A. The Company
River Partners Capital Management, LP is a Delaware limited partnership that was founded in
October 2014 and has been registered as an investment adviser with the U.S. Securities and Exchange
Commission since November 2014. Throughout this disclosure brochure, River Partners Capital
Management, LP is referred to as “River Partners” or the “Firm.”
The principal owner of River Partners is John A. Levin, as Trustee of the Levin 2017 Long-Term
Trust, the only limited partner owning more than 25%.
B. Advisory Services
Investment Management Services
River Partners provides discretionary investment advice and management services to private
investment funds (“Private Funds”) and separately managed accounts (each a “Separately Managed
Account” and collectively, “Managed Accounts”) and non-discretionary investment advice and
management services to Separately Managed Accounts.
For those Managed Accounts with discretionary authority, River Partners will typically designate the
active discretionary management of Managed Accounts among certain institutional quality
investment managers that manage private investment funds organized as pooled investment vehicles
or that provide investment management services on a sub-advisory basis, including River Partners
advisory affiliates. River Partners maintains sole discretion to engage (and terminate such engagement)
of the investment manager(s). For certain Managed Account clients, River Partners provides active
discretionary management based on investment guidelines established with such clients.
The use of third-party investment managers is designed to provide clients with exposure to different
asset classes, including, but not limited to, equities, fixed income, hedge funds, commodities, venture
capital and private equity. Please see the disclosures in Item 8 – Methods of Analysis, Investment
Strategies and Risk of Loss – for additional information about the investment strategies employed by
River Partners and any associated risks.
River Partners will create a customized asset allocation strategy to meet a client’s individual
investment objectives. River Partners will review a client’s present financial situation, cash flow
needs, tax status, existing investments, investment restrictions (if any) and time horizon before
determining portfolio allocations and suitable investment managers. River Partners will then set an
investment policy that outlines the overall investment objectives and goals, risks, restrictions,
strategic asset allocation, investments and ranges, and benchmarks for such client. The investment
policy will provide the principles under which River Partners will manage each client’s investment
program.
The investment policy typically includes guidelines on, but not limited to, the following: strategic
asset allocation regarding broad asset classes including global equities, private investments, hedge
funds, global fixed income and commodities, and the client’s individual return objectives, risk
tolerance, liquidity needs, time horizon.
Sub-Advisor Services
In limited situations, River Partners may act as a sub-adviser for the assets of other asset managers.
Investment services are specifically tailored in accordance with the governing management
agreement for those relationships.
Private Funds Program
The River Partners Private Funds Program (the “Program”) is designed to provide clients with the
opportunity to invest in one or more Private Funds that seek to achieve their objective by deploying
assets among a select group of third-party investment managers that generally conduct their
investment programs through unregistered, pooled investment vehicles (“Investment Funds”). The
Program allows clients to invest with investment managers whose Investment Funds will be closed
from time to time to new investors or that otherwise typically place stringent restrictions on the
number and type of clients whose money they will manage. The Program enables clients to invest with
a cross-section of a concentrated set of investment managers without having to individually meet the
high minimum investment requirements that these investment managers typically would impose.
Although each Private Fund currently intends to invest its assets primarily in Investment Funds, a
Private Fund also can (i) invest its assets directly with certain third-party, independent portfolio
managers on a sub-advisory basis and/or (ii) make direct investments in certain securities for cash
management or other short-term investment purposes.
River Partners
selects the Investment Funds on the basis of various criteria, generally including,
among other things, an analysis of: investment process (security selection expertise, depth of investment
research, idea sourcing, decision making process, risk controls, and team), portfolio transparency,
organization (composition and stability of client base, background checks of key professionals,
stability of team, and assets under management growth), compliance (business terms, vendor
relationships, and back office review), alignment of interests, fees, costs, liquidity, performance,
leverage, attribution analysis, return patterns, factor analysis, and exposure analysis.
Private Funds advised by River Partners are not offered or sold to the public. They are accessible only to
investors who are “Accredited Investors” as defined in Regulation D under the Securities Act of 1933
who receive a confidential private placement memorandum issued by the Private Fund and who
ultimately become parties to the agreement governing the operation of the Private Fund. The terms and
conditions for participation in a Private Fund, including management fees, conflicts of interest and
risk factors, are set forth in the respective Private Fund’s offering documents.
Separately Managed Account Program
The River Partners Separately Managed Account Program (“SMA Program”) is only offered to certain
legacy clients - consisting of family office members, trust vehicles and their employees and affiliates
(“SMA Clients”) – and is not open to new clients. Exceptions may be made for friends or family of
River Partners employees. SMA Clients have directed River Partners to designate the active
discretionary management of the SMA Clients’ separately managed accounts to Levin Capital
Strategies, L.P. (“Levin Capital”), a registered investment adviser and affiliate of River Partners. The
accounts of certain SMA Clients will occasionally also be managed by unaffiliated third-party
advisers on a sub-advisory basis at the direction of the SMA Client. A limited number of accounts
which have specifically selected active management by River Partners will also invest in individual
equity and fixed income instruments.
Please see the disclosures in Item 10 – Other Financial Industry Activities and Affiliations – for
additional information on the relationship between River Partners and Levin Capital Strategies, L.P.
Investment Monitoring Services
River Partners will also provide investment monitoring and reporting services with respect to certain
assets that are not being actively managed by River Partners. Pursuant to these services, River
Partners will (i) monitor the performance and consistency of the client’s investments as appropriate to
a client’s stated risk tolerance, investment goals and suitability and (ii) provide the client with a
monitoring report accessed through the client portal.
River Partners will also monitor and facilitate the subscription, redemption, and cash flows
processes, including capital gains or dividends, with regards to SMA Client assets invested in private
funds advised by affiliated managers.
Family Office Services
If requested by the client, River Partners occasionally also provides the following additional family
office services:
Bill paying;
Check writing; and
The coordination of professional and other services (i.e., legal, insurance, home repair, public
relations).
C. Client Tailored Services and Client Imposed Restrictions
As detailed above, River Partners will create a customized investment strategy to meet a client’s
individual investment objectives.
Generally, clients are permitted to impose reasonable restrictions on investing in certain securities or
types of securities in their advisory accounts, provided, however, that some restrictions will not be
accommodated when utilizing private funds or with respect to certain third-party investment
managers. In addition, a restriction request will not always be honored if it is fundamentally
inconsistent with River Partners’ investment philosophy, runs counter to the client’s stated
investment objectives, or would prevent River Partners from properly servicing client accounts.
D. Wrap Fee Programs
River Partners does not provide portfolio management services to wrap fee programs.
E. Assets Under Management
As of December 31, 2023, River Partners had approximately $1,137,822,862 in assets under
management. Of those assets, $1,111,451,551 are managed on a discretionary basis and $26,371,311
are managed on a non-discretionary basis.