Background and Ownership Structure
WhiteStar is a Delaware limited liability company organized on February 28, 2013. WhiteStar is the
collateralized loan obligations (“CLOs”) and structured products platform of Clearlake Capital Group, L.P.
(“Clearlake”). Clearlake is an investment adviser that provides advice to privately offered investment funds
that focus on investing in special situations, distressed, value private equity and opportunistic debt
investments across the capital structure of companies in both control and non-control scenarios. Clearlake
is led and principally owned by José E. Feliciano and Behdad Eghbali, its Co-Founders. WhiteStar’s
principal office and place of business is located at 200 Crescent Court, Suite 1175, Dallas, Texas 75201.
WhiteStar provides investment advisory services, primarily as collateral manager to pooled investment
vehicles that are CLOs. The CLOs are generally organized in the Cayman Islands that rely on Section
3(c)(7) of the Investment Company Act of 1940 (the “1940 Act”), or other applicable exceptions or
exemptions under the 1940 Act, as the basis for their exemption from the registration requirements of the
1940 Act. The investment management relationship between WhiteStar and each CLO is governed by a
collateral management or similar agreement between WhiteStar and the CLO and the constituent documents
of the CLO. Additionally, WhiteStar provides investment advisory services to privately offered pooled
investment vehicle(s) (the “Private Fund”) and investment sub-advisory services to U.S. open-end
management investment company(ies) registered under 1940 Act (the “ETF”) and institutional account(s)
(the “Institutional Account”). The CLOs, the Private Fund and the ETF are collectively referred to herein
as the “Funds” and, together with the Institutional Account the “Clients”.
WhiteStar is wholly-owned by WSAM Holdco LLC, a Delaware limited liability company. WSAM Holdco
LLC is directly owned by Clearlake Strategic Partners, L.P., a Delaware limited liability company (an
affiliate of Clearlake, and certain employees of WhiteStar.
The Clients for which WhiteStar performs investment advisory (or sub-advisory) services invest primarily
in senior secured bank loans. In assessing senior secured bank loan assets for the Clients, WhiteStar employs
an underwriting discipline based on a fundamental and technical analytical strategy, subject to the relevant
criteria set forth in the constituent documents for each Client. WhiteStar’s objective in managing the
investment portfolio of each Client is to achieve preservation of principal, diversification by company and
industry, and above average current income.
The offering documents for each Fund describe the terms and conditions of the Fund, including fees and
risk factors, and should be read carefully prior to investment. No offer to sell interests in the Funds is made
by the descriptions in this Brochure, and CLOs are available only to investors that are properly qualified.
WhiteStar may also, in the future, provide additional types of investment advisory services. The addition
of any such investment advisory services will be set forth in an amendment to this Brochure.
WhiteStar’s investment advisory (or sub-advisory) services consist of, but are not limited to, managing each
Fund’s portfolio of investments, including sourcing, selecting, and determining investments in each Fund,
monitoring investments by each Fund and executing transactions on behalf of each Fund in accordance with
the investment objectives, policies and guidelines set forth in each respective Fund’s governing documents.
Accordingly, WhiteStar’s investment advisory services to the Funds is not tailored to the individualized
needs or objectives of any particular Fund investor.
An investment in a Fund by an investor does not, in
and of itself, create an advisory relationship between the investor and WhiteStar. Investors are not permitted
to impose restrictions or limitations on the management of any Fund. WhiteStar or an affiliate reserves the
right to enter into side letter agreements or arrangements with one or more investors in a Fund that alter,
modify or change the terms of the interests held by such investors.
Information about each Fund, and the particular investment objectives, strategies, restrictions, guidelines
and risks associated with an investment, is described in each respective Fund’s governing documents, which
are made available to investors only through WhiteStar or another authorized party. Since WhiteStar does
not provide individualized advice to investors (and an investment in a Fund does not, in and of itself, create
an advisory relationship between the investor and WhiteStar), investors must consider whether a particular
Fund meets their investment objectives and risk tolerance prior to investing.
WhiteStar generally tailors its advisory services to the individual needs of Institutional Accounts.
WhiteStar may agree with an Institutional Account to manage such Institutional Account’s assets against a
particular benchmark or pursuant to an investment management agreement, which include provisions
related to management fees, investment strategy, investment guidelines, termination rights, proxy voting
and sub-adviser, if applicable. Institutional Accounts should be aware, however, that certain restrictions
can limit WhiteStar’s ability to act and as a result, the Institutional Account’s performance may differ from
and may be less successful than that of other Clients’ accounts managed by WhiteStar.
WhiteStar provides mid- and back- office services associated with its asset management business, including
trading, portfolio analysis, credit review and monitoring, asset valuation, and risk and compliance
management to a separate investment adviser. These services are provided to Trinitas Capital Management,
LLC (“TCM” or “Trinitas”), also a registered investment adviser, under an agreement between WhiteStar
and TCM. Certain investment professionals and other employees or officers of WhiteStar may also be
investment professionals or employees of other investment advisers. TCM’s investment committee is
currently comprised of individuals who are also investment professionals of both TCM and WhiteStar.
Such individuals serve at the discretion and subject to the control and direction of TCM’s board of
managers, who are elected by its members. A majority of TCM’s Board of Directors consists of individuals
who are not affiliated with WhiteStar. TCM’s relationship with WhiteStar, and the policies and procedures
TCM has put in place to address actual and potential conflicts resulting from such relationships, are
described in more detail in Item 11 – Code of Ethics, Participation or Interest in Client.
Wrap Fee Programs
WhiteStar does not participate in or sponsor any wrap fee programs.
Regulatory Assets Under Management
As of December 31, 2023, WhiteStar managed approximately $3,989,782,268 billion of advisory assets, on
a discretionary basis. The SEC has adopted a uniform method for advisers to calculate assets under
management for regulatory purposes which it refers to as an adviser’s “regulatory assets under
management.” Regulatory assets under management are generally an adviser’s gross assets, i.e., assets
under management without deduction for outstanding indebtedness or other accrued but unpaid liabilities.
WhiteStar reports its regulatory assets under management in Item 5 of Part 1 of Form ADV which you can
find at www.adviserinfo.sec.gov.