A. Description of the Advisory Firm
Acuta Capital Partners, LLC (“Acuta” or the “Firm”), a Delaware limited liability company formed in
July of 2011, provides investment management services to the Clients, as defined below. Acuta is
principally owned by Anupam Dalal. Anupam Dalal serves as the Managing Member and Chief
Investment Officer. Scott Smith is the Chief Compliance Officer and Chief Operating Officer of Acuta.
Acuta provides investment management services, directly or through its affiliates, to several
privately-offered pooled investment vehicles (the “Funds”).
B. Types of Advisory Services
Acuta provides investment advice and management to the following privately placed investment
funds (the “Funds”):
1. Acuta Opportunity Fund, LP, a Delaware limited partnership (“Acuta Opportunity
Fund”);
2. Acuta Capital Fund, LP, a Delaware limited partnership (“Acuta Capital Fund” and
together with Acuta Opportunity Fund, the “Domestic Funds”); and
3. Acuta Capital Offshore Fund, Ltd., a Cayman Islands exempted company that acts as a
feeder fund to Acuta Capital Fund (“Acuta Capital Offshore”).
Acuta Capital Offshore pursues its investment activities by investing all or a substantial portion of its
assets in Acuta Capital Fund in a mini-master/feeder structure. Acuta Opportunity Fund and Acuta
Capital Fund generally invest on a side-by-side basis.
The Clients seek to achieve capital appreciation by profiting from market inefficiencies using a value-
oriented, absolute return approach. Acuta attempts to achieve superior risk-adjusted investment
results over time through the successful implementation of Acuta’s investment philosophy.
There can be no assurance that the Clients will achieve this objective or that substantial losses will
not be incurred. Please see Item 8 below for a more detailed description of the investment strategies
pursued by the Clients and applicable risk factors.
The Funds offer interests (the “Interests”) to certain qualified investors as described in the response
to Item 7 below (investors in the Funds, including prospective investors, are referred to herein as
“Investors”).
C. Client Tailored
Services and Client Imposed Restrictions
Advisory services are tailored to achieve the Clients’ investment objectives as described more fully
in each Fund’s offering memorandum and governing documents (the “Constituent Documents”).
Generally, Acuta has the authority to select which and how many securities and other instruments to
buy or sell without consultation with the Clients or their Investors.
With respect to the Funds, Acuta does not tailor its advisory services to the individual needs of
Investors and Investors may not impose restrictions on investing in certain securities or types of
securities. Each Fund’s offering memorandum and other Constituent Documents set forth such
Fund’s investment strategy, including guidelines regarding the types of securities the Fund will invest
in and portfolio limits and Investors generally do not have the right to specify, restrict, or influence
their Funds’ investment objectives or any investment or trading decisions.
In certain cases, Acuta has entered into side letter agreements with certain investors in the Funds
(“Side Letters”) establishing rights under, or supplementing or altering the terms of, the Constituent
Documents of the applicable Fund. Acuta may enter similar agreements in the future. Such Side
Letters may cover many different topics, including without limitation: modified fee terms including
fee waivers and reductions, the right to receive certain special allocations, modified notice or
reporting requirements, and certain other matters relating to an investment in the applicable Fund.
Acuta tracks all Side Letters that have been entered into with respect to each Fund to ensure that no
investors are materially disadvantaged by the triggering of one or more provisions of a Side Letter.
Once invested in a Fund, Investors generally cannot impose additional investment guidelines or
restrictions on such Fund.
D. Wrap Fee Programs
Acuta does not participate in wrap fee programs.
E. Regulatory Assets Under Management
As of December 31, 2023, Acuta manages $244,228,617 in regulatory assets on a discretionary basis.
Acuta currently does not manage any assets on a non-discretionary basis.