Criterion Africa Partners, Inc. (hereinafter “CAP”, or the “Firm”), an investment management company,
was formed in 2017 and is headquartered in Bethesda, MD. CAP is majority owned and controlled by its
employees. In addition, the Grantham Foundation for the Protection of the Environment (the
“Grantham Foundation”) is a minority owner and strategic partner of CAP. Dr. Ole C. Sand is the
Managing Principal of CAP and is responsible for overseeing all activities and investment decisions.
The Investment Committee at CAP is currently comprised of Dr. Sand and George McPherson (as well
as a single independent member). The investment professionals at CAP have extensive experience in
investing and operations in the forestry sector within Africa and elsewhere.
CAP’s principal place of business is in Bethesda, MD. The investment professionals of CAP are based in
Stellenbosch and Johannesburg, South Africa as well as Bethesda, MD.
CAP manages and provides investment advisory services to a private fund, Africa Forestry Fund II Limited,
a Mauritius limited life company (the “Fund” or “AFF II”). The Fund seeks long-term capital appreciation
through investments (“portfolio investments”) in forestlands and forestry-related companies
(“portfolio companies”) in Sub-Saharan Africa (“SSA” or the “SSA Region”), including forest
projects, forest products processing, manufacturing and distribution facilities/projects, biomass projects
and other value-added wood products businesses.
The Investment Committee will have ultimate decision-making authority in relation to all Fund
investments.
CAP will manage the Fund pursuant to investment guidelines set forth in the relevant governing and
offering documents of the Fund, including any Agreement, Investment Management Agreement, Private
Placement Memorandum and/or Subscription Agreement (each an “Offering Document,” and
collectively, the “Offering Documents”). The Offering Documents contain more detailed information
about the Fund, including a description of the investment objective and strategy or strategies employed
by the Fund and related restrictions that serve as a limitation on CAP’s advice or management.
CAP will not tailor its advisory services to the individual investors in the Fund (each an “Investor” and
collectively the “Investors”), or provide Investors
with the right to specify, or restrict the Fund’s
investment objectives or any investment decisions. Accordingly, an investment in the Fund does not create
a client-adviser relationship between such Investors and CAP.
The Fund relies on an exception from the definition of an “investment company” provided by Section
3(c)(1) of the U.S. Investment Company Act of 1940, as amended (the “Investment Company Act”).
Each Investor is strongly encouraged to undertake appropriate due diligence, including but not limited to
a review of relevant Offering Documents and the additional details about CAP’s investment strategies,
methods of analysis and related risks (as discussed in Item 8 of this Brochure and each Fund’s Offering
Documents) in considering whether CAP’s advisory services, or an investment in the Fund are
appropriate to its own circumstances, based on all relevant factors including, but not limited to, the
Investor’s own investment objectives, liquidity requirements, tax situation and risk tolerance before
making an investment decision.
In addition to managing the Fund, CAP also provides sub-advisory services in the wind down of a private
fund that also maintains investments in the SSA Region.
CAP does not participate in wrap fee programs.
As of December 31, 2023, CAP managed approximately $102,151,090 in discretionary regulatory assets
under management in the Fund.
Additional detailed information about CAP is provided in this Brochure, including information about
CAP’s advisory services, investment approach, personnel, affiliations, and risk factors.
The descriptions set forth in this Brochure of specific advisory services that CAP offers to its clients, and
investment strategies pursued, and investments made by us on behalf of the clients, should not be
understood to limit in any way the Firm’s investment activities. CAP may offer any advisory services,
engage in any investment strategy and make any investment, including any not described in this Brochure,
that CAP considers appropriate, subject to each client’s investment objectives and guidelines. The
investment strategies CAP pursues are speculative and entail substantial risks. Clients should be prepared
to bear a substantial loss of capital. There can be no assurances that the investment objective of any client
will be achieved.