First Light Asset Management, LLC (“First Light”), a Delaware limited liability company, was
formed in September 2013. Mathew P. Arens, First Light’s Managing Member, Chief Executive
Officer and Senior Portfolio Manager, is its principal owner.
First Light provides advisory services to individuals, high-net worth individuals, institutional
clients, pension plans or profit-sharing plans, corporations, and charitable organizations on a
discretionary basis through separately managed accounts (“Separate Accounts” and each
such client, a “Separate Account Client”).
First Light manages a long-only health care equity investment strategy (the “Genesis
Strategy”) for Separate Account Clients. The Genesis Strategy primarily seeks out high quality,
reasonably priced, growth-equity opportunities among publicly traded micro- to small/mid-
cap health care and life sciences companies. The Genesis Strategy targets companies
developing transformative devices, technologies and innovations that seek to save money
and/or improve patient care. The Genesis Strategy aims to identify companies with high
growth potential before the broader market recognizes these opportunities.
First Light provides investment and advisory services to Separate Account Clients pursuant to
the Genesis Strategy and other strategies it employs. From time to time First Light provides
additional advisory services tailored to meet the specific needs or investment restrictions of
Separate Account Clients to the extent agreed upon in writing between such Separate
Account Client and First Light.
First Light provides advisory services using the Genesis Strategy to many Separate Account
Clients pursuant to “dual contract programs” (also called “wrap fee programs”) sponsored by
unaffiliated broker-dealers/investment advisers that have approved First Light’s participation in
their programs. In a dual contract program, the client executes two agreements. The first
contract is with the program sponsor and typically addresses such matters as custodial and
brokerage services and can provide assistance in selecting third party investment managers,
such as First Light. The second contract is an investment advisory agreement with First Light
pursuant to which a Separate Account Client retains First Light directly to provide investment
advisory services and pays First Light an advisory fee as set forth in the agreement. Each
investment advisory agreement discloses the strategy’s investment mandate and grants First
Light discretionary investment authority to implement that strategy. Separate Account Clients
must disclose certain suitability factors such as investment background and experience,
among others, that First Light relies upon in rendering services and will continue to rely on until
the Separate Account Client updates the information. Potential Separate Account Clients are
encouraged to consult their own financial advisors and legal and tax professionals on an initial
and continuous basis in connection with selecting and engaging the services of an investment
manager in a particular strategy and participating in a dual contract program. First Light has
limited information around participants in dual contract programs, and partially relies on
recommendations regarding suitability provided by the program sponsor.
In these programs, Separate Account Clients are not charged separate commissions or other
transaction costs on each trade so long as the program sponsor (or its broker-dealer affiliate)
executes the trade. A portion of the sponsor’s fee generally is considered to cover commissions
or other transaction costs. It is anticipated that most Separate Account Clients who participate
in a dual contract program will direct or require First Light to trade with the program sponsor (or
its broker-dealer affiliate). This avoids incurring brokerage costs or additional transaction costs
by other broker-dealers, in addition to the sponsor’s bundled fee, or to avoid other costs
associated with trading away. More information on First Light’s trading practices associated
with this type of brokerage direction is contained in Item 12 below. Dual contract programs
impose certain investment or transaction limitations or restrictions on First Light such that such
accounts will be managed similarly, but not necessarily identically, to First Light’s
non-program
accounts.
Where dual contract program terms allow, First Light is permitted to execute a transaction
through a broker-dealer other than the program sponsor where First Light believes that such
trade would result in the best price and execution under the circumstances. In such cases,
transaction and other fees are often included in the net price of the security. See Item 12 for
more information.
Separate Account Clients using dual contract programs should review all materials regarding
their program’s terms, conditions, and fees (including the sponsor’s Form ADV Part 2A, or the
applicable wrap fee program brochure, as applicable), and consider the advantages and
disadvantages and overall appropriateness of the program in light of the Separate Account
Client’s particular circumstances.
First Light also provides investment management services to five private investment funds, First
Light Focus Fund, LP, First Light Focus Feeder Fund, Ltd, First Light Prism Fund, LP, First Light Prism
Feeder Fund, Ltd., and First Light Genesis+ Fund, LP (each, a “Fund” and collectively the
“Funds”). Related entities of First Light, First Light Focus Fund GP, LLC, First Light Prism Fund GP,
LLC, and First Light Genesis+ Fund GP, LLC (together the “General Partners”) act as the general
partners of their related Funds. Interests in the Funds are offered in private placements under
the Securities Act of 1933, as amended (the “Securities Act”). As a result, First Light offers
investment in the Funds on a private basis to a limited number of qualified institutional and high
net worth Investors that meet the criteria prescribed by relevant requirements for such
investments.
More information concerning the Funds is contained in the Funds’ limited partnership
agreements, confidential private placement memorandums and other governing documents
(the “Offering Documents”). Investors and prospective Investors in the Funds (each, an
“Investor” and collectively, “Investors”) should refer to the Offering Documents for complete
information regarding the investment objectives, investment liquidity, investment restrictions
and other important information with respect to the Funds. Investors must be financially
sophisticated and able to bear the substantial risks of an investment in the Funds, including loss
of the entire investment.
The Separate Account Clients and the Funds are referred to together, as “Clients”.
First Light’s advisory services to Clients primarily consist of (1) investigating, identifying, and
evaluating investment opportunities; (2) structuring, negotiating, and making investments on
behalf of Clients; (3) managing and monitoring the performance of such investments; and (4)
exiting such investments on behalf of Clients. Other professionals (e.g., lawyers, accountants,
tax preparers, and insurance agents) engaged directly by Clients typically charge fees of their
own. First Light does not provide legal or tax advice.
First Light's investment advisory agreements with its Clients typically contain provisions that may
act as a waiver, release, or limitation on certain rights Clients may have against First Light arising
from its services. In substance, the investment advisory agreements usually state that First Light,
and its directors, officers, employees, or agents, are not liable for any acts or omissions or for
any loss in regard to First Light's performance of its duties under such agreements, except for
any acts or omissions which constitute bad faith, fraud, material breach of the agreement,
violation of applicable laws or regulations, intentional misconduct, gross negligence, or
recklessness. Notwithstanding the liability-limiting nature of these provisions, Clients should be
aware that federal and state securities laws may impose liabilities on First Light under certain
circumstances. Therefore, nothing in those or any other provisions in the investment advisory
agreements will have the effect of waiving, releasing, or limiting any rights a Client may have
under those laws or under any other laws that are not permitted to be waived by contract.
As of December 31, 2023, First Light managed approximately $1,387,863,426 in Regulatory
Assets Under Management (as defined in Form ADV Part 1) on a discretionary basis and no
Client assets on a non-discretionary basis.