1492 Capital Management, LLC began conducting business in 2008.
Listed below are the firm’s principal shareholders (i.e., those individuals and/or entities controlling 25% or more
of this company):
Joseph A. Frohna, Principal and Portfolio Manager
The Hawthorne Partners, Inc.
1492 Capital Management, LLC offers the following advisory services to our clients:
Portfolio Management: Our firm primarily provides discretionary asset management services to individuals,
corporations, foundations, trusts, and other separate accounts using one of our small cap equity investment
strategy models. We may manage client assets pursuant to an approach other than one of our primary investment
strategies as requested by the client and agreed upon by us.
For our separate account clients, we manage the advisory accounts on a discretionary basis which affords 1492
Capital Management the capacity to direct the investment and reinvestment of assets in the client’s separate
account without first consulting with that client. Account supervision is guided by the client’s written investment
management agreement policy (i.e., small cap growth, small cap value, small cap core alpha, small cap dynamic
hedge, or wealth management). Separately managed client accounts may be part of a wrap program where the
Program Sponsor selects 1492 Capital Management to serve as the adviser and to manage the wrap account
according to the selected portfolio management strategy. 1492 Capital Management is compensated with a
portion of the sponsor’s program fee. Those fees will differ from the fee schedule in Item 5.
Separately managed account clients may impose reasonable restrictions on investing in certain securities, types
of securities, or industry sectors as may be part of a socially responsible focus, for example. Once the client’s
portfolio has been established, we review the portfolio at least quarterly, and, rebalance the portfolio on an as
needed basis to comply with the internal model portfolios representing the distinct strategy.
Our investment recommendations will generally include advice regarding the following securities:
Exchange-listed securities
Securities traded over-the-counter
Foreign issuers
Options and warrants
Futures contracts on stock indices
Initial public offerings
Corporate / government / municipal bonds
Wealth Management: We also offer wealth management strategies where a client’s portfolio may be allocated
among exchange traded funds (“ETFs”), mutual funds, one of our proprietary small cap strategies, equities and
other investments as part of an overall wealth management strategy. Investments used in a wealth management
strategy are selected based upon a number of factors, including an evaluation of performance history,
management, total assets, expense ratio, volatility, turnover ratio, duration of track record, dividend yield and
sales loads.
For our wealth management clients, we manage the accounts on a discretionary basis which affords 1492 Capital
Management the capacity to direct the investment and reinvestment of assets in the client’s account without first
consulting with that client, guided by the general guidelines which are established at the inception of the
management relationship in cooperation with the client. These general guidelines cover such things as the relative
proportion of debt securities and equity securities, the degree of risk which the client wishes to assume and the
types and amounts of securities to constitute the portfolio, including any restrictions imposed by the client. 1492
Capital Management endeavors to manage the portfolio in accordance with these guidelines.
Where client assets are invested in mutual funds, ETFs, or other investment vehicles, the client will incur both a
direct management fee payable to the Adviser and an indirect management fee payable through the third party
investment vehicle.
Portfolio Management Strategy Descriptions: Our firm provides portfolio management services to clients
primarily using model equity portfolios. Each model equity portfolio is designed to meet a particular investment
goal and represent a specific market segment within the domestic equity market.
Small Cap Growth Strategy
This strategy acquires primarily domestic and foreign equities listed in the U.S. that will generally have a market
capitalization similar to those in the Russell 2000 Index at the time of purchase.
We utilize a bottom-up fundamental process in conjunction with bottom-up derived themes. The key tenets of
stocks in the portfolio are as follow: prospects for 15% to 20% top and bottom line growth over the next 12 to 18
months; what we believe to be a superior and defendable business model; a management team with a track
record of creating shareholder value; self-funding growth through free cash flow generation; an attractive
valuation on both an absolute basis and relative to its industry peers; higher than peer levels of inside ownership;
and, a strong balance sheet.
Theme-based investing is used to emphasize industries and/or sectors of the economy that may have the
opportunity for better growth prospects as a result of an economic tailwind. Themes are derived as a result of
the many face-to-face company management meetings our portfolio team conducts each year. Once a theme is
identified, we try to find as many companies that could be beneficiaries of this theme as possible. We then
perform fundamental analysis and additional management due diligence. Only companies with what we believe
to have better business models, management teams, and valuations are acquired for the portfolio.
Generally, up to 60% of the portfolio will be invested in themes. The remaining portion of the portfolio is individual
stocks where a company advantage has been identified. We believe outperformance within the small cap arena
is first a function of stock selection. Also crucial, is recognizing when there is a change in the company’s probability
of sustaining its growth profile. This change can be the result of altering market forces, a drain on the company’s
resources, or poor execution by management. Small stocks may carry significant downside risk so it is important
to identify potential problem situations as early as possible. Our process includes risk management that
incorporates a daily sell alert screen that identifies stocks which are not performing in line with their peers and
the rest of the market as defined by a benchmark index. We also use technical analysis as a supplemental
tool to
identify those stocks whose price is acting poorly.
This strategy’s performance is measured against the Russell 2000 Growth Index.
Small Cap Value Strategy
This strategy acquires primarily dividend paying domestic equity and foreign equities listed in the U.S. that will
generally have a market capitalization similar to those in the Russell 2000 Index at the time of purchase.
We utilize a bottom-up fundamental process in conjunction with bottom-up derived themes. The investment
process begins with individual company meetings. We will meet with company management teams in our offices,
and at investment conferences. We focus on the company’s management, return on capital, revenue and earnings
growth prospects, a company’s competitive advantages, financial condition and valuation.
Fundamental research includes a valuation process we refer to as “triangulating” a target price. This method
incorporates financial ratios from the balance sheet, income and cash flow statements. Valuation criteria include:
price to tangible book; high cash balances; low debt; and, cash flow generation from improved asset utilization.
In addition, we emphasize using normalized earnings metrics, and enterprise value to sales and to EBITDA ratios
to discover the earnings power of the balance sheet. The research team may also conduct channel checks with
customers and vendors as well as study SEC filings and proxy statements. The portfolio may have as much as 40%
of its holdings tied to themes. Once a theme is identified, we try to find companies that may benefit from the
general theme itself but are more likely to be less followed. The companies with business models, management
teams, and valuations we find attractive are purchased for the portfolio. The theme is expected to act as a catalyst
for growth and provide an advantage to both the company’s performance and the performance of its stock.
This strategy’s performance is measured against the Russell 2000 Value Index.
Small Cap Core Alpha Strategy
This strategy typically combines 25 to 35 stocks which have already been selected for either the Small Cap Growth
or Small Cap Value strategies described above.
The selection process for the Small Cap Core Alpha strategy, therefore, starts by opportunistically picking stocks,
of which approximately half come from each the Small Cap Growth portfolio and the Small Cap Value portfolio,
that have what we believe are favorable risk-to-reward metrics at that time.
As with the Small Cap Growth and Small Cap Value strategies, individual company research leads us to develop
themes as we look horizontally at competitors and vertically at the supply chain for other companies experiencing
a similar tailwind as the original target company. Our thematic approach enables us to:
Focus our research efforts quickly on industries we believe have great promise
Maximize the higher growth segments of the economy in our portfolio
More nimbly enter and exit positions due to the diversification the thematic approach provides
Theme-based investing is used to emphasize areas of the economy that are performing better than others.
Themes are generally driven from a bottom-up process as the investment team gathers real-time data points from
numerous one-on-one management meetings each year. Once a theme is identified the team tries to find as
many companies that will be beneficiaries of this theme. Then, only companies with what we believe have the
best overall business models, management teams, and valuations are placed in the portfolio. As the theme plays
out, the team would expect the general theme to perform better than the index and the selected stocks within
the theme to outperform the overall theme. This process is overlaid with a top-down assessment of current and
anticipated economic conditions and the impact on the company in question.
The strategy is measured against the Russell 2000 Index.
Small Cap Dynamic Hedge Strategy
This strategy is an alternative small cap strategy which combines a core portfolio typically of 25 to 35 of what we
believe are the most compelling small cap growth and small cap value stocks selected with the same
methodologies described in the strategies above, together with sector-based, volatility-based and/or inverse
exchange trade funds (“ETFs”) and/or options and futures contracts. The ETFs, options and futures (collectively
referred to as “hedging vehicles”) are traded tactically alongside the core holdings to provide downside market
protection through the use of hedging strategies and/or to generate alpha for the portfolio.
The strategy seeks long term capital appreciation through investing in a portfolio of equity securities and
combining a dynamic tactical overlay. The strategy intends to pursue its investment objective by investing in
companies with small market capitalizations, which we currently define as in line with the Russell 2000 Index. The
gross equity exposure under normal market conditions will be greater than 70% of the net assets in equity
investments of small market cap companies. The net equity exposure may be lower or higher depending on
market conditions.
The net exposure to equities may be adjusted based upon management’s overall assessment of risk and
opportunity in the market and the portfolio, including the strategy’s cash position. When management perceives
the strategy's equity risks to be low and opportunities high, and depending upon the strategy's cash positions, the
strategy could have a low to zero exposure to hedging vehicles. Conversely, when management perceives the
strategy's equity market risk to be high, and opportunity low, it will reduce the net exposure by effecting a dynamic
hedge though the use of hedging vehicles or take long positions in inverse ETFs, for example. The portfolio
managers can hedge up to 100% of the strategy's long equity exposure. Generally, it is the strategy's objective to
maintain net exposure between 100% and 0% net long. For example, if the portfolio invests 50% of its net assets
in long equity positions and 50% of its net assets in short positions, the portfolio is “0% net long.” These investment
strategies may reduce the risk of loss by wholly or partially offsetting the negative effect of unfavorable price
movements; however, such strategies also may reduce the opportunity for gain by offsetting the positive effect
of favorable price movements.
As of December 31, 2023, we managed $191.6 million of client assets on a discretionary basis and $0 client assets
on a non-discretionary basis.