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Adviser Profile

As of Date 03/30/2024
Adviser Type - Large advisory firm
Number of Employees 114
of those in investment advisory functions 72
Registration SEC, Approved, 03/30/2012
AUM* 23,349,884,257 11.38%
of that, discretionary 18,476,560,942 7.91%
Private Fund GAV* 17,428,045,797 16.07%
Avg Account Size 466,997,685 0.24%
SMA’s No
Private Funds 52 4
Contact Info 720 xxxxxxx
Websites

Client Types

- Pooled investment vehicles
- Sovereign wealth funds and foreign official institutions

Advisory Activities

- Portfolio management for pooled investment vehicles
- Portfolio management for businesses

Compensation Arrangments

- A percentage of assets under your management
- Performance-based fees

Recent News

Reported AUM

Discretionary
Non-discretionary
17B 15B 12B 10B 7B 5B 2B
2015 2016 2017 2018 2019 2020 2021 2022 2023

Private Funds



Employees

Private Funds Structure

Fund Type Count GAV
Fund TypePrivate Equity Fund Count52 GAV$17,428,045,797

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Brochure Summary

Overview

A. Describe your advisory firm, including how long you have been in business. Identify your principal owner(s). KSL Advisors, LLC d/b/a KSL Capital Partners (together with its fund general partners (unless otherwise specified), “KSL Advisors”) was founded in 2005 by Michael S. Shannon and Eric C. Resnick, who currently serve as the firm’s Chairman and Chief Executive Officer (“CEO”), respectively, with Peter McDermott and Steven Siegel as two of the firm’s initial partners. KSL Advisors is owned and controlled by Mr. Resnick. More information about the ownership of KSL Advisors may be found in our Form ADV Part 1, Schedule A. We are a private equity firm specializing in travel and leisure enterprises in the following sectors: hospitality, recreation, clubs, real estate and travel services. KSL Advisors provides discretionary investment advisory and other services through affiliated entities (“Affiliates,” and together with KSL Advisors, “KSL,” “we,” or “us”) to (i) certain private equity funds sponsored and managed by KSL (each such private equity fund, an “Equity Fund” and collectively, the “Equity Funds”), (ii) certain credit funds sponsored and managed by KSL (each such credit fund, a “Credit Fund” and collectively, the “Credit Funds”), (iii) certain tactical opportunities funds sponsored and managed by KSL (each such tactical opportunities fund a “TacOpps Fund” and collectively the “TacOpps Funds”) and (iv) certain Continuation Vehicles and Rollover Vehicles (as defined below) formed in connection with Continuation Transactions (as defined below) (each of the Equity Funds, Credit Funds, TacOpps Funds, Continuation Vehicles and Rollover Vehicles, a “Fund” and collectively, the “Funds”). We also provide investment advisory services to Co-Investment Vehicles and a small number of fund-of- one clients, which have been established to meet the investment requirements of certain large, institutional investors (collectively, “Individual Mandates”). For more information about the Funds we manage, please see Form ADV Part 1, Schedule D, Section 7.B.(1). Each Fund and Individual Mandate is managed by a general partner, which has the authority to make investment decisions on behalf of such Fund (excluding certain Individual Mandates that KSL manages on a non-discretionary basis). Each general partner is deemed registered under the Investment Advisers Act of 1940, as amended (“Advisers Act”) pursuant to KSL Advisors’ registration, in accordance with SEC guidance. This brochure also describes the business practices of each general partner, which operate as a single advisory business together with KSL Advisors and share common owners, officers, partners, employees, consultants, third-party professionals, operating partners or persons occupying similar positions. The general partners do not have employees of their own. Each general partner has contracted with KSL Advisors or an Affiliate for day-to-day management of the Funds. For more information about the general partners of each Fund, please see our Form ADV Part 1, Schedule D, Section 7.A. B. Describe the types of advisory services you offer. If you hold yourself out as specializing in a particular type of advisory service, such as financial planning, quantitative analysis, or market timing, explain the nature of that service in greater detail. If you provide investment advice only with respect to limited types of investments, explain the type of investment advice you offer, and disclose that your advice is limited to those types of investments. We provide investment advisory services as a manager to the Funds. KSL specializes in investing in travel and leisure businesses, including in the hospitality, recreation, clubs, real estate and travel services sectors. Our Equity Funds pursue equity or debt investments that are intended to offer equity-like returns; the Credit Funds pursue investments in loans or debt securities that we believe are not likely to lead to control of the underlying asset or a restructuring event, or that do not have the level of expected return associated with equity investments, and that we determine are below 75% loan-to-value; and the TacOpps Funds pursue equity and debt investments in assets we believe are mispriced or other tactical opportunities within the space between the other two mandates (e.g., they do not have the level of expected return associated with equity investments, and (i) in the case of equity investments, they otherwise fit within the TacOpps Funds’ mandate and (ii) in the case of debt investments, they are at or above 75% loan-to-value or where we believe there is a path to a restructuring event, such as distressed debt, debt of reorganizing companies or debt of companies going through bankruptcy, foreclosure or other workout, etc.). Both the Equity Funds and the TacOpps Funds may make control-oriented investments, though it is possible that a debt investment held by a Credit Fund will default and the Credit Fund will obtain control or ownership of the underlying asset. Individual Mandates can be established to make investments similar to the Funds, though differences in the underlying investment opportunities limit concerns about opportunity allocation, as discussed in more detail under Item 8. As part of our activities on behalf of our clients, we:
• Originate, recommend, structure, and identify sources of capital;
• Monitor, evaluate, and make recommendations regarding the timing and disposition of investments; and
• Provide other related services. C. Explain whether (and, if so, how) you tailor your advisory services to the individual needs of clients. Explain whether clients may impose restrictions on investing in certain securities or types of securities. The advisory services provided to our Funds are typically not specifically tailored to the individual needs of investors in the Funds; the investment advice
and authority for each Fund are tailored to the investment objectives of that Fund. These objectives are described in the private placement memorandum, limited partnership agreement, investment advisory agreement, side letters and other governing documents of the relevant Fund (collectively, the “governing documents”). The advisory services provided to each Individual Mandate are tailored to the specific investment needs of the underlying investor, as agreed upon in the governing documents. Fund investors generally cannot impose restrictions on the Funds’ investment activities conducted in accordance with the terms of their governing documents. Investors in the Funds participate in the overall investment program for the applicable Fund but may be excused from a particular investment due to legal, regulatory or other applicable constraints, pursuant to the terms of the applicable governing documents. KSL has entered into side letters with or similar written agreements with certain investors that have the effect of establishing rights under or altering or supplementing a Fund’s governing documents. Such rights may include, but are not limited to: (i) excuse rights applicable to particular investments (which may increase the percentage interest of other investors in, and contribution obligations of other investors with respect to, such investments); (ii) the applicable general partner’s agreement to extend certain information rights or additional reporting to such investor, including, without limitation, to accommodate special regulatory or other circumstances of such investor; (iii) modification of confidentiality obligations of such investor; (iv) the applicable general partner’s agreement to consent to certain transfers by such investor or other exercises by the applicable general partner of its discretionary authority under the governing documents for the benefit of such investor; (v) restrictions on, or special rights of such investor with respect to, the activities of the applicable general partner; (vi) other rights or terms necessary in light of particular legal, regulatory or public policy characteristics of such investor; (vii) additional obligations and restrictions of the investment fund with respect to the structuring of portfolio companies (including with respect to alternative investment vehicles); (viii) adjustments with respect to certain economic provisions (including with respect to management fees and carried interest); (ix) special rights with respect to co-investment allocation and participation; and (x) “most favored nations” provisions. Any rights or terms so established in a side letter with an investor govern solely with respect to such investor and do not require the approval of any other investor. Unless otherwise required by law, these rights, benefits or privileges are not always made available to all investors nor in some cases are they required to be disclosed to all investors. Side letters are typically negotiated at the time of the relevant investor’s capital commitment, and once invested in a Fund, investors generally cannot impose additional investment guidelines or restrictions on such Fund. Additionally, not all investors conduct due diligence or monitor their investments in vehicles such as a Fund in the same manner. For example, certain investors may periodically request from the applicable general partner information regarding the applicable Fund and investments and/or portfolio companies that is not otherwise set forth in (or has yet to be set forth in) the reporting and other information required to be delivered to all investors. In such circumstances, the applicable general partner may provide such information to such investors, but the fact that such general partner has provided such information upon request by one or more investors does not necessarily obligate such general partner to affirmatively provide such information to all investors (although such general partner will generally provide the same information upon request and treat investors equally in that regard). As a result, certain investors will have more information about the Funds than other investors, and the applicable general partner will have no duty to ensure all investors seek, obtain or process the same information regarding the Funds and their investments and/or portfolio companies. Furthermore, in response to questions and requests and in connection with due diligence meetings, side letter compliance and other communications, the Funds and the applicable general partner may provide additional information to certain investors and prospective investors that is not distributed to other investors and prospective investors. Such information could affect a prospective investors’ decision to invest in the Funds or take actions or make decisions as an investor. Individual Mandates, however, are established to meet the specific requirements and restrictions of the underlying investor for whom the mandate was created. At the outset of the advisory relationship, all requirements and restrictions are established and memorialized in the governing documents of the Individual Mandate. D. If you participate in wrap fee programs by providing portfolio management services, (1) describe the differences, if any, between how you manage wrap fee accounts and how you manage other accounts, and (2) explain that you receive a portion of the wrap fee for your services. We do not participate in any wrap fee programs. E. If you manage client assets, disclose the amount of client assets you manage on a discretionary basis and the amount of client assets you manage on a non-discretionary basis. Disclose the date “as of” which you calculated the amounts. As of December 31, 2023, we had approximately $23,349,884,257 in regulatory assets under management, $18,476,560,942 of which is managed on a discretionary basis and $4,873,323,315 of which is managed on a non-discretionary basis.