Firm Description
Chicago Pacific Capital L.P. (together with its fund general partners (unless otherwise specified),
“Chicago Pacific” or the “Firm”) is an investment management firm founded in 2014 that focuses
primarily on private investments in providing capital and strategic support to highly differentiated
healthcare services, independent living facility platforms, healthcare technology and medical real estate
investments. Based in Chicago with an office in San Francisco, Chicago Pacific acts as the investment
manager to private funds exempt from registration under the Investment Company Act of 1940, as
amended (the “Investment Company Act”), as well as to co-investment special purpose funds
established to invest alongside a fund in a single portfolio investment.
Chicago Pacific provides discretionary investment advisory services to the following Funds: Chicago
Pacific Founders Fund, L.P., Chicago Pacific Founders Fund-A, L.P. and Chicago Pacific Founders
Fund-B, L.P. (collectively “Fund I”); Chicago Pacific Founders Fund II, L.P., Chicago Pacific
Founders Fund II-A, L.P. and Chicago Pacific Founders Fund II-B, L.P. (collectively “Fund II”);
Chicago Pacific Founders Fund III, L.P. and Chicago Pacific Founders Fund III-A, L.P. (collectively
“Fund III” and together with Fund I and Fund II, the “Equity Funds”), Chicago Pacific Founders
Healthcare Real Estate Fund III, L.P. and Chicago Pacific Founders Healthcare Real Estate Fund III
Feeder, L.P. (collectively the “Real Estate Fund” and together with the Equity Funds, the “Main
Funds”) and several co-investment Funds established to invest alongside a Fund in a single portfolio
investment or platform investment (the “Co-Investment Funds” and together with the Equity Funds
and the Real Estate Fund, the “Funds,” unless the context otherwise requires). In certain
circumstances, as more fully described in Item 7 below, Chicago Pacific also permits certain investors
and third parties to co-invest alongside a Fund directly in a portfolio investment. Unlike the Co-
Investment Funds mentioned above, such direct co-investments are not considered Funds or clients
of Chicago Pacific.
Each Fund is affiliated with a general partner (“General Partner”) with authority to make investment
decisions on behalf of such Fund. These General Partners are deemed registered under the Advisers
Act pursuant to Chicago Pacific’s registration in accordance with SEC guidance. The applicable
General Partner of each Fund retains investment discretion and investors in the Funds do not
participate in the control or management of the Funds. While the General Partners maintain ultimate
authority over the respective Funds, Chicago Pacific has been delegated the role of investment adviser.
For more information about the Funds and General Partners, please see the Firm’s Form ADV Part
1, Schedule D, Section 7.A. and 7.B.(1).
Principal Ownership
Chicago Pacific Management GP, LLC, a Delaware limited liability company, acts as the general
partner of Chicago Pacific. Chicago Pacific and its general partner are owned by managing partners
Mary Tolan, Lawrence Leisure and Vance Vanier as detailed in Chicago Pacific’s Form ADV Part 1,
Schedule A and Schedule B.
Advisory Services
The Equity Funds are focused on privately negotiated equity investments in healthcare companies and
make primarily long-term private equity and equity-related investments in private companies (generally
referred to herein as “portfolio companies”). The Real Estate Funds invest in equity and debt interests
in senior housing (independent living, assisted living and memory care) and medical office real estate,
real estate-related assets and real estate operating companies (generally referred to herein as “portfolio
investments”, and collectively with portfolio companies, generally referred to herein as “portfolio
investments”).
Each portfolio investment has its own independent management team responsible for managing its
day-to-day operations, although for the Equity Funds the principals of Chicago Pacific or other
individuals chosen by Chicago Pacific will generally serve on the portfolio companies’ respective
boards of directors or otherwise act to influence control over management of portfolio companies
held by the Funds. In addition, in some cases, Chicago Pacific will more directly influence the day-
to-day management of the portfolio investments by recruiting and/or installing certain individuals in
senior management roles such as chief executive officer, chief operating officer, chief financial officer
or in other roles. Chicago Pacific’s investment advisory services to its Funds consist of identifying
and evaluating investment opportunities, negotiating the terms of investment, managing and
monitoring investments and achieving dispositions of such investments. Investments are made
predominantly in nonpublic companies, although investments in public companies are permitted in
certain instances. Specifically, on occasion, a Chicago Pacific portfolio company has gone public
through a merger with a special purpose acquisition company.
Chicago Pacific does not tailor its advisory services to the individual needs of investors in its Funds;
rather, the Firm’s investment advice and authority for each Fund is tailored to the investment
objectives of that Fund. These objectives are governed by and described in the relevant Fund’s private
placement memorandum, limited partnership agreement, subscription documents, side letters,
investment advisory agreement and other governing documents (collectively, “Governing
Documents”) and investors determine the suitability of an investment in a Fund based on, among
other things, the Governing Documents. The Firm does not seek or require investor approval
regarding each investment decision.
Fund investors generally cannot impose restrictions on investing in certain securities or types of
securities, other than through side letters agreements. Investors participate in the overall investment
program for the applicable Fund and generally cannot be excused from a particular investment except
pursuant to the terms of the applicable Governing Documents. In accordance with common industry
practice, Chicago Pacific has entered into side letters or similar written agreements with certain
investors including those who make substantial commitments of capital or were early-stage investors
in the Funds, or for other reasons in the sole discretion of Chicago Pacific, in each case that have the
effect of establishing rights under, or altering or supplementing, a Fund’s Governing Documents.
Examples of side letters entered into include different fee structures, information rights, special
reporting requests, provisions whereby investors have expressed an interest in participating in co-
investment opportunities, limited partner advisory board representation and liquidity or transfer rights.
These rights, benefits or privileges are not always made available to all investors, consistent with the
Governing Documents and general market practice. Commencing in September 2024, Chicago
Pacific will make required disclosure of certain side letters to all investors (and in certain cases, to
prospective investors) in accordance with the new Private Fund Rule. Side letters are negotiated at
the time of the relevant investor’s capital commitment and once invested in a Fund, investors generally
cannot impose additional investment guidelines or restrictions on such Fund. There can be no
assurance that the side letter rights granted to one or more investors will not in certain cases
disadvantage other investors.
Chicago Pacific does not participate in wrap fee programs.
Regulatory Assets Under Management
As of December 31, 2023, Chicago Pacific managed approximately $4.0 billion of regulatory assets
under management, all managed on a discretionary basis.