Our Firm
XN LP is a Delaware limited partnership and an investment adviser with its principal place of
business in New York, NY. XN LP commenced operations as an investment adviser in March 2020.
XN LP was founded in May 2018 and is primarily owned, directly or indirectly, by Gaurav Kapadia.
XN’s registration on Form ADV also covers XN Exponent GP LLC (the “Main Fund General
Partner”) and XN Exponent Opportunities GP LLC (the “Opportunities Fund General Partner” and
together, the “Fund General Partners”), which are both limited liability companies organized under
the laws of the state of Delaware. The Main Fund General Partner is an affiliate of XN and serves
or may serve as the general partner of Clients that are part of the Exponent Fund and the Vector
Fund. The Opportunities Fund General Partner is an affiliate of XN and serves or may serve as the
general partner of Clients that are other U.S. or offshore partnerships. The Fund General Partners’
facilities and personnel are provided by XN.
As of December 31, 2022, XN manages, on a discretionary basis, approximately $2,521,987,629 of
client regulatory assets under management.
Advisory Services
XN provides investment advisory services on a discretionary basis to its clients, which consist of
private funds that are pooled investment vehicles which are offered to sophisticated investors and
other large investors such as institutions and corporations (individually, the “Fund” or “Client,” and,
collectively, the “Funds” or “Clients”).
XN currently serves as the investment adviser, with discretionary trading authority, to the following
pooled investment vehicles:
• XN Exponent Onshore Fund LP, a Delaware limited partnership (the “Exponent Onshore
Fund”);
• XN Exponent Offshore Fund LP, a Cayman Islands exempted limited partnership (the
“Exponent Offshore Fund,” collectively with the Exponent Onshore Fund, the “Exponent
Feeder Funds”);
• XN Exponent Master Fund LP, a Cayman Islands exempted limited partnership (the
“Exponent Primary Master Fund”), which serves as the primary vehicle through which the
Exponent Feeder Funds participate in investments;
• XN Exponent SPV LP, a Delaware limited partnership (the “Exponent ECI Master Fund”
and, collectively with the Exponent Primary Master Fund and the Exponent Feeder Funds,
the “Exponent Fund”), which serves as a vehicle through which the Exponent Feeder Funds
participate in investments in certain circumstances;
• XN Vector Onshore Fund LP, a Delaware limited partnership (the “Vector Onshore Fund”);
• XN Vector Offshore Fund LP, a Cayman Islands exempted limited partnership (the “Vector
Offshore Fund,” collectively with the Vector Onshore Fund, the “Vector Feeder Funds”);
and
• XN Vector Master Fund LP, a Cayman Islands exempted limited partnership (the “Vector
Master Fund” and, collectively with the Vector Feeder Funds, the “Vector Fund”), which
serves as the primary vehicle through which the Vector Feeder Funds participate in
investments.
The Exponent Fund and the Vector Fund generally
invest in the same investment program, except
that the Vector Fund does not generally engage in short investments for non-hedging purposes.
XN also currently serves as the investment manager with respect to the following co-investment
funds and advisory Clients (collectively, the “Co-Investment Funds”):
• XNVI LLC, a Delaware limited liability company (“XNVI”);
• XN Opportunities I LP, a Delaware limited partnership (“XN Opportunities I”);
• XN Opportunities II LP, a Delaware limited partnership (“XN Opportunities II”);
• XN Opportunities III LP, a Delaware limited partnership (“XN Opportunities III”);
• XN Opportunities IV LP, a Delaware limited partnership (“XN Opportunities IV”); and
• XN Opportunities V LP, a Delaware limited partnership (“XN Opportunities V,” and,
collectively with XN Opportunities I, XN Opportunities II, XN Opportunities III, and XN
Opportunities IV, “XN Opportunities”).
XNVI and the XN Opportunities co-invest alongside the Exponent Fund and the Vector Fund in
separate portfolio companies of the Exponent Fund and the Vector Fund.
XN may enter into additional co-investment arrangements with third parties (including, but not
limited to, certain investors in the Funds). XN does not currently maintain any co-investment
arrangements or advise any managed accounts or investment vehicles (such as a fund-of-one) other
than as described herein but may do so in the future.
Investment advice is provided directly to the Funds and not individually to the Funds’ investors.
The investment advisory services provided to each Fund are based on the investment objectives and
restrictions as set out in a Fund’s Governing Documents (as defined below). Please see Item 8 for
a description of the investment strategies employed by XN and their related risks.
XN provides investment advice to its Clients in accordance with the terms of each Client’s
confidential offering or private placement memoranda, individual limited partnership or shareholder
agreements and other governing documents applicable to each Client (“Governing Documents”).
The Principal (together with members of his family) invests a significant amount in the Exponent
Fund and the Vector Fund, which investments have been made, directly or indirectly, through the
Main Fund General Partner or certain trusts, organizations or other entities that have been formed
for his (or their) benefit, or through certain charitable foundations, organizations or trusts that have
been established or that are directed by him (or them) (including donor-advised funds or other estate
planning vehicles).
Shares or limited partnership interests in the Funds are not registered under the U.S. Securities Act
of 1933, as amended (the “Securities Act”), and the Funds are not registered under the Investment
Company Act of 1940. Accordingly, interests or shares in the Funds are offered and sold exclusively
to investors satisfying the applicable eligibility and suitability requirements, either in private
transactions within the United States or in offshore transactions.