A. Overview.
This Brochure provides information about Martis Capital Management, LLC (“Martis Capital” or
“Martis”) and its relying advisers, CHSO Partners II, LLC (“CHSO Partners II”) and Martis
Capital II SFP-TSF LLC, (“Martis II SFP-TSF” and, together, with Martis Capital and CHSO
Partners II, “Martis”). Each of Martis Capital and CHSO Partners II previously were “relying
advisers” of Capricorn Investment Group, LLC (“Capricorn”).
Martis Capital, a Delaware limited liability company formed on July 21, 2015, and formerly known
as CHSO Management, LLC, provides its advisory services in conjunction with CHSO Partners
II, LLC, a Delaware limited liability company also formed on July 21, 2015. Martis Capital and
CHSO Partners II provide discretionary investment advisory services to private pooled investment
vehicles and separately managed accounts. Martis II SFP-TSF is an entity which was established
to manage certain separately managed accounts and is wholly owned by Martis Capital.
The sole owner of Martis Capital is Martis Capital Holdings LP ("Martis Holdings”), which is
controlled by its non-economic general partner, Martis Capital Holdings GP, LLC (“Martis GP”).
Martis GP is run by Messrs. Uphoff, Moreno, and Davis through their managing membership
interest in the general partner. The majority of Martis Holdings’ economic interests are owned by
the Martis GP controlled entities, Martis Capital Management Holdings LP (“Management
Holdings”) and Martis Capital Investment Holdings, LP (“Investment Holdings”) and Martis
Capital SPV, LP (“Martis SPV”). Martis SVP was established as a temporary financing vehicle
for AlpInvest US Holdings, LLC, a Delaware limited liability company and, and AlpInvest
Partners B.V., a Dutch limited liability company (collectively, “AlpInvest”), both of which are
registered
with the SEC as an investment adviser. The remaining Martis Holdings ownership is
held by a third-party investor, Kudu Investment Management, LLC (“Kudu”), which is also
registered with the SEC as an investment adviser.
CHSO Partners II is majority owned and controlled by Martis Holdings, which holds an ownership
interest of approximately 73%. Capricorn owns the remaining 27% non-controlling interest in
CHSO Partners II. In addition, Capricorn owns a non-controlling interest in certain affiliates and
other related entities of Martis Capital and CHSO Partners II. On a day-to-day basis, Martis and
CHSO Partners II are run by Messrs. Uphoff, Moreno, and Davis through their ownership of Martis
GP.
B. Advisory Services.
Martis provides discretionary investment advice to funds and separately managed accounts (each
a “Fund” and together, the “Funds”), which generally make investments in the healthcare and
wellness sector. Martis does not offer non-discretionary investment advisory services to separately
managed accounts.
C. Tailoring of Advisory Services.
Investment advice is provided directly to the Funds and not individually to the investors in the
Funds. In providing services to the Funds, Martis formulates each Fund’s investment objectives,
directs and manages the investment and reinvestment of each Fund’s assets, and provides reports
to investors. Martis provides investment advisory services to each of the Funds pursuant to
separate advisory agreements and manages the assets of the Funds in accordance with the
governing documents applicable to each Fund.
D. Wrap Fee Programs.
Martis does not participate in wrap fee programs.
E. Discretionary and Non-Discretionary Client Assets.
As of December 31, 2023, Martis managed $1,963,312,928 in regulatory assets under management
on a discretionary basis.