Description of Business
Parallel is a Delaware Limited Liability Company founded in February 2011.
Parallel (the “Manager”) provides investment advisory services, pursuant to the investment guidelines
as set forth in the applicable offering memoranda, to Energy Recapitalization and Restructuring
Fund, L.P., a Delaware limited partnership (“ERR”), Energy Recapitalization and Restructuring FI
Fund, L.P., a Cayman Islands exempted limited partnership (“ERR FI”), and Energy Recapitalization
and Restructuring FI II Fund, L.P., a Cayman Islands exempted limited partnership (“ERR FI II”
and, together with ERR and ERR FI, the “ERR Funds”). The ERR Funds are privately-offered
private equity funds formed by Parallel to make control investments in distress-driven opportunities
in the North American upstream oil and gas sector. The ERR Funds invest in the same underlying
investments pro rata based on the total commitments made by investors to each such ERR Fund as
compared to the total commitments made by investors across all ERR Funds. Parallel held its final
closing for the ERR Funds on February 13, 2012. Parallel is prohibited from accepting any new
investors into the ERR Funds pursuant to the ERR Funds’ organizational documents, except for
certain permitted transfers of existing limited partnership interests. As communicated by the General
Partner, the ERR Funds plan to collect the remaining balances from its investments, settle all wind-
up expenses and distribute the remaining capital balances during 2023 in accordance with the terms
of the ERR Funds’ Partnership Agreement. Following the liquidating distribution, all ERR Fund
entities and the Manager will dissolve.
Parallel has offered to certain investors in the ERR Funds and their affiliates (the “Eligible Co-
Investors”) the opportunity to invest alongside the ERR Funds in two investments of the ERR
Funds. Each opportunity is generally referred to as a co- investment opportunity.
Two of the Eligible Co-Investors have formed limited partnerships through which to invest in co-
investment opportunities (the “Co-Investment Entities”). Each of the Co-Investment Entities has
one Eligible Co-Investor as the sole limited partner. Parallel is prohibited from accepting any new
investors into each such Co-Investment Entity pursuant to the formation documents of such Co-
Investment Entity, except for certain permitted transfers of existing limited partnership interests.
Parallel serves as the general partner of each of the Co-Investment Entities and provides investment
advisory services to the Co-Investment Entities pursuant to the investment guidelines as set forth in
the applicable formation documents of the Co-Investment Entities and the applicable offering
memorandum of any co-investment opportunity in which the Co-Investment Entities invest.
Collectively, the Co-Investment Entities have committed capital of approximately $50,000,000,
managed by Parallel on a discretionary basis subject to the restrictions on investment set forth in the
applicable formation documents of the Co-Investment Entities and the applicable offering
memorandum of any co-investment opportunity in which the Co-Investment Entities invest.
Parallel also provides investment advisory services to one other Eligible Co-Investor (the “Client
Co-Investor”) pursuant to the investment guidelines as set forth in the co-investment agreement
entered into between Parallel and the Client Co-Investor
related to such services and the applicable
offering memorandum for any co-investment opportunity in which such Client Co-Investor invests.
The Client Co-Investor currently has committed capital of approximately $25,000,000 to one co-
investment opportunity, managed by Parallel on a discretionary basis subject to the restrictions on
investment set forth in the co-investment agreement between such Client Co-Investor and Parallel
and the applicable offering memorandum of the co-investment opportunity in which such Client
Co-Investor has agreed to invest.
Ownership of Business
Parallel is owned 50% by BRC Energy Partners LLC (“Bluescape”) and 50% by Carlson Energy
Partners I, LLC (“CEP I”). Bluescape was formed as a Delaware Limited Liability Company in
November 2010 to participate in the management of Parallel. Bluescape is a wholly owned subsidiary
of Bluescape Resources Company LLC, a Delaware Limited Liability Company (“Bluescape
Resources”), which is in turn indirectly owned more than 95% by C. John Wilder, Jr. and his
immediate family members. Bluescape Resources is a private independent oil and gas company
formed in late 2007.
CEP I was formed as a Delaware Limited Liability Company in February 2011 to participate in the
management of Parallel. CEP I is owned 50% in the aggregate by Ron Hulme and John Howie and
50% by affiliates of Carlson Capital, L.P. (“Carlson Capital”). Carlson Capital is an alternative asset
management firm and is the successor to a firm founded under the same name by Clint D. Carlson
in 1993 as a Delaware limited partnership.
Parallel does not have any employees. Primary investment support for Parallel is provided by
employees of CEP I and a Bluescape affiliate. Specifically, Parallel is managed by a six-person Board
of Managers that also serves as the investment committee to the ERR Funds. The Board of Managers
is comprised of three representatives from each of Bluescape (C. John Wilder, Jr., Jonathan Siegler,
and one vacant Board seat) and CEP I (Ron Hulme, John Howie, and Clint D. Carlson). In addition
to the Board of Managers, designated employees of CEP I and a Bluescape affiliate perform various
tasks on behalf of, and are involved in the day-to-day management of, Parallel. Additionally,
employees of a Bluescape affiliate perform regular activities on behalf of Parallel including serving
as the ‘Investment Team’. The foregoing individuals are sometimes referred to as the “Investment
Team.” Pursuant to services agreements with annual renewal provisions, Parallel currently utilizes:
(i) investor relations services from personnel at a Bluescape affiliate; (ii) additional technical support
in the areas of geology, geophysics, drilling, engineering and business operations from personnel at
a Bluescape affiliate who are not primarily involved in Parallel’s activities; and (iii) tax and accounting
services from a Bluescape affiliate.
Parallel’s registration as an SEC registered investment adviser is on the basis that it is a related adviser
under rule 203A-2(b) to Bluescape Energy Partners, LLC, an affiliated SEC registered investment
adviser under common control and with which it shares its principal office.
See also Item 7 (Types of Clients) and Item 10 (Other Financial Industry Activities and Affiliations).
As of December 31, 2022, Parallel managed regulatory assets under management of approximately
$47 million on a discretionary basis.