Description of Advisory Business
Founded in 2022, Trace Capital Management LP (“TCM”) is an investment advisory firm which specializes
in investment management for private equity funds. The principal owner of Trace is Jordan Marye.
Trace offers investment advisory services to affiliated private equity funds making equity and/or debt
investments in industries, companies and assets involving energy and infrastructure, in particular, oil &
gas, midstream, downstream, energy transition, sustainability and other sustainable infrastructure (the
“Energy Sector”). We advise our accounts in making investments globally across all industries relating to
the Energy Sector, all stages of the corporate and asset lifecycle and all segments of the capital structure.
The Trace team is made up of sector specialists with deep expertise in their specific areas and is led by an
investment committee. The Trace team focuses on driving value creation within the Energy Sector. Trace
believes this singular focus creates alignment of the deal team with our investors. Trace advises private
funds and may in the future advise SMAs or other single investor vehicles.
Trace’s clients may also include certain co-investment vehicles that invest alongside the main private
equity funds. Such co-investment vehicles might invest in a single investment or in all or a group of
investments made by a particular fund.
As used in this brochure, (i) “we,” “us” and “our” refer to Trace and its investment advisory business; (ii)
the “Trace funds” refers to the Trace private equity funds we advise at any time, including any co-
investment vehicles we advise, except where noted; and (iii) the “accounts” or “clients” refers to the Trace
funds and any SMAs we advise at any time.
Types of Advisory Services
Trace’s advisory services include commercial structuring and negotiation, independent risk management,
portfolio company services, limited back-office administration and investor relations. We maintain
discretionary investment authority over our clients, and all investment decisions on behalf of our clients
are made by our investment committees, which typically comprise certain of our senior professionals.
Actions of our investment committees require the consensus of their voting members, and no individual
investment committee member may take unilateral action on behalf of our clients. Trace generally applies
a thematic investment approach, utilizing its knowledge of and experience in, and global relationships
within, the
Energy Sector to make investments. Trace also leverages the experience of its deal teams to
drive operational improvements at portfolio companies.
The relationship between Trace and each Trace account is governed by the Investment Advisers Act of
1940, as amended, and the rules thereunder, as well as the governing documents of each Trace fund, and
the terms of investment advisory agreements between each Trace fund and us. Investments in the Trace
funds are privately offered to only qualified investors, which are typically institutional investors (for
example, public and private pension funds) and eligible high-net-worth individuals.
The investment advice Trace provides to its clients includes the private equity investment program
conducted by the Trace funds in the Energy Sector.
Tailoring of Advisory Services
Trace tailors its advisory services to the mandate and descriptions included, as applicable, in the private
placement memoranda, partnership agreements, investment management agreement, and other
governing agreements of each of its clients. These documents may include restrictions on investing in
certain securities or types of assets, including as specifically negotiated with investors in the Trace funds.
Trace provides advice to its private funds clients, not the investors in those funds, and investors are
expected to participate in the applicable Trace fund’s overall investment program, but may be excused
from a particular investment due to legal, regulatory or other applicable constraints at the discretion of
Trace.
Trace and its affiliates may enter into agreements, or “side letters,” with investors whereby such investors
may be subject to terms and conditions that vary from those applicable to other investors in the Trace
funds. Any such terms and conditions, including with respect to (i) opting out of particular investments,
(ii) reporting obligations, (iii) transfers to affiliates, (iv) co-investment opportunities (including the
provision of priority allocation rights), (v) withdrawal rights, (vi) consent rights to certain governing
document amendments, (vii) payment of management fees, carried interest and/or incentive allocation
or (viii) any other matters, may be more favorable than those offered to other investors.
Client Assets
As of December 31, 2022, the amount of client assets that Trace manages on a discretionary basis is
$1,471,679,310. As of, December 31, 2022, Trace did not manage any client assets on a non-discretionary
basis.