Capital IP Investment Partners LP (the “Adviser”), a Delaware limited partnership, was formed in
April 2022 and filed to become a registered investment adviser with the United States Securities
and Exchange Commission (the “SEC”) on March 31, 2024. Aron Dantzig and Riyad Shahjahan
are the principal owners of the Adviser. Capital IP Management GP LLC, a Delaware limited
liability company, (the “General Partner”) serves as the general partner of the Adviser and is
owned and controlled by Aron Dantzig and Riyad Shahjahan.
The Adviser’s investment strategy focuses primarily on making senior secured loans to mid-to-
late-stage technology and technology-enabled companies located in North America, Europe,
Australia and Israel. See Item 8: Methods of Analysis, Investment Strategies and Risk of Loss for a
description of Capital IP’s investment strategy and related risks.
The Adviser, together with the General Partner (collectively, “Capital IP”), provides advisory
services on a discretionary basis to privately offered pooled investment vehicles (each a “Fund”
and collectively, the “Funds”). Capital IP also manages separate investments in single portfolio
companies (each a “Co-Investment” and collectively, “Co-Investments”) and investments
structured through special-purpose limited liability companies (each an “SPV” and collectively,
“SPVs”). Capital IP may also provide co- and/or sub-advisory services, on a discretionary or non-
discretionary basis, for separately managed or pooled investment vehicle client accounts or SPVs
(“Other Advisory Accounts”). The Funds, Co-Investments, SPVs, and Other Advisory Accounts
are collectively referred herein as “Advisory Clients” and each an “Advisory Client”. To facilitate
investment by certain investors, Capital IP may create one or more feeder funds or parallel funds
or alternative vehicles to invest in Advisory Clients.
Capital IP’s investment management and advisory services to Advisory Clients are provided
pursuant to the terms of the applicable private placement memorandum or offering document (each
an “Offering Document”), limited partnership and other operating agreements (each a
“Partnership Agreement”, and together with any Offering Document, the “Governing
Documents”), which set forth investment strategies and limitations. Limited partners or limited
members of Advisory Clients (each a “Limited Partner” and collectively, the “Limited
Partners”) generally cannot obtain services tailored to their individual needs.
At its discretion, Capital IP has in the past and may in the future enter into “side letters” or similar
agreements with certain Limited Partners pursuant to which Capital IP grants to such Limited
Partner specific rights, benefits, or privileges that are not made available to Limited Partners
generally. Capital IP generally is not required to notify any or all of the other Limited Partners of
any such side letters or any of the rights or terms or provisions of such side letter nor will Capital
IP generally be required to offer such additional or different rights or terms to any or all of the
other Limited Partners absent an agreement to do so. It is important to note that Capital IP has
entered into a Strategic Relationship Agreement (the “Strategic Relationship Agreement”) with
the “anchor” investor (the “Strategic Investor”) in Capital IP’s first pooled investment fund,
Capital IP Opportunities Fund LP (“Fund I”) under which the Strategic Investor obtained certain
“most favored nation” rights to elect to receive favorable terms that are offered to other investors
under certain circumstances. Please see the disclosures below under Item 8: Strategic Relationship
Agreement regarding the Strategic Relationship Agreement.
Capital IP may provide Co-Investment opportunities to some (but not necessarily all) Limited
Partners, Capital IP and their respective affiliates and employees and other third parties that Capital
IP will manage. Such Co-Investments may be made under such circumstances and in such amounts
as Capital IP in its sole and absolute discretion determines. The terms of such Co-Investments may
be different from the terms of the investment under the Governing Documents of Funds that also
invest in those portfolio companies. Limited Partners will not have any right to determine or
influence the terms of such Co-Investments. For the avoidance of doubt, Capital IP will be under
no obligation to provide Co-Investment opportunities to any particular person, including Limited
Partners, except that the Strategic Investor has certain rights to participate in Co-Investments under
the terms of the Strategic Relationship Agreement. Additional information regarding Co-
Investment opportunities is provided in Item 5: Fees and Compensation and Item 8: Methods of
Analysis, Investment Strategies and Risk of Loss.
Capital IP does not participate in wrap fee programs.
As of December 31, 2023, Capital IP managed regulatory assets of approximately $194,300,000
comprised of approximately $142,800,000 on a discretionary basis and $51,500,000 on a
nondiscretionary basis.
An affiliate of the Advisor currently oversees two individual SPVs that made senior secured loans
to third-party borrowers that remain outstanding and are not included in Fund I. That affiliate is
entitled to receive an incentive fee with respect to each of those investments if certain return
hurdles are met once the investments have been liquidated.
Persons reviewing this Brochure should not construe it as an offering of interests in any current or
future Advisory Clients.