For purposes of this brochure, “First Reserve” means First Reserve Management, L.P., a Cayman
Islands exempted limited partnership, together (where the context permits) with certain of its
affiliates that provide advisory services to and/or receive advisory fees from the Funds (as defined
below) (together with First Reserve, each of which is an “Advisor,” and together with First
Reserve, collectively, the “First Reserve Advisors”). In addition, certain affiliates of First Reserve
which are formed in connection with the organization of the Funds serve as the general partners of
the First Reserve Funds (collectively, the “General Partners”). First Reserve provides investment
advisory services to, and receives advisory fees from, investment vehicles sponsored by First
Reserve that are not required to register under the Investment Company Act of 1940, as amended,
and whose securities are not registered under the Securities Act of 1933, as amended (the “1933
Act”) (such investment vehicles, the “First Reserve Funds” or the “Funds”). First Reserve, from
time to time, also provides investment advisory services to, and receives advisory fees from,
portfolio companies of First Reserve Funds pursuant to management services agreements entered
into by and between First Reserve and such portfolio companies (such portfolio companies, as
applicable and as the context requires, are also referred to herein as “First Reserve Funds” or the
“Funds”).
As an investment adviser for each First Reserve Fund, First Reserve identifies investment
opportunities and participates in the acquisition, management, monitoring and disposition of
investments for each First Reserve Fund. The principle area of business of the First Reserve Funds
is private equity and buyout investments (the “Private Funds”). In addition, First Reserve provides
investment advisory services to a debt fund (with a single limited partner) that manages
investments no larger than $40 million in senior and senior subordinated debt primarily in energy-
related infrastructure businesses (the “Debt Fund”). The First Reserve Funds focus exclusively on
making investments within the energy and natural resources industries.
For the Private Funds, First Reserve primarily provides investment advisory services related to
private equity investments, including leveraged acquisitions and recapitalizations, turnarounds,
traditional buyouts and investments in growth platforms. Such private equity investments
generally take the form of privately-negotiated investment instruments, including unregistered
equity and debt securities of both United States (“U.S.”) and non-U.S. issuers. The Private Funds
borrow money from time to time to make or facilitate private equity investments or for various
other purposes, with such debt financings capped as set forth in the governing documents of the
Private Funds. Although the primary focus of each Private Fund is on private equity investments,
First Reserve from time to time offers advice on other types of investments consistent with the
respective Private Fund’s investment objectives and strategies.
Investment advice is generally provided to each First Reserve Fund pursuant
to investment
advisory agreements (each an “Advisory Agreement”). The terms of the investment advisory
services to be provided are set forth in each First Reserve Fund’s Advisory Agreement or other
governing documents. Any restrictions on investments in certain types of securities are established
by the General Partner of the applicable First Reserve Fund and are set forth in the governing
documents of such Fund provided to each investor of a First Reserve Fund (each a “Limited
Partner” or an “Investor” and, together with the General Partner of such Fund, the “Partners”) prior
to investment in such First Reserve Fund.
With respect to any First Reserve Fund that is also a portfolio company of another First Reserve
Fund and is governed by a board of managers (a “Board”), the applicable First Reserve Advisor is
delegated the authority to manage the day-to-day and ordinary business of such Fund, subject to
the ultimate power and authority of the Board to conduct the business and affairs of such Fund.
Unless the context otherwise requires, references herein to “General Partner” will be deemed to
include the applicable First Reserve Advisor and/or Board, as applicable and as the context may
require, of any such First Reserve Fund.
Investment advice is provided by the applicable First Reserve Advisor directly to the First Reserve
Fund and not individually to the Limited Partners thereof, subject to the direction and control of the
applicable General Partner. First Reserve has been in business since 1983 and is principally owned
by its employees. As of December 31, 2023, First Reserve managed a total of $6,129,700,425 of
regulatory assets under management, all of which is managed on a discretionary basis.
On June 2, 2017, First Reserve completed the sale of its infrastructure investment business to
BlackRock (the “Transaction”) in connection with which (i) BlackRock acquired the equity
interests of the entities that control the General Partners of First Reserve Energy Infrastructure
Fund, L.P. and First Reserve Energy Infrastructure Fund II, L.P., including related investment and
co-investment vehicles (the “Infrastructure Funds”), and the First Reserve Advisors to the
Infrastructure Funds, and (ii) BlackRock acquired from First Reserve 9.9% of the capital and
certain carried interest held by the General Partner of one of the Infrastructure Funds. The
Transaction was approved by a super-majority in the interest of the Limited Partners of each of the
Infrastructure Funds. Each of the Infrastructure Funds is not a “First Reserve Fund” for purposes
of references in this Form ADV. On July 3, 2018, Alex T. Krueger, as well as First Reserve,
entered into an agreement with BlackRock to provide consulting services. In connection therewith,
Alex T. Krueger is paid as an independently contracted consultant to serve on the investment
committee relating to the Global Energy and Power Infrastructure Fund III and, in respect of a
subsequent consulting agreement, the Global Energy and Power Infrastructure Fund IV family of
funds. In addition, Alex T. Krueger continues to serve as a member of the investment advisory
group of the Infrastructure Funds.