KoCAA, a Delaware limited liability company, commenced investment advisory operations in
2015. KOCAA is an indirect wholly owned subsidiary of Knights of Columbus, a fraternal benefit
society organized under the laws of the State of Connecticut. Knights of Columbus’ primary
business is that of a fraternal benefit society offering services, including insurance products, to its
members directly and through affiliates. Knights of Columbus and its affiliates are not publicly
traded entities, nor does Knights of Columbus have any principal owners.
KoCAA provides portfolio management services and investment advisory services for mutual
funds, other pooled investment vehicles.
KoCAA serves as investment adviser to pooled investment vehicles, including a number of
investment companies registered under the Investment Company Act of 1940 (the “Investment
Company Act”) (the “Mutual Funds”) and pooled investment vehicles that are exempt from
registration under the Investment Company Act (the “Private Funds”). The Private Funds include
co-mingled funds (the “Private Co-Mingled Funds”), a credit fund (the “Private Credit Fund”), a
long/short equity fund (the “Private Long/Short Equity Fund”). KoCAA also advises separately
managed accounts (which may include accounts for natural persons, pension plans, profit sharing
plans, retirement plans, foundations, corporations and other institutions). KoCAA also provides
asset allocation services using proprietary asset allocation models. Additionally, KoCAA is
responsible for the day-to-day management of a proprietary account, the Knights of Columbus’
General Account investment portfolio.
Additionally, KoCAA serves as Investment Sub-Advisor to a Global Equity ETF (the “ETF”)
which is registered under the Investment Company Act of 1940.
The Mutual Funds, the Private Commingled Funds, the Private Credit Fund, the Private
Long/Short Fund and the ETF shall be collectively referred to herein as the “Funds” and each, a
“Fund”.
KoCAA may provide investment advice to clients with respect to all types of equity securities,
debt securities and alternative investments, including, but not limited to, common stocks, preferred
stocks, corporate bonds, U.S. Government securities, mortgage- and other asset-backed securities,
convertible securities, bank loans (including senior and junior secured loans), warrants, foreign
securities, shares of investment companies including exchange-traded funds and closed-end funds,
commercial paper, investments in private funds (including private equity funds, hedge funds and
real estate funds), direct investments in real estate and other alternative investments. Among the
alternative investment strategies that KoCAA may pursue on behalf of a client are investments in
private equity funds and mezzanine debt.
KoCAA generally provides investment advisory services for accounts on a discretionary basis,
except in connection with the provision of model portfolios outside of the Advisor as Strategist
Program (IAR Program) (as described in this Brochure). In providing advisory services to the
Funds, KoCAA or, as applicable, a Sub-Advisor (as defined below) overseen by KoCAA,
generally makes investment decisions consistent with the United States Conference of Catholic
Bishops’ Socially Responsible Investing Guidelines (the “USCCB Guidelines”) or other similar
Catholic screens, and therefore, the Funds are designed to avoid investments in companies that are
believed to be involved with abortion, contraception, pornography, stem cell research/ human
cloning, weapons of mass destruction, or other enterprises that conflict with the USCCB
Guidelines. As part of the screening process for the Funds, KoCAA or, as applicable, a Sub-
Advisor uses information from a third-party environmental, social, and governance research firm
and consults with experts to assess the policies and practices of companies based on the criteria
set forth in the USCCB Guidelines. Based on such assessment, KoCAA compiles and maintains
a list of companies that it determines to be inconsistent with the USCCB Guidelines (the
“Restricted Securities List”). The Funds seek to avoid investments in companies identified
through this process. The policies and practices of the portfolio investments of the Funds are
monitored for various issues contemplated by the USCCB Guidelines. Applicable policies and
practices are included in each Fund’s offering documents. If KoCAA or, as applicable, a Sub-
Advisor becomes aware that a Fund is invested in a company whose policies and practices are
inconsistent with the USCCB Guidelines, KoCAA or, as applicable, a Sub-Advisor generally may
sell the company’s securities or otherwise exclude future investments in such company. Other
accounts managed by KoCAA or, as applicable, a Sub-Advisor may also be managed consistent
with the USCCB Guidelines or other similar Catholic screens, or unscreened portfolios that have
no management restrictions placed on them as set forth in individual client agreements or offering
documents. The criteria used to screen out companies for the Funds may be modified from time to
time to seek to maintain alignment with any changes to the USCCB Guidelines.
KoCAA tailors its services to each client by developing an investment portfolio with an asset mix
design based on the client’s investment goals and consistent with investment guidelines established
by the client, which may include the USCCB Guidelines, other similar Catholic screens, or
unscreened portfolios that have no management restrictions. Please refer to the Funds’ offering
documents or applicable contractual arrangements for more information on particular screens that
apply to the management of a Fund’s or other client’s assets.
The Funds.
Each Fund has its own particular investment objective, strategies, policies and restrictions that are
set forth in such Fund’s Prospectus(es) and Statement of Additional Information (“SAI”) or Private
Placement Memorandum (“PPM”) and other governing and offering documents, as applicable.
For certain of the Funds (or, if applicable, a portion thereof), KoCAA directly manages the
investment portfolio for the Fund on a day-to-day basis, researching and selecting the specific
portfolio securities purchased by the Fund in accordance with the investment objective, strategies,
policies and restrictions set forth in the Fund’s Prospectus(es) and SAI or PPM and other governing
documents, as applicable.
Sub-Advisors: For certain of the Funds (or, if applicable, a portion thereof), KoCAA does not
directly manage the investment portfolio for the Fund, but rather, oversees the provision of
investment advisory and portfolio management services for the Funds by other registered
investment advisers selected by KoCAA (each, a “Sub-Advisor” and collectively (as applicable),
the “Sub-Advisors”). For a sub-advised Fund (or portion of a Fund using a Sub-Advisor), KoCAA
generally does not research or select on a day-to-day basis the specific portfolio securities
purchased by the Fund. Instead, KoCAA allocates the assets of the Fund among one or more Sub-
Advisors. A Sub-Advisor has discretion to purchase and sell portfolio securities for the portion of
a Fund that it manages within the parameters of the Fund’s objective, strategies, policies and
restrictions set forth in the Fund’s Prospectus(es) and SAI or PPM and other governing documents,
as applicable. Although a Sub-Advisor’s activities are subject to KoCAA’ general oversight, the
firm does not evaluate the investment merits of the Sub-Advisor’s individual investment selections
on a day-to-day basis. Among other oversight activities, KoCAA reviews the overall structuring
of each sub-advised Fund’s portfolio, regularly monitors the performance of a Sub-Advisor and
monitors portfolio security selections for compliance with a Fund’s investment objective,
strategies, policies and restrictions, as well as regulatory requirements.
In selecting a Sub-Advisor, KoCAA is responsible for researching and evaluating whether the
proposed Sub-Advisor has the capacity and expertise to manage particular classes of assets and/or
investment styles. In evaluating a Sub-Advisor, KoCAA may use both qualitative and quantitative
materials prepared internally, as well as information and assistance provided by independent third
parties. KoCAA’ review of a Sub-Advisor may include review of materials based on in-person
meetings and other communications with the Sub-Advisor; computer databases concerning
investment results of the Sub-Advisor obtained by KoCAA; reviews of publicly available
information contained in the financial press and other sources; Sub-Advisor-prepared information;
and research and statistical materials prepared by others. KoCAA monitors a Sub-Advisor through
an ongoing quantitative and qualitative evaluation of the Sub-Advisor’s skills in managing assets
subject to specific investment styles and strategies and periodically reports its findings to the
Funds’ Board of Trustees or other governing body, as applicable.
Any recommendation by KoCAA to hire or change a Sub-Advisor for the Mutual Funds is subject
to the approval of the Mutual Funds’ Board of Trustees and shareholders of the applicable Mutual
Fund. KoCAA may in the future seek an exemptive order from the SEC permitting KoCAA, on
behalf of the Mutual Funds, to hire new Sub-Advisors, or materially amend existing Sub-Advisory
agreements with Sub-Advisors, for the Mutual Funds with approval of the Mutual Funds’ Board
of Trustees but without prior shareholder approval, subject to shareholder notification within 90
days of the hiring of such Sub-Advisor. There is no guarantee the SEC would grant such exemptive
relief.
Ranger Global Real Estate Advisors, LLC (“RGREA”) has been engaged to serve as the Sub-
Advisor to Knights of Columbus Real Estate Fund. RGREA is located at 1801 Wewatta St, 11th
Floor, 11th Floor, Denver, Colorado 80202 and maintains offices in Colorado, Connecticut and
New York. As of December 31, 2022, RGREA had approximately $1.65 billion in assets under
management.
L2 Asset Management, LLC (“L2”) has been engaged to serve as the Sub-Advisor to the Knights
of Columbus Long/Short Equity Fund, the Knights of Columbus U.S. All Cap Index Fund and the
Private Long/Short Fund. L2 is an investment adviser registered with the SEC under the Advisers
Act and has a principal place of business located at 66 Glezen Lane, Wayland, Massachusetts,
01778. As of December 31, 2022, L2 had total discretionary assets under management of
approximately $326 million. Please refer to “The Private Long/Short Fund” below for additional
information on L2.
The investment objective, strategies, policies and restrictions for each Mutual Fund are described
in the Mutual Fund’s Prospectus(es) and SAI, which can be found at www.kofcassetadvisors.org.
The investment objective, strategies, policies and restrictions for each Private Commingled Fund
are described in the PPM and other governing documents, as applicable.
The Private Credit Fund.
KoCAA serves as the manager to KOCAA Private Credit Fund GP LLC, which is the general
partner of the Private Credit Fund. The Private Credit Fund is a private commingled investment
vehicle that invests primarily in private market loans. Knights of Columbus contributed an
existing portfolio of assets with a value as of June 30, 2016 of approximately $99 million to the
Private Credit Fund in return for a limited partnership interest in the Private Credit Fund. Audax
Management Company (NY), LLC (“Audax”), which is a part of the Audax Group, serves as the
investment advisor and manages the investment portfolio of the Private Credit Fund, subject to
oversight by the general partner of the Private Credit Fund. Audax’ principal place of business is
located at 320 Park Avenue, 19th Floor, New York, NY 10022. As of December 31, 2022, Audax
had assets under management in excess of $35 billion.
The Private Long/Short Fund.
KoCAA serves as investment advisor to the Private Long/Short Fund. In addition, an affiliate of
KoCAA is the managing member of Knights of Columbus Long/Short Equity Fund GP, LLC (the
“Long/Short Fund GP”), the sole general partner of the Private Long/Short Fund and the
Long/Short Feeder Fund (as defined below). The Private Long/Short Fund is a private
commingled investment vehicle that invests principally in large-cap equity securities that are
publicly traded primarily, if not exclusively, on U.S. securities exchanges. An affiliate of KoCAA
has invested $50 million in the Private Long/Short Fund through Knights of Columbus Long/Short
Equity (Cayman) Fund, L.P., a Cayman Islands exempted limited partnership, which invests
substantially all of its assets in the Private Long/Short Fund (the “Long/Short Feeder Fund”). L2
also serves as Investment Sub-Advisor to (1) the Private Long/Short Fund pursuant to an
Investment Sub-Advisory Agreement by and among KoCAA, L2, the Private Long/Short Fund
and the Long/Short Fund GP and (2) the Long/Short Feeder Fund pursuant an Investment Sub-
Advisory Agreement by and among KoCAA, L2, the Long/Short Equity Feeder and the
Long/Short Fund GP.
The Global Equity ETF.
KoCAA serves as an Investment Sub-Advisor to the FIS Knights of Columbus Global Belief ETF
(“the ETF”), an exchange traded fund, which is part of the SHP ETF
Trust. The ETF invests in
global equities and is Catholic screened according to USCCB Guidelines. The ETF’s investment
objectives, strategies, policies and restrictions are set forth in the ETF’s Prospectus and SAI. Faith
Investor Services, LLC serves as the investment adviser to the ETF. The ETF is distributed by
Foreside Fund Services, LLC.
Model Portfolios.
KoCAA provides asset allocation services to clients using proprietary asset allocation model
portfolios (the “Institutional Model Portfolios”). Each Institutional Model Portfolio has been
designed to pursue a specific investment objective and investment strategies.
KoCAA currently offers asset allocation based Institutional Model Portfolios covering an array of
risk orientations. “Target Date” Institutional Model Portfolios are also offered which similarly
cover an array of risk orientations. The Institutional Model Portfolios are broadly allocated and
generally comprised of the Funds, ranging from a higher fixed income/lower equity allocation to
a lower fixed income/higher equity allocation depending on the overall risk tolerance, goals and
objectives of a specific client. Currently, Institutional Model Portfolios pursuing the following
strategies are offered: Conservative, Moderate and Aggressive, with a model between
Conservative and Moderate and a model between Moderate and Aggressive so that there is a
smooth continuum of risk and reward strategies. Target Date Institutional Model Portfolios are
offered within a range of 2010 (most conservative) to 2060 (least conservative).
For clients choosing asset allocation services, KoCAA provides the Institutional Model Portfolio
on a non-discretionary basis or allocate assets in the client’s account according to the Institutional
Model Portfolio selected by the client. Allocating clients’ assets according to Institutional Model
Portfolios helps to minimize conflicts of interests that may arise when KoCAA manages accounts
with the same investment objective and strategy for different clients. Investment allocations are
specifically tailored to each asset allocation client but the Model Portfolios described above will
serve as the basis and guidelines for decision making.
With respect to equity strategies, KoCAA provides Institutional offerings available to model‐based
programs in which KoCAA provides the program sponsor or an overlay manager a particular
strategy through model portfolios and, in certain cases, handles certain trading and other functions.
Because a model‐based program sponsor or overlay manager generally exercises investment
discretion and, in many cases, brokerage discretion; performance and other information relating to
KoCAA is provided for reference only and should not be relied upon as actual client results as
KoCAA is not responsible for overseeing the client relationship, the model‐based program sponsor
is.
KoCAA also provides Model Portfolios to firms or entities not related to KoCAA at no charge.
KoCAA provides the model security positions and relative percentage’s, along with periodic
updates to the models as they occur. Providing the Model Portfolios and any updates does not
involve management of any accounts for those firms or entities to whom KoCAA provides the
Model Portfolio strategies. Because the funds underlying the Model Portfolios are managed by
KoCAA, KoCAA receives investment advisory fees from such underlying based on the assets of
the underlying funds. Investments pursuant to the Model Portfolios will result in indirect
compensation to KoCAA.
Implemented Asset Allocation Services.
For clients choosing our implemented asset allocation services (the “IAA Service”), KoCAA
provides customized asset allocation models and develops investment objectives and policies, as
well as provides other total plan functions. For clients choosing the IAA Service, KoCAA
generally has full discretion to allocate the client’s assets among the Funds, other KoCAA
strategies and other funds managed by other advisers (including the Sub-Advisors) in accordance
with and subject to investment objectives and guidelines/policies established by the client.
Advisor as Strategist (the IAR Program).
KoCAA has entered into a platform agreement with AssetMark, Inc. (“AssetMark”) pursuant to
which we manage custom strategies under AssetMark’s Advisor as Strategist Program. Clients
will enter into a Client Services Agreement (“CSA”) with KoCAA that sets forth the terms of the
relationship between us and each client. Pursuant to the program (the “IAR Program”), KoCAA
has full and complete discretion to manage, supervise and direct the investment and re-investment
of a client’s account (“Account Assets”), subject to the terms of the CSA. The investment, re-
investment and allocation of Account Assets pursuant to such discretionary authority are generally
limited to investing Account Assets in accordance with certain model portfolios (each, a “Custom
Strategy”; for the avoidance of doubt, the model portfolios that are the Custom Strategies offered
in connection with the IAR Program are not the same as the “Institutional Model Portfolios”
described elsewhere in this Brochure) developed by KoCAA consisting of (1) investments in
shares of the Mutual Funds; and (2) an insured cash deposit program offered by AssetMark Trust
Company (“ATC”), into which we shall instruct ATC to maintain a target allocation of Account
Assets for liquidity purposes. Pursuant to the IAR Program, uninvested cash balances may also
be temporarily invested (or “swept”) into one or more third-party money market funds registered
under the 1940 Act. Such money market funds are not managed by or affiliated with KoCAA.
KoCAA, with the support of its investment adviser representatives (“IARs”) and in connection
with managing Account Assets, will (a) retrieve information relevant to a client’s financial
situation, investment goals and investment objectives (collectively, for purposes of this section,
“Investment Objectives”); (b) invest and re-invest all or a portion of Account Assets pursuant to a
Custom Strategy, consistent with the Investment Objectives; (c) periodically monitor the allocation
of Account Assets for consistency with the Investment Objectives, rebalance each account’s
allocation in accordance with the Custom Strategy selected and change the selected Custom
Strategy used for the account, as appropriate; and (d) consult with each client on a periodic basis
regarding the Investment Objectives. Clients participating in the IAR Program must invest a
minimum of $6,000 to open a qualified account and a minimum of $10,000 to open a non-qualified
account. If a client invests through an individual retirement account, the client must be capable of
making its own investment decisions and agree not to rely on information provided by the IARs
as a primary basis for decisions, including information about specific strategies or investments or
hiring us. In this context, our IARs may explain recommendations our asset allocation generates,
but they will not recommend a particular Custom Strategy, changes to asset allocation, or provide
client-specific investment recommendations. As indicated above, clients participating in the IAR
Program will enter into a CSA with us. Account Assets shall be maintained with ATC, which is
an Arizona licensed and regulated trust company, or such other qualified custodian as may be
selected and approved in writing by the client. Clients who utilize ATC as custodian of Account
Assets will enter into a separate agreement with ATC. Please see Item 5 (Fees and Compensation),
Item 6 (Performance-Based Fees and Side-by-Side Management), Item 7 (Types of Clients), Item
10 (Other Financial Industry Activities and Affiliations) and Item 11 (Code of Ethics, Participation
or Interest in Client Transactions and Personal Trading) for additional information specific to the
IAR Program. Like other retail clients of KoCAA, clients participating in the IAR Program will
also receive a Form CRS (Client Relationship Summary) with important information regarding
our relationships with our clients.
Pension Consulting Services.
In limited instances, we may provide non‐discretionary pension consulting services to employee
benefit plans based upon the needs of the plan and the services requested by the plan sponsor or
named fiduciary (the “client”). In general, these services may include an existing plan review and
analysis, plan‐level advice regarding fund selection and investment options, and/or investment
performance monitoring. The ultimate decision to act on behalf of the plan shall remain with the
plan sponsor or other named fiduciary.
Wrap‐Fee Portfolio and Dual Contract Management Programs.
KoCAA provides investment advisory services through programs (“programs”) sponsored by
broker‐dealers or other financial services companies (“sponsors”). Some sponsors may offer a
variety of services such as brokerage, custody and investment advisory services (“wrap”) or some
combination thereof. For wrap and certain other programs, KoCAA is appointed to act as the
investment adviser through a process administered by the program sponsor. Clients participating
in a program, generally with the assistance from the sponsor, may select KoCAA to provide
investment advisory services for their account (or a portion thereof) in a particular strategy.
KoCAA provides investment advisory services based upon the particular needs of the wrap fee
program client as reflected in information provided to KoCAA by the sponsor and will generally
make portfolio managers and client support personnel available for direct telephone conversations
or in‐person meetings as reasonably requested by clients and/or sponsors. Clients are encouraged
to consult their own financial advisors and legal and tax professionals in connection with selecting
and engaging the services of an investment manager in a particular strategy and participating in a
wrap or other program. In the course of providing services to program clients who have financial
advisors, KoCAA may rely on information or directions communicated by the financial advisor
acting with apparent authority on behalf of its clients. Under a “wrap‐fee” or “dual contract”
arrangement offered by a broker‐dealer, the broker‐dealer recommends the retention of KoCAA,
pay KoCAA’ fee on behalf of the client, monitor and evaluate KoCAA’ performance, execute the
client’s portfolio transactions or provide any combination of these or other services, all for a single
fee paid by the client to the broker‐dealer. The firm’s investment advisory fee under such a Wrap‐
Fee arrangement may differ from that offered to other clients.
For Wrap‐Fee programs, KoCAA is appointed through a process administered by the program
“sponsor”. Clients participating in the program, generally with assistance from the sponsor, may
select KoCAA to provide portfolio management services for their account (or a portion thereof) in
a particular asset class. KoCAA manages a product mandate in accordance with guidelines
established by KoCAA and Wrap‐Fee Sponsor. The broker considers the competitive environment
in bidding for a given account, the amount of personal consultation the client will require, the
complexity of the client’s total financial circumstances, the type of investments the client wants,
the frequency of trades the client desires, and the client’s past trading history. KoCAA will
generally make portfolio managers and/or client service personnel available for telephone
conversations as reasonably requested by the Program Client and /or the sponsor. Program Clients
should review all materials available from the sponsor concerning the sponsor and the program’s
terms, conditions and fees. In evaluating the Wrap‐Fee arrangement, a client should recognize that
brokerage commissions for the execution of transactions in the client’s account are generally not
negotiated by KoCAA.
Wrap‐Fee programs may cost the client more or less than purchasing these types of services
separately, depending upon the degree of trading in the account. KoCAA may impose a higher
account size minimum requirement, which might not otherwise be imposed. For Dual Contract
programs, KoCAA is appointed to act as a portfolio manager through a process administered by
the broker‐dealer. However, unlike Wrap‐Fee programs, the client contracts directly with KoCAA
for portfolio management services. The account is managed according to the mandate of a specific
product type. The client instructs KoCAA to direct all brokerage transactions to the broker‐dealer
administering the program. In Dual Contract programs, the client pays separate fees to the broker‐
dealer for executions and to KoCAA for portfolio management. Client information, including
profile and risk tolerances, is typically obtained by the platform sponsor. The various managers,
including KoCAA, rely exclusively on suitability determinations and information provided by the
platform sponsor.
KoCAA may also provide discretionary portfolio management and/or non‐discretionary
recommendations in the form of model portfolios for separately managed accounts or wrap
programs sponsored by various third‐party wrap program sponsors.
KoCAA’s Regulatory Assets Under Management
As of December 31, 2022, the amount of client assets managed on a discretionary basis by KoCAA
was approximately $25.8 billion, and there were no client assets managed on a non-discretionary
basis.