ADVISORY BUSINESS
A. General Description of Advisory Firm.
Acorn Advisory Capital, L.P., (the "Investment Adviser") a Delaware limited
partnership, commenced operations in 1994. The general partner of the Investment Adviser
is Acorn Advisory Capital Management, LLC (the "Investment Adviser General Partner"), a
Delaware limited liability company. The Investment Adviser General Partner has ultimate
responsibility for the management, operations and the investment decisions made by the
Investment Adviser. Effective December 30, 2020, Delphi Financial Group, Inc. (“Delphi”),
a financial holding company focused on specialty insurance and insurance-related service
business in North America, and wholly owned by Tokio Marine & Nichido Fire Insurance
Company and a member of the Tokio Marine Group, acquired 100% of the equity ownership
of the Investment Adviser, the Investment Adviser General Partner and Build Capital
Management LLC (“GP”), the general partner of the Onshore Fund (defined below) and the
Onshore SP Fund (defined below).
B. Description of Advisory Services.
The Investment Adviser provides investment advisory services to and
manages private funds engaged in a multi-manager, multi-strategy investment program,
including, Build Capital Partners, L.P. which is formed as a Delaware limited partnership
(the "Onshore Fund") and Build Master Fund, Ltd. (the “Master Fund”) and Build Offshore
Fund, Ltd. which are each formed as Cayman Islands exempted companies (collectively, the
“Offshore Funds” and together with the Onshore Fund, the “Build Funds”). The Master Fund
is the master fund of Build Capital Partners, L.P. and Build Offshore Fund, Ltd. The Build
Funds’ investment objective is to achieve attractive total rates of return through exposures to
various investments using a multi-strategy approach. The Build Funds are unconstrained in
choosing and executing investment ideas. The Build Funds may invest in various asset classes
including, without limitation, common stock, sovereign debt, mortgage backed securities,
municipal bonds, distressed securities, currencies, options, futures and master limited
partnerships. The Investment Adviser executes its investment strategy by having the Master
Fund trade securities directly (together, the “Direct Investments”). Assets of the Build Funds
are also allocated by the Investment Adviser to portfolio managers that may be affiliated or
unaffiliated with the Investment Adviser (“Portfolio Managers”). The Portfolio Managers may
use various strategies including, without limitation, hedged equity, equity long/short, event-
driven, credit and distressed and tactical trading. These investments may be made through
limited partnerships, limited liability companies, joint ventures or other investment vehicles
managed by Portfolio Managers (“Portfolio Funds”) and pursuant to investment advisory
agreements granting Portfolio Managers discretionary investment authority on a managed
account basis (“Advisory Accounts”). The Build Funds’ Direct Investments and the trading
through the Advisory Accounts are generally made at the Master Fund level and the
investments in Portfolio Funds are generally made at the feeder level.
The Investment Adviser also advises and manages private funds that offer
interests or shares through segregated portfolios, each of which consists of a single investment
opportunity and such opportunity may be comprised of multiple investment positions (each a
“Segregated Portfolio”). Such private funds include Build Capital Series Fund, L.P., which is
formed as a Delaware series limited partnership (the “Onshore SP Fund”) and Build Capital
Master Fund SPC, Ltd. (the “Master SP Fund” or “Offshore SP Fund”) which is formed as a
Cayman Islands exempted segregated portfolio company and together with the Onshore SP
Fund, the (“Build SP Funds”). Each of the Onshore SP Fund and the Offshore SP Fund creates
a separate Segregated Portfolio for each investment opportunity it offers to investors, each of
which invests all of its investable assets in a corresponding Segregated Portfolio of the Master
SP Fund. Each Segregated Portfolio operates with the benefit of statutory segregation of assets
and liabilities. Investment opportunities offered by a Segregated Portfolio are expected to
include both long and short positions in a variety of interests commonly referred to as securities,
other financial instruments issued by, entered into by or referenced to U.S. or non-U.S. entities
and other assets, including capital stock; shares of beneficial interest; partnership interests and
similar financial instruments; interests in bonds, notes and debentures (whether subordinated,
convertible or otherwise); currencies; commodities; physical and intangible assets; interest rate,
currency, commodity, equity and other derivative products, including (i) futures contracts (and
options thereon) relating to stock indices, currencies, U.S. government securities and securities
of non-U.S. governments, other financial instruments and all other commodities, (ii) swaps,
options, swaptions, warrants, caps, collars, floors and forward rate agreements, (iii) spot and
forward currency transactions and (iv) agreements relating to or securing such transactions;
repurchase and reverse repurchase agreements; loans; accounts and notes receivable and
payable held by trade or other creditors; trade acceptances; contract and other claims; executory
contracts; participations; mutual funds, exchange traded funds and similar financial
instruments; money market funds; obligations of the United States or any non-U.S.
government, or any country, state, governmental agency or political subdivision thereof;
commercial
paper; certificates of deposit; bankers’ acceptances; choses in action; trust receipts;
and any other obligations and instruments or evidences of indebtedness of whatever kind or
nature that exist now or are hereafter created; in each case, of any person, whether or not
publicly traded or readily marketable. Such positions are held by the corresponding Segregated
Portfolio of the Master SP Fund.
There is currently one Segregated Portfolio which invests in municipal securities (the
“Municipal Series”). The Municipal Series may also invest in non-municipal securities,
including high grade corporate bonds, as well as any other fixed-income securities or
derivatives thereof that it determines are related to the municipal bond markets (together with
municipal securities, the “Municipal Securities”). The Municipal Series may also use futures
and Treasury securities to hedge interest rate risk on the Municipal Securities purchased, and
may use various other interest rate and credit derivative hedges to manage risk as it deems
appropriate, including interest rate swaps and interest rate caps, total return swaps, Treasury
options, swaptions, Municipal Market Data Rate Locks (MMD Rate Locks), CDX and MCDX
contracts, and shorts or puts on ETFs or closed-end funds. Effective October 31, 2022, the
Municipal Series segregated portfolio was put in liquidation and interests in the Municipal
Series are no longer offered to investors.
In June 2021, Build Private Credit, L.P. (“BPC”) was formed where Acorn Advisory Capital,
L.P. acts as investment adviser. The limited partners of BPC are the former principals of the
Investment Adviser and BPC is not offered to third parties. BPC primarily invests in senior
secured loans of middle market companies, BPC will also invest in other debt instruments
or obligations or other securities. The investments are typically made via investments in
Advisory Accounts that are managed by Portfolio Managers.
The Build Funds, Build SP Funds, and BPC will herein be referred to
as the “Funds” unless otherwise noted.
In addition, the Investment Adviser provides investment advisory services to
certain client accounts (“Other Accounts”) including certain accounts for the benefit of
Delphi (the “Delphi Managed Accounts”) on a discretionary and non-discretionary basis.
The terms of such advisory services to Other Accounts are negotiated with each applicable
Client on a case-by-case basis. The Other Accounts may employ strategies similar to those
of the Funds or other strategies, each defined in the Other Account’s advisory agreement
(each, an “Advisory Agreement”).
Limited Partnership interests in the Onshore Fund and Onshore SP Fund are
offered on a private placement basis, and in reliance on Section 3(c)7 of the Investment
Company Act of 1940, as amended (the “Company Act”), to persons who generally are
“accredited investors” as defined under the Securities Act of 1933, as amended (the
“Securities Act”) and “qualified purchasers” as defined under the Company Act, and who are
subject to certain other conditions, which are fully set forth in the offering documents for the
Onshore Fund.
Shares in the Offshore Funds are generally offered to persons who are not
“U.S. Persons,” as defined under Regulation S of the Securities Act, or who are tax-exempt
U.S. Persons (or entities substantially comprised of tax-exempt U.S. Persons) on a private
placement basis, and who are subject to certain other conditions, which are fully set forth in
the offering documents for the Offshore Funds.
Limited Partnership interests in BPC are not offered to third parties.
The Funds and the Other Accounts will herein be referred to as the “Clients”
unless otherwise noted.
Please refer to Item 8 for a more detailed description of the Investment
Adviser’s investment strategies, as well as a summary of the securities and other instruments
purchased by Clients under the management of the Investment Adviser.
This Brochure generally includes information about the Investment Adviser
and its relationships with its Clients and affiliates. While much of this Brochure applies to
all such Clients and affiliates, certain information included herein applies to specific Clients
or affiliates only. The information contained in this Brochure is a summary only, and more
detailed descriptions of the Funds and Segregated Portfolios and their investment strategies
are set forth in the applicable offering documents, including each respective Fund’s
confidential memorandum and any amendments or supplements related thereto, and each
respective Segregated Portfolio’s confidential memorandum supplement (collectively, the
“Offering Documents”). More detailed information related to the Other Accounts is
contained in each such Other Account’s Advisory Agreement.
C. Availability of Customized Services for Individual Clients.
The Investment Adviser’s investment decisions and advice with respect to
each Client are subject to such Client's investment objectives and guidelines as set forth in
their respective Offering Documents, limited partnership agreements or Advisory Agreement
(as applicable), as well as any instructions provided by such Clients to the Investment
Adviser.
D. Assets Under Management.
As of December 31, 2022, the Investment Adviser manages a total of
approximately $ 2,350,249,822 of regulatory assets under management (“RAUM”) on a
discretionary and non-discretionary basis ($1,595,974,425 of RAUM on a discretionary basis
and $ 754,275,397 on a non-discretionary basis).