Overview
                                    
                                    
                                        
                                            Effective  March  3,  2023,  through  a  transaction  with  Pandion,  Ryan  Byrne,  Joseph  Archibald,  Ospraie 
Management,  LLC  and  MKS  Private  Equity  BV,  Qenta,  Inc.  (“Qenta”)  acquired  100%  of  the  equity 
interests  of  Pandion  and  its  general  partner,  and  subsequently  assigned  such  interests  to  Qenta  Asset 
Management LLC (“QAM”), its wholly owned subsidiary (referred to herein as the “Transaction”).    
Pandion provides discretionary investment advice solely to private investment funds that seek to generate 
significant  capital  appreciation  primarily  through  investments  in  companies  in  the  primary  business  of 
constructing and operating mineral mining assets globally. In particular, the Firm serves as the investment 
manager  to  a  master/feeder  fund  complex  comprised  of  (i)  Pandion  Fund  I  Feeder,  L.P.  (the  “Feeder 
Fund”)1 and  (ii)  RivertMet  Resource  Capital,  L.P.  (“RiverMet”  or  the “Main Fund”,  and  the  Feeder 
Fund, the “Fund”). 
The Fund’s primary investment structure consisted of pre-paid metal purchase agreement (“PMPA”). Via 
the  PMPA,  the  Fund  pre-purchased  future  production  at  a  discount  to  the  prevailing  forward  price  and 
material  deliveries  amortize  the  capital  investment.  The  Fund  generally  receives  a  senior  secured  or 
substantially similar interest in the mineral property and assets of the company, and also seeks corporate 
guarantees and  step-in  rights as appropriate  to  permit  the  removal of management  if  necessary.  PMPAs 
were generally structured to include upside potential in the form of equity warrants, call options, royalty 
payments and/or other yield enhancements. The Fund also made opportunistic equity investments. 
The  investment  management  services  Pandion 
                                        
                                        
                                             provides to  the  Fund  primarily  consists  of  investigating, 
structuring and negotiating investments and dispositions, monitoring the performance of investments and 
performing  certain  administrative  services.  These  services  are  provided  pursuant  to  investment 
management agreements with the Fund, the Feeder Fund, and RiverMet Resource Capital GP, LLC, the 
general partner of the Fund and an affiliate of the Firm (the “General Partner”).  The General Partner is 
governed by a three-person board of directors comprised of Brent de Jong, Joseph Graf, and Roberto Perez. 
The Fund has financed a significant portion of its portfolio with borrowings under a secured credit  facility. 
Risk factors and other considerations related to the Fund’s secured indebtedness are set forth in Item 8.  
All  information  contained  in  this  brochure  is  based  on  the  advisory  services  that  the  Firm  offers.  This 
brochure is not an offer to invest in the Fund. Information included in this brochure is intended to provide 
a useful summary about Pandion, but it is qualified in its entirety by information included in the Fund’s 
Limited Partnership Agreement (the “LPA”). 
Pandion generally will not permit investors in the Fund to impose limitations on the investment activities 
described in the LPA. (See Item 16 – Investment Discretion) 
Pandion does not participate in any wrap fee programs. 
As of December 31, 2023, the regulatory assets under management, which includes the fair market value of 
investments, is approximately $125,234,716. All assets are managed on a discretionary basis. 
  
1 The Feeder Fund is an exempted limited partnership registered in the Cayman Islands that is a limited partner of the 
Main Fund and is only allowed to invest in the Main Fund.