A. ITE Management L.P. is a Delaware limited liability company formed on May 29, 2007
(f/k/a JNF Management LLC and D Aaron Asset Management LLC). The Firm is an
investment adviser located in New York, NY. The Firm's "Principals" are Jason Koenig,
David Smilow and James Unger. Mr. Koenig and Mr. Smilow are considered ITE's
principal owners for purposes of this disclosure document.
B. The Firm serves as an investment adviser to pooled investment vehicles (each, a "Fund,"
and collectively, the "Funds"), including ITE Institutional Rail Fund L.L.C., ITE Rail
Fund L.P. and ITE Rail Feeder Fund L.P. (collectively, the "Rail Funds"), ITE Air Master
Fund II L.P. and ITE Air Fund L.P. (collectively, the "Air Funds"), ITE Global
Intermodal Fund L.P. and ITE Global Intermodal Feeder Fund L.P. (collectively, the
"Intermodal Funds"), as well as any special purpose vehicles, separately managed
accounts or co-investment vehicles established for the purposes of pursuing alternative
investments and/or side agreements with an individual investor and/or affiliated and
third-party co-investors (each, an "Other Advisory Account" and, collectively with the
Funds, the "Clients"). The Clients are exempt from registration under the Investment
Company Act of 1940, as amended (the "Investment Company Act"), pursuant to Section
3(c)(7) of the Investment Company Act.
The Firm provides discretionary investment management services to the relevant Client
pursuant to such Client's investment management agreements with ITE. The Firm
manages the assets of the relevant Client in accordance with the applicable limited
partnership agreement,
offering memoranda and/or other such governing agreements (the
"Offering Documents").
The Firm is affiliated with certain other entities that are or may become general partners
(each, a "General Partner," and collectively, the "General Partners") to each of the
Clients. Each of ITE's current Clients are controlled by those General Partners that ITE
is affiliated with as of the date of this Brochure.
The advisory services of ITE and of the General Partners are described in more detail in
this Brochure and in the Offering Documents.
C. Where the Firm serves as the investment adviser to a Fund, investment objectives,
guidelines, and any investment restrictions are described in the relevant Offering
Documents of a Fund and generally are not tailored to the individual or particular needs
of specific investors in the Funds. As a condition of subscription, Fund investors will
accept the terms of advisory services as set forth in the related Fund's Offering
Documents. The Firm has broad investment authority with respect to the Funds and, as
such, investors should consider whether the investment objectives of the Funds will be
in line with their individual objectives and risk tolerance prior to investment. In respect
of Other Advisory Accounts, the Firm may be able to tailor its advisory services and
investments based on specific objectives and/or investment strategies discussed with an
individual investor and/or affiliated and third-party co-investors.
D. The Firm does not participate in wrap fee programs.
E. As of December 31, 2022, ITE manages $3,422,096,020 in regulatory assets on a
discretionary basis.