Overview
A. Phase 3 is a Delaware limited liability company formed in March 2018 for the purpose of
providing investment advisory services to institutional clients, pooled investment vehicles,
and private funds (hereinafter referred to collectively as “Clients” or “Client”). Phase 3 is
wholly owned by Phase 3 Holdings LP, which is majority owned by Ethan Youderian.
B. Phase 3 is typically granted broad and flexible investment discretion with respect to its
advisory Clients. Phase 3’s principal investment objective is to achieve attractive risk
adjusted returns, primarily by employing relative value, directional, fundamental, volatility
and event-driven strategies in pursuit of investment opportunities.
C. Phase 3 manages investments for Clients in accordance with the investment objectives,
strategies, guidelines, and terms and conditions, outlined in each Client’s applicable
investment management agreement, confidential private placement memorandum or
equivalent governing document (“Offering Document”). Phase 3 does not, however,
provide individualized investment advice or tailor its advisory services to the individual
needs of investors in the private funds to which it provides investment advisory services.
Nonetheless, Phase 3 may enter into side letters and other agreements and arrangements
with certain investors that may provide terms and conditions that are more advantageous
than or alter or supplement those set forth in a fund’s Offering Document. Such terms and
conditions can include, without limitation, special rights to make future investments in a
fund or other investment vehicles or accounts managed by Phase 3, different transparency
and/or reporting rights, different withdrawal/redemptions rights and/or different fee terms.
Phase 3 also performs advisory services for Clients that are pooled investment vehicles
treated as separately managed accounts and such services are individually tailored to
such Clients.
D. Phase 3 does not participate in wrap-fee programs.
E. Phase 3 manages approximately $1,276,718,000 of regulatory assets on a discretionary
basis as of December 31, 2023.
Investors in private funds managed by Phase 3 (a “Fund” or collectively, the “Funds”)
should review not only this Brochure but also the full contents of the Offering Document
or similar document for any Fund in which they are considering investing. This Brochure
is intended to be a general summary of advisory services provided by Phase 3 to its
general Client base. This Brochure may be both supplemented and superseded by the
Offering Documents for any Fund.