A. Description of the Advisory Firm
CWI is a Delaware limited liability company. CWI was founded in March 2021 and has been registered
with the SEC since April 2021, with a principal office in Naples, Florida.
CWI is majority owned by CWA Holdings, LLC whose beneficial principal owners are Blaine
Ferguson, William Beynon, Lewis Johnson and Joseph Moglia. Certain other key individuals, Kevin
Erndl and Zev Abraham, own a minority stake in the Firm (together with the beneficial principal
owners, collectively the “Principals”).
B. Types of Advisory Services
Investment Advisory Services
Funds
CWI provides discretionary investment advisory services to the following private pooled investment
vehicles (each a “Fund” or “Client” and collectively the “Funds” or the “Clients”):
• The CW Natural Resources Fund, LP, a Delaware limited partnership the (“CWNR Onshore
Fund”),
• The CW Special Opportunities Fund, LP, a Delaware limited partnership (the “Opportunity
Fund”).
• The CW Natural Resources Fund GP, LLC is the General Partner of CWNR Onshore, and the
CW Special Opportunities Fund, GP, LLC is the General Partner of the Opportunity Fund.
Both General Partners are Florida limited liability companies, (each a “General Partner” and
collectively the “General Partners”). The Funds are managed in accordance with their own
investment objectives as set forth in the relevant governing and offering documents of the
Funds (each, a “Governing Fund Document” and collectively, the “Governing Fund
Documents”). Investment objectives are not tailored to any particular private fund investor
(each, an “Investor” or “limited partner”). Interests in the Funds are only offered to certain
“accredited investors” as defined in Rule 501 of Regulation D under the Securities Act of 1933
(“Securities
Act”), as amended.
CWI provides portfolio advisory and management services to the Funds based on the investment
objectives of the Funds and not based on the criteria or investment objective of any individual Investor
in the Funds. CWI may launch additional funds in the future.
CWI has entered into side letters or other similar arrangements with certain Investors that have the
effect of establishing rights under, supplementing or altering a Fund’s partnership agreement or an
Investor’s subscription agreement. Such rights or alterations could be regarding economic terms, fee
structures, excuse rights, information rights, and/or transfer rights. For the most part, any rights
established, or any terms altered or supplemented will govern only the investment of the specific
Investor and not the terms of a Fund as whole. Certain such additional rights but not all rights, terms
or conditions may be elected by certain sizeable investors with “most favored nation” rights pursuant
to a Fund’s limited partnership agreement.
A majority of owners of CWI sold their ownership interest in Gyroscope Capital Management Group,
LLC (“Gyroscope”), to First Trust Investment Solutions (FTIS), an unaffiliated registered investment
adviser, on August 31, 2023.
Discretionary and Non-Discretionary Services
Discretionary
As a discretionary investment adviser, CWI will have the authority to supervise and direct Client
portfolios without prior consultation with the Client.
Non-Discretionary
CWI does not provide non-discretionary services to Clients.
CWI does not participate in wrap fee programs.
Assets under Management (Regulatory Assets under Management)
As of December 31, 2023, CWI had $29,374,440 in Regulatory Assets Under Management on a
discretionary basis, and $0 on a non-discretionary basis.