets of New York, NY, San Francisco, CA, and Washington,
D.C. PGREA II is a relying advisor to PGREA I which shares the same
management. PGREA provides discretionary investment advisory services,
managing and directing the investment and reinvestment of assets, for certain
private real estate investment funds (the “Funds”).
PGREA’s headquarters is at 1633 Broadway, New York, NY 10019.
Management Team and Principal Owners
PGREA I is a wholly-owned subsidiary of Paramount Group Management GP,
LLC, a Delaware limited liability company. Paramount Group Management GP,
LLC is a majority owned, indirect subsidiary of Paramount Group, Inc.
(“Parent”). Parent is a publicly held company. Parent has elected real estate
investment trust (“REIT”) status under the provisions of the U.S. Internal
Revenue Code. As an owner/operator of real estate with an equity market
capitalization of approximately $1.22 billion, Parent principally provides day-to-
day property management services on its own account and conducts real estate
advisory activities and Fund management through its various subsidiaries,
including PGREA I and PGREA II. PGREA II is a wholly-owned direct
subsidiary of Paramount Group Operating Partnership LP, a Delaware limited
partnership that is majority owned by Parent as well (the “Operating
Partnership”). Parent maintains offices in New York, California and Washington,
D.C. In the future, Parent or its affiliates (collectively, “Paramount”) may open
or maintain one or more offices in Europe as well to conduct limited activities.
Parent conducts most of its activities through the Operating Partnership. PGREA
I is a wholly-owned indirect subsidiary of the Operating Partnership. In
December 2014, when the Operating Partnership formed PGREA II, certain of
the Funds formerly managed by PGREA I became advisory clients of PGREA II
instead. PGREA I and PGREA II are under common control and share
management personnel.
In any event, the management of the Funds has been performed by Paramount’s
New York-based management team since 2003.
Since 1995, Paramount has focused primarily on its ongoing strategy of acquiring
Class A office properties in its primary target markets. In 2003, Paramount
formed the first investment fund in what eventually became a series of Funds.
These Funds mainly targeted value-add or core equity investments but eventually
included a special situations Fund targeted at minority debt positions in the office
sector and successor funds designed to invest primarily in debt or preferred
equity. In 2013, Paramount also formed its first residential development fund to
develop a condominium project in San Francisco. Other funds may be offered in
the future. In connection with the formation of PGREA in early 2012,
Paramount’s Funds advisory business, as conducted through various Parent-
managed, single purpose general partner entities, was consolidated with PGREA,
while Parent continued its prior role managing other real-estate assets and
providing property management and other services at the property level as
described below.
Albert Behler, Chairman, CEO and President of Parent, has led Paramount since
1991. Since joining Paramount, Mr. Behler has overseen all of the acquisitions
and dispositions that have produced the current portfolio of Fund assets. Mr.
Behler is assisted by an Executive Committee (the “Executive Committee”)
comprised of senior management of Paramount.
Additional information relating to PGREA’s ownership can be found on
Schedules A and B of PGREA’s Form ADV Part 1.
directing the investment and reinvestment of assets, for the Funds, which
principally invest in equity and debt interests in real estate-related
assets and real
estate operating companies.
PGREA does not hold itself out as specializing in any other advisory services,
such as financial planning, quantitative analysis or market timing services.
does not tailor its advisory services to the individual needs of individual Fund
investors, nor does it accept underlying Fund investor-imposed investment
restrictions unless documented in a side letter agreement that is approved by the
Chief Compliance Officer (“CCO”) and which would, by its nature, become
generally applicable to a given Fund. With respect to each Fund, the private
placement memorandum (“PPM”) and other constituent documents of the Funds
lay out the investment strategy and guidelines, including any restrictions and the
ability to vary therefrom, and PGREA then seeks to locate assets for each Fund
client that are within such guidelines and consistent with the overall portfolio
needs of the Fund.
Co-investment opportunities may be made available to Fund investors. The basis
will be solely at the discretion of each respective Fund’s general partner, although
for some of the Funds, investment size has been an important criterion. If such
investors do not wish to take advantage of the offered opportunity, the general
partner may approach other investors not meeting the investment threshold or
other appropriate third parties, or if the general partner determines for strategic
reasons to approach third parties first, it is generally authorized by the Fund
documentation to do so. Co-investment opportunities are made available only if
the general partner determines that it is in the best interest of the Fund; provided,
however, that for certain Funds, Parent has an option (but not an obligation) to
invest in a certain percentage of any investment opportunity allocated to a Fund.
The terms of a given co-investment are generally determined at the time of
investment as agreed between the applicable general partner and the co-
investor(s).
PGREA (or Fund general partners who have retained PGREA to provide
investment advisory services) has entered into side letter agreements with certain
large and/or strategic Fund investors and may continue to do so. Such
arrangements may have the effect of establishing additional rights or altering or
supplementing the terms of the governing documents of the applicable Fund with
respect to one or more such investors in a manner more favorable to such
investors than those applicable to other investors. These additional rights may
include but are not limited to: reporting rights, additional advisory committee
participation rights by such investors, changes to the scope of what the advisory
committee is asked to consider, liquidation rights, Fund interest transferability
rights, opt-outs, different fee structures or expense caps and/or other rights
permitted in Paramount’s discretion and in accordance with applicable law. Fund
investors should not assume that they will be granted equal treatment in all
instances or be third party beneficiaries of such letters or even receive notice of
all such side letters or their terms, unless otherwise required by applicable law.
Item 4.E As of December 31, 2023, PGREA had approximately $534.8 million of client
assets under management (“AUM”) on a discretionary basis and approximately
no client AUM on a non-discretionary basis.
It should be noted that for the purposes of calculating this amount and consistent
with SEC guidance, PGREA included all unfunded capital commitments to the
Funds managed by PGREA. Furthermore, the investment guidelines for certain
Funds may require the general partner to get approval of the applicable Fund’s
Advisory Committee (as defined in Item 13.A) in certain circumstances before
consummating an investment. Since such approval is required only in limited
circumstances, the assets of these Funds have been included within discretionary
assets.