Pretium Partners, LLC (“Pretium” or the “Firm”), founded in 2012, is an investment adviser
focused on real estate, mortgage finance, corporate and structured credit and specialty finance.
Pretium conducts its corporate and structured credit and specialty finance advisory business through
Pretium Credit Management, LLC (“PCM”) and its relying adviser, Pretium Credit CLO
Management, both of which are indirect subsidiaries of Pretium and are Delaware limited liability
companies that are primarily owned by Donald R. Mullen, Jr. For ease of reference, the term “PCM”
or “Investment Adviser” is used throughout this Brochure and should be understood to include PCM
and where applicable, its relying adviser.
Advisory Services:
PCM serves as the management company to multiple funds that are offered on a private
placement basis (the “Funds”). PCM has discretionary authority over the Funds. The Funds include
several fund structures pursuing different investment strategies as further described in Item 8 below
and where appropriate, references herein to the Funds include its feeder funds and entities through
which the Funds invest.
Pretium Credit CLO Management, LLC, which is 100% owned by PCM, manages cash-flow
collateralized loan obligations (collectively, the “CLOs”) that are backed by broadly-syndicated
leveraged loans. Pretium Credit CLO Management, LLC relies on the Investment Adviser’s
registration with the SEC and conducts itself as though it were also registered with the SEC.
The Funds and CLOs (collectively, the “Clients”) are not registered or required to be
registered under the U.S. Investment Company Act of 1940 (the “Investment Company Act”), as
amended, or the U.S. Securities Act of 1933, as amended (the “Securities Act”), and was privately
placed to qualified investors in the United States and elsewhere in accordance with applicable laws.
Specifically, the Funds rely upon the exclusion from the definition of investment company provided
by Sections 3(c)(1) and 3(c)(7) of the Investment Company Act. Likewise, securities issued by the
Funds generally rely on the offering exemptions provided by Section 4(a)(2) of the Securities Act
and Regulation D thereunder.
PCM advises the Funds and CLOs in an attempt to achieve their respective investment
objectives (consistent with any relevant guidelines or restrictions) and does not tailor its advice to
the individual needs of any investor in the Funds and CLOs. Fund and CLO investors generally
cannot impose any restrictions on the way in which the Investment Adviser provides advice to the
Funds or CLOs.
PCM’s management of the Clients is subject to the terms the relevant offering
memorandum, limited partnership agreement, investment management agreement and subscription
agreement, as applicable and as each can be amended, supplemented, or modified from time to time
(collectively, the “Governing Documents”). With respect to the Funds, the Investment Adviser
generally expects to enter into agreements (“Side Letters”) with one or more of their investors
whereby, in consideration for agreeing to invest certain amounts in a Client and/or providing other
consideration, such investors may be granted favorable rights not afforded other investors in such
Client. Such rights typically include one or more of the following: rights to receive reports from the
Client on a more frequent basis or that include information not typically provided to other investors;
rights to receive reduced rates of performance
fees/allocations and/or management fees earned by
PCM, each Client’s general partner and/or other affiliates; excuse rights; information rights; co-
investment rights; rights to transfer interests in a Fund; and such other rights as may be negotiated
between the Client, PCM and such investors. Side Letters may be entered into by the Client and
PCM without the consent of other investors in such Client. Additionally, except as may be required
by “most-favored-nations” clauses or under the relevant Governing Documents, Side Letters will
not be disclosed to other investors in such Client.
Investors and other recipients should be aware that while this Brochure includes information
about the Clients, it is not a complete description of the terms, risks or conflicts associated with an
investment in the Clients. More complete information about the Clients is included in the relevant
Governing Documents, which should be carefully reviewed prior to making an investment decision.
In no event should this Brochure be considered an offer to sell or a solicitation of an offer to buy
interests in the Clients or relied upon in determining to invest in the Clients. This Brochure is
designed solely to provide information about PCM for purposes of complying with certain
obligations under the Investment Advisers Act of 1940, as amended (the “Advisers Act”), and as
such, responds to relevant regulatory requirements under the Advisers Act that can differ from the
information required to be provided in the Clients’ respective offering memoranda and Governing
Documents. In the event of any inconsistency between the Governing Documents and this
Brochure, the Governing Documents shall control.
The Investment Adviser does not participate in wrap fee programs.
As of December 31, 2023, PCM managed approximately $3,233,310,011.32 of regulatory
assets under management.
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. This
Brochure does not constitute an offer to sell or solicitation of an offer to buy any securities. The
securities of the Clients are offered and sold on a private placement basis under exemptions
promulgated under the Securities Act of 1933, as amended, and other exemptions of similar import
under U.S. state laws and the laws of other jurisdictions where any offering may be made.
The descriptions set forth in this Brochure of specific advisory services that the Investment
Adviser offers to Clients, and investment strategies pursued and investments made by the Investment
Adviser on behalf of its Clients, should not be understood to limit in any way the Investment
Adviser’s investment activities. The Investment Adviser may offer any advisory services, engage in
any investment strategy and make any investment, including any not described in this Brochure,
that the Investment Adviser considers appropriate, subject to each Client’s investment objectives
and guidelines. The investment strategies the Investment Adviser pursues are speculative and entail
substantial risks. Clients should be prepared to bear a substantial loss of any invested capital. There
can be no assurance that the investment objectives of any Client will be achieved.