Overview
ADVISORY BUSINESS
A. General Description of Advisory Firm.
Terramont Infrastructure Management LLC, a Delaware limited liability company
(“Terramont”), is an investment adviser with its principal place of business in New York,
NY. Terramont was formed on October 4, 2021. Its sole principal owners are Michael
Lehman and Vikram Singh.
B. Description of Advisory Services.
Terramont provides investment advisory services to two private investment partnerships,
Terramont Infrastructure Fund, L.P., a Delaware limited partnership, and Terramont
Infrastructure Fund (Cayman), L.P., a Cayman Islands exempted limited partnership
(collectively, the “Funds”) and will provide such services to separately managed accounts.
Terramont may also establish separate parallel investment vehicles for certain U.S. and
non-U.S. investors that invest alongside the Funds in substantially all of the Funds’
investments (each, a “Parallel Fund”). The terms of any Parallel Funds are expected to be
substantially similar to the terms of the Funds, except for any differences to accommodate
tax, regulatory or other considerations of the investors of such investment vehicles.
Terramont has also established one co-investment vehicle, Terramont SC Co-Invest L.P., a
Delaware limited partnership, for certain strategic investors of the Funds that desiring
additional exposure to the Funds’ investments and may establish more in the
future (each such pooled investment vehicle, a “Co-Investment Vehicle”). Unless the
context otherwise requires, references herein to the “Funds” include such additional
investment vehicles. Each Co-Investment Vehicle shall invest alongside the Funds from
time to time in certain investments, but the terms of any such Co-Investment Vehicle will
be negotiated with the investors of such investment vehicle and may be different from the
terms of the Funds. An affiliate of Terramont serves as general partner of the Funds (the
“General Partner”) and is expected to serve as general partner of the Parallel Funds and
additional Co- Investment Vehicles. Subject to the discretion and control of the General
Partner, Terramont provides discretionary investment advisory services pursuant to
investment management agreements with the Funds. Terramont provides investment
advice to the Funds in accordance with their investment objective and strategy set forth in
the
governing documents of the Funds. For more information on the investments and
corresponding risks that Terramont uses when implementing its investment strategies, see
Item 8, “Methods of Analysis, Investment Strategies and Risk of Loss.”
C. Availability of Customized Services for Individual Clients.
The General Partner may from time to time enter into side letter agreements with certain
investors in the Funds, establishing rights under, or supplementing or altering the terms of,
the governing documents of the Funds with respect to such investors in a manner more
favorable to such investors than those applicable to other investors. Similarly, investors in
Co-Investment Vehicles may have rights that differ from the rights of Fund investors with
respect to an investment. Such rights or terms in any such side letter or other similar
agreement may include, without limitation: (i) excuse rights applicable to particular
investments (which may increase the percentage interest of other investors in, and
contribution obligations of other investors with respect to, such investments); (ii) reporting
obligations of the General Partner; (iii) waiver of certain confidentiality obligations; (iv)
consent of the General Partner to certain transfers by such investor; or other exercises by the
General Partner of its discretionary authority under the applicable partnership agreement for
the benefit of such investor; (v) withdrawal rights due to legal, regulatory or policy matters;
(vi) other rights or terms necessary in light of particular legal, tax, regulatory or public
policy characteristics of an investor; (vii) a reduction in the Management Fee (as defined
below) or carried interest payable to the General Partner or its affiliates; or (viii) additional
obligations, and restrictions on the Funds with respect to the structuring of any investment.
The General Partner generally will not enter into side letters that have the effect of
disadvantaging other investors in the Funds.
D. Wrap Fee Programs.
Terramont does not participate in wrap fee programs.
E. Assets Under Management.
As of the date of this Brochure, Terramont has $113,762,393 in regulatory assets under
management on a discretionary basis. Terramont does not manage client accounts on a non-
discretionary basis.