- S&P 500 7,659.44 −1.09%
- Dow Jones 52,002.41 −0.34%
- Nasdaq 26,713.03 +0.08%
- VIX 19.99 +21.45%
- 10-year Treasury 5.09% −0.01
- Dollar index 121.40 −0.14%
- WTI crude $101.91 +1.04%
Coller EQT: investment adviser
Coller Capital Inc, doing business as Coller EQT, is an investment adviser registered with the SEC (file 801-80195, CRD 158102). What it reports on Form ADV: assets and clients, fees, owners, disciplinary history and its client brochure. From the SEC's Investment Adviser Public Disclosure site; read Oct 21, 2026.
- Assets managed
- $12.0B
- Discretionary
- 0%
- Accounts
- 33
- Employees
- 67
- In advisory roles
- 25
- Disclosures
- 0
Company page · SEC adviser record · Full Form ADV (PDF)
The firm reports no custody of client cash or securities.
Form ADV Part 1A, Item 5, as filed on the SEC Investment Adviser Public Disclosure site; read Oct 21, 2026.
Clients and fees
Whom the firm advises and how it is paid, from Items 5.D, 5.E and 5.G.
| Client type | Clients | Assets | Share |
|---|---|---|---|
| Private funds and other pooled vehicles | 33 | $12.0B | 100.0% |
How it is paid
- Other: Cost plus fee
Services
- Other: NON-DISCRETIONARY SUB-ADVISER TO A NON-DISCRETIONARY, NON-US ADVISER TO A NON-US ADVISER OF PRIVATE FUNDS
Who owns it
Schedule A lists direct owners of 5% or more (and officers who own a stake); Schedule B lists the owners of those owners.
Direct owners (Schedule A)
| Owner | Type | Role | Stake | Since | Control | Public company |
|---|---|---|---|---|---|---|
| Coller Capital Limited | Company (outside the U.S.) | Owner | E 75% or more | Apr 2003 | Yes | |
| EQT Ab | Company (outside the U.S.) | Owner | E 75% or more | Sep 2026 | Yes | Yes |
Indirect owners (Schedule B)
| Owner | Owns a stake in | Type | Stake | Control | Public company |
|---|---|---|---|---|---|
| Cicap Limited | Coller Capital Limited | Company (outside the U.S.) | E 75% or more | Yes | |
| Jeremy Joseph Coller | Cicap Limited | Person | E 75% or more | Yes |
Form ADV reports ownership in bands, not exact stakes: A means 5% to 10%, B 10% to 25%, C 25% to 50%, D 50% to 75%, E 75% or more. F marks a general partner, trustee or managing member, a role that controls the firm without a percentage. Owners of less than 5% are not listed.
Form ADV Schedules A and B, via the SEC Investment Adviser Public Disclosure site.
Disciplinary history
The firm answered No to every disciplinary question on Form ADV (Item 11).
The brochure
Form ADV Part 2A: the plain-language document an adviser must give its clients. Each item is shown as filed; open an item to read all of it.
Coller Capital Inc - Part 2A Brochure (2026), filed Sep 18, 2026. Brochure PDF. Items: 4 · 5 · 6 · 7 · 8 · 9 · 10 · 11 · 12 · 13 · 14 · 15 · 16 · 17 · 18
Item 4. Advisory business
Coller Capital, Inc. (“CCI”) was incorporated in the State of New York in 2003 as a wholly owned subsidiary of Coller Capital Limited (“CCL”), an English limited company, for the purpose of providing certain services to CCL. CCI began providing investment sub-advisory services to CCL pursuant to an investment sub- advisory agreement from September 19, 2014; the agreement was amended and restated in 2023. CCL is a “participating affiliate” of CCI as that term has been used by the SEC’s Division of Investment Management. CCI also provides limited shared resources to Coller Private Market Secondaries Advisors LLC (“CPMSA”), an investment adviser that is registered with the SEC. CPMSA does not provide any investment sub-advisory services to CCI.
Read the rest of Item 4 (990 more words)
CCL acts as investment adviser to Coller Investment Management Limited (“CIM”) and Coller Credit Secondaries Investment Management Limited (“CCSIM”) (formerly named Coller Credit Opportunities Investment Management Limited), two Guernsey limited companies which in turn act as ultimate general partners or managers of a number of private funds and related vehicles (the “Funds”) formed primarily to pursue privately negotiated investments in the secondary market worldwide. Each of CIM, CCSIM and CCL are subsidiaries of CICAP Limited. The ultimate principal owner of CIM, CCSIM and CCL, and therefore also of CCI, is Jeremy Coller. In a typical private Fund structure, the general partner of the Fund is a limited partnership formed to act as general partner of the Fund (the “Fund GP”). Historically, CIM acted as general partner of Fund GPs, and through such entities indirectly acted as ultimate general partner of each Fund. More recently, CIM and CCSIM have acted as managers of Funds and as corporate directors of the funds’ ultimate general partners. In these capacities, CIM and CCSIM have authority to manage the business and affairs of the Funds for which they act. Where the context requires (for example, when actual or potential conflicts of interests are discussed), references to “Funds” in this Brochure should be read to refer not only to funds and related vehicles managed by CIM or CCSIM, but also to funds and related vehicles managed by affiliates of CIM or CCSIM. Investors in a Fund participate in the overall investment program for the Fund but may be excused from particular investments due to legal, regulatory or other applicable constraints. Funds or Fund GPs may enter into side letters or similar agreements with certain investors that have the effect of establishing rights under, or altering or supplementing, a Fund’s private placement memorandum and other governing documents (together, the “Governing Documents”). Investors generally are not permitted to withdraw or redeem interests in Funds. From time to time, a Fund GP may provide some investors, including investors in Funds, strategic partners, and third parties with opportunities (including through participation in co-investment vehicles) to co-invest in selected investments alongside a Fund. While CIM, CCSIM and their affiliates maintain a framework for strategic partnerships and co-investments, each Fund GP retains sole discretion with respect to offering any co-investment opportunities pertaining to the related Fund, including the selection of co-investors, and has no obligation to offer any such opportunities to any particular investors, or at all. A Fund GP may decide to offer co-investments, in particular, where it believes that involving one or more co-investors is necessary or appropriate to ensure
Page 5 of 21
that the risk appetite and investing capacity of the relevant Fund, taking into account portfolio construction, covenant compliance and other relevant considerations, are not exceeded in connection with a particular investment or investments. Relevant criteria for selecting co-investors may include a potential co-investor’s skills, knowledge, or ability to commit capital with respect to targeted asset classes, a relevant industry sector, geography or jurisdiction, the transaction structure or the transaction counterparty, a potential co-investor’s ability to invest an amount of capital that fits the needs of the investment (taking into account the amount of capital needed as well as the maximum number of co-investors that can realistically participate), a potential co-investor’s ability to commit to opportunities within the required timeframe. A Fund GP may also take into account whether a potential co-investor has expressed an interest in evaluating co-investment opportunities, the terms of any potential co-investor’s side letter with the Fund GP, or other factors from time to time considered appropriate by the Fund GP in its sole discretion, which factors may or may not be relevant to the investment or investments in question. The Funds’ Governing Documents, as well as the Brochure issued by CIM, provide further information regarding co-investments and the related potential for conflicts of interests, and any investor or potential investor in a Fund should review the disclosures contained in such documents carefully. CIM is licensed and regulated by the Guernsey Financial Services Commission. While CIM is also registered with the SEC as an investment adviser, it is not required to comply with many of the substantive requirements under the U.S. Investment Advisers Act of 1940 (“Advisers Act”) because it has its principal office and place of business outside of the United States and is deemed to have no direct advisory clients in the United States. CCSIM is licensed and regulated by the Guernsey Financial Services Commission. For Advisers Act purposes, CCSIM is an exempt reporting adviser; that is, it relies on the private fund adviser exemption from registration but files reports on an annual basis with the SEC. CCL is authorized and regulated by the United Kingdom Financial Conduct Authority (the “FCA”). For Advisers Act purposes, CCL is an exempt reporting adviser; that is, it relies on the private fund adviser exemption from registration but files reports on an annual basis with the SEC. Pursuant to its authorization by the FCA, CCL is permitted to advise on, and arrange deals in, specified types of investments. CCL is not authorized to manage investments and does not have discretionary authority over any client assets. Discretionary authority over all assets of Funds rests solely with CIM or CCSIM. CCI provides non-discretionary sub-advisory services to CCL with respect to certain current and prospective investments of the Funds. CCL is CCI’s only client, and CCI does not provide services to any other person. CCI’s services primarily relate to investments originated from the United States. To the extent necessary or appropriate, the scope of CCI’s services may be extended on a case-by-case basis. As of March 31, 2026, CCI provided sub-advisory services under the foregoing arrangement in respect of $ $12.0009 billion in assets. CCL separately receives non-discretionary sub-advisory services from another affiliated entity, Coller Capital (Hong Kong) Limited, which is licensed by the Securities and Futures Commission in Hong Kong.
Page 6 of 21
Item 5. Fees and compensation
CCI is compensated by CCL, and CCL in turn is compensated by CIM and CCSIM, for the advisory services provided by CCI or CCL, respectively. The compensation received by CCI and CCL is unrelated to the performance of the Funds. Instead, the compensation arrangements are generally based on adding profit factors to the costs incurred in providing the services under the terms of a group-wide transfer pricing policy. None of CCI, CCL, CIM and CCSIM charges advisory fees directly to any of the Funds. Each Fund GP, however, receives fees from the relevant Fund or Funds to cover the investment management and advisory, management and related services the Fund GP and its affiliates provide to such Fund or Funds. The fees are established in negotiations with investors in Funds.
Read the rest of Item 5 (584 more words)
Fees are generally based on a percentage of committed or invested capital of a Fund. They are generally payable throughout the life of a Fund (except that, in extension periods, fees may be reduced or may cease to be payable). The Fund GPs generally cause fees to be paid by or on behalf of the corresponding Funds, by requiring investors in the Funds to make capital contributions, withholding funds from investment proceeds that would otherwise be distributable to investors, or causing the Funds to borrow money. Fee percentages may vary from one Fund to another, or for different classes or series of interests in a particular Fund, as described in the Funds’ Governing Documents. Additionally, fee percentages applicable to a particular Fund, or a particular class or series of interest in a Fund, may vary by investor and the size of investors’ commitments to the Fund, and Fund GPs and their affiliates may agree full or partial fee waivers with respect to certain investors or time periods, or under other specified circumstances, all in accordance with the Governing Documents for the Fund. As a general matter, fees are payable by each Fund to the relevant Fund GP in advance. If fees are assessed in advance and are more than the Fund GP is entitled to receive pursuant to the Governing Documents (for example, where management charges have been prepaid for a period in which a step-down in fee rates occurs), then any excess is repaid to the relevant Fund for distribution to its investors. Fund GPs and affiliated entities, and by extension their directors, employees or other third parties investing through them, are generally not subject to fees in respect of their investments in Funds. The Fund GPs, CIM, CCSIM and their affiliates are generally entitled to collect fees related to Fund portfolio transactions or other services provided to funds or companies in which Funds are invested (including any arrangement fee, success fee, underwriting or syndication fee, closing fee, commitment fee, financial advisory fee, break-up or other termination fee in respect of any actual or prospective investment by a Fund and any monitoring fee, director’s fee, consulting fee or other similar fee in respect of any ongoing investment by a Fund). No such fees have historically been collected, and any such fees would be offset, in whole or in part (as set forth in the relevant Governing Documents), against other fees payable by the Fund to the related Fund GP. The Fund GPs, CIM, CCSIM and their affiliates do, however, have discretion over whether to seek compensation through such fees, and if so, the rate, timing and amount of such compensation. Reimbursements for out-of-pocket expenses directly related to a portfolio company may be paid to a Fund GP, CIM, CCSIM or their affiliates in addition to advisory fees.
Page 7 of 21
The Funds incur offering and organizational expenses, as well as fees, costs and expenses relating to their administration, management and business, including their investment related activities, which may be advanced by the Fund GPs, CIM, CCSIM or their affiliates and subsequently reimbursed by the Funds, either from investors’ capital contributions, from investment proceeds withheld for this purpose, or from borrowed money. The Funds’ Governing Documents, as well as the Brochure issued by CIM, provide further information regarding fees, costs, expenses and liabilities borne by the Funds and the related potential for conflicts of interests, and any investor or potential investor in a Fund should review the disclosures contained in such documents carefully.
Item 6. Performance-based fees and side-by-side management
Management In addition to the fees and expenses described above, a Fund GP or an affiliated entity may be entitled to receive a performance-based fee (“carried interest”) from a Fund based on a share of capital gains on or capital appreciation of the assets of the Fund. Carried interest is calculated as a percentage of the profits of the Fund, which percentage may vary between Funds and the classes of interest issued by a Fund. Carried interest is only paid to the extent that cumulative distributions to investors have exceeded the sum of contributed capital plus a minimum defined investor return. The Governing Documents for each Fund set forth the terms under which carried interest, if any, is payable to the Fund GP or an affiliated entity.
Read the rest of Item 6 (129 more words)
While CCI does not receive any performance-based compensation, some of its supervised persons may participate in the carried interest arrangements for a Fund. There are different types of Funds, including some in respect of which the relevant Fund GP or an affiliated entity is entitled to carried interest, and others where no carried interest applies. Side-by-side management of such different types of Funds creates the potential for conflicts of interests on the part of the relevant Fund GP or an affiliated entity (as applicable), in particular in situations where such entities or their associated individuals may have incentives to favor Funds for which they receive performance-based fees. For a more detailed discussion of these and other conflicts of interests related to carried interest, please refer to Item 10 below.
Item 7. Types of clients
CCI’s only client is CCL, and neither CCI nor CCL has any advisory or other direct relationship with the Funds. As ultimate general partner or manager of a Fund, CIM or CCSIM has the power and authority to manage the business and affairs of the Fund. CIM’s and CCSIM’s clients are the private pooled investment vehicles constituting, and other vehicles related to, the Funds for which they act. The investors in the Funds include corporate pension plans, public employee retirement plans, municipalities, sovereign wealth funds, private investment funds, banks, insurance companies, corporations and other business entities, high net worth individuals, trusts, estates, family offices, universities, endowments, foundations, and other U.S. and non-U.S.
Page 8 of 21
Read the rest of Item 7 (30 more words)
investors. The Funds’ Governing Documents set out minimum capital commitments to be made by investors, but these requirements can be waived by the relevant Fund GPs on a case-by-case basis.
Item 8. Methods of analysis, investment strategies and risk of loss
Risk of Loss Methods of Analysis and Investment Strategies The investment objective of the Funds is generally to achieve long-term capital appreciation primarily by investing, either directly or indirectly through other entities, in privately negotiated investments or privately issued instruments. Investments may range from the purchase of single fund partnership interests or other instruments to the acquisition of portfolios of investments. To the extent permitted by their Governing Documents, Funds may also make primary investments in new funds, participate in private placements, or purchase assets offered on public markets. CIM or CCSIM seeks to achieve a Fund’s investment objective by constructing a well-diversified portfolio of investments.
Read the rest of Item 8 (444 more words)
The Funds’ portfolios are typically diversified by investment strategy, vintage year, manager, industry sector and geography, but as and when a Fund nears the end of its term, its assets may become increasingly less diversified. For investments that are the subject of CCI’s advisory services to CCL, CCI performs a detailed investment analysis. It applies an intensive “bottom-up” approach to its analysis of potential secondaries investments and conducts an operational, financial, and market risk analysis for relevant portfolio companies, a review of fund and, where relevant, portfolio company management, an analysis of the impact of terms and conditions on net return, and an assessment of liquidity prospects. The use of artificial intelligence, machine learning and similar technologies (collectively, “AI”), as well as the legal and regulatory frameworks in which AI operates, continue to rapidly evolve. Notwithstanding any policies aimed at governing or restricting the use of AI, it is possible that AI may create risks for or adversely impact CCI, its affiliates or Fund investments, either directly or indirectly. Such risks and adverse impacts might include or result from (among other things) increased susceptibility to cybersecurity threats, disclosure of confidential or material non-public information, regulatory investigations and enforcement, claims of infringement, misappropriation or violation of intellectual property, inaccuracy or error in the use of AI, the compliance burden (including penalties for non-compliance) from regulations related to AI, changes in the demand for AI, or developments in AI and other technologies which could adversely affect current AI technologies and related opportunities. No assurance can be given that the use of AI will benefit any particular Fund investment or Coller Capital’s investment process more generally. Given rapid developments in the field of AI, it is not possible to predict the full extent of the impact of AI on Funds and current or future risks related to AI.
Risk of Loss Private market investing involves a substantial degree of risk and a significant risk of loss. Each Fund has a significant risk of loss with respect to the investments held by it, and each investor in a Fund has a corresponding risk of loss with respect to its investment in the Fund. Any investor or potential investor in a
Page 9 of 21
Fund should be capable of evaluating the merits and risks of an investment in a Fund and of bearing the risk of loss of the entire investment. The Governing Documents for each Fund set forth risks related to an investment in the Fund in greater detail. Any investor or potential investor in a Fund should review the applicable Governing Documents for a detailed discussion of risk factors and relevant terms.
Item 9. Disciplinary information
None of CCI or its management persons have been the subject of any material legal or disciplinary events.
Page 10 of 21
Item 10. Other financial industry activities and affiliations
None of CCI or its management persons is registered, or has an application pending to register, as a broker-dealer or a registered representative of a broker-dealer, or is registered, or has an application pending to register, as a futures commission merchant, commodity pool operator, a commodity trading advisor, or an associated person of the foregoing entities. As described in greater detail above (see Item 4, Advisory Business), CCI’s affiliates, CCL, CIM and CCSIM, are investment advisers. CCL is an exempt reporting adviser, with CIM and CCSIM as its principal clients. CIM is registered with the SEC as an investment adviser but is not required to comply with many of the substantive requirements under the Advisers Act. CCSIM is an exempt reporting adviser.
Read the rest of Item 10 (3,882 more words)
As ultimate general partner or manager of a Fund, CIM or CCSIM has power and authority to manage the business and affairs of the Fund. CCI also shares certain limited resources with CPMSA, one of its affiliates, which is registered with the SEC as an investment adviser.
Conflicts of interests Fund GPs, CIM, CCSIM, CCL, and CCI may have conflicts of interests with respect to particular Funds, or Funds generally. Some of these conflicts, whether potential or actual, that have been identified specifically with respect to CCI are described in the following paragraphs. Any conflicts are managed by CCI and its affiliates in accordance with a written conflict of interests policy and procedures and related documentation, current copies of which are available upon request. It should be noted, however, that such policy, procedures and related documentation may not in all cases be sufficient to mitigate conflicts, with the result that the ability of CCI or its affiliates to act in the best interests of the Funds might be impaired. The Funds’ Governing Documents, as well as the Brochure issued by CIM, set forth additional information regarding potential conflicts of interests, and any investor or potential investor in a Fund should review the disclosures contained in such documents carefully.
Other activities CCI and its affiliates engage in a broad range of activities. They are free to provide investment advice or other services to any person, notwithstanding any actual or potential conflict with any existing duties they may have to, or the interests of, any Fund. Among other things, CCI and certain of its affiliates act as investment advisers or sub-advisers with respect to all Funds. In the ordinary course of CCI’s and its affiliates’ conducting their activities, there will be circumstances and occasions when the interests of a particular Fund will conflict with those of CCI, its affiliates, or one or more other Funds.
Carried interest The rights of Fund GPs or affiliated entities to receive carried interest, which is distributed to affiliates of CCI (or such affiliates’ employees or owners) upon receipt from the relevant Fund, may create an
Page 11 of 21
incentive to recommend riskier or more speculative investments, or the incurrence of more or less leverage, by the Fund than would be the case in the absence of such performance-based fee arrangement. Differences between the carried interest entitlements in respect of different Funds may create conflicts of interests with respect to transactions involving several Funds and regarding the allocation of investment opportunities between such Funds, although the profitability of any Fund to CCI and its affiliates is not permitted to be considered under the written framework for investment allocations that is maintained by CCI and its affiliates, a current copy of which is available upon request. Additionally, expected or current payments in respect of carried interest by some, but not all, Funds or payments at different percentage rates may create incentives for CCI or its affiliates to disproportionately allocate time, services, or functions to those Funds making payments in respect of carried interest or making such payments at higher percentage rates. However, the fact that CCI only provides non-discretionary sub-advisory services to CCL, and sole discretionary authority over all investment and related decisions rests with CIM, CCSIM or Fund GPs, may mitigate the aforementioned risks. The commitment of capital to the Funds by Fund GPs may provide additional risk mitigation since at least some of CCI’s supervised persons will typically be involved in funding a portion of the Fund GPs’ commitment of capital. In limited circumstances, a Fund GP’s or manager’s valuations of funds or companies in which the related Fund is invested may have an impact on the amount of carried interest payable by the Fund. By way of example, distributions in specie may be made to investors in a Fund at a value which is determined by the relevant Fund GP or manager, and if such investors were to vote to remove the Fund GP and continue the Fund with a replacement general partner, the carried interest payable by the Fund to the Fund GP or an affiliated entity would be calculated based on the value of the unrealized investments, as determined by the Fund GP or manager. To the extent that any such valuations are incorrect, this may ultimately result in an overpayment or underpayment of carried interest. The link between a Fund GP’s or manager’s determinations regarding valuations and the amount of carried interest the Fund GP or an affiliated entity may receive in these circumstances creates a conflict of interests. This conflict may extend to CCI to the extent that any of CCI’s supervised persons have material input in any recommendations made to CIM, CCSIM or a Fund GP in respect of a relevant determination. A Fund GP or an affiliated entity is typically entitled to a “catch-up” in respect of carried interest payable by the related Fund, once investors have received their “preferred return”, to ensure that the Fund GP or affiliated entity receives the relevant percentage of all profits of the Fund. This may result in a period of time where a large proportion of or all distributions made by the Fund are made to the Fund GP or affiliated entity and not to investors, which may create an incentive to accelerate the disposition of one or more investments or to conduct any such disposition with a view towards maximizing distributions to the Fund GP or affiliated entity. The related conflict of interests may extend to CCI to the extent that any of
Page 12 of 21
CCI’s supervised persons have material input in any recommendations made to CIM, CCSIM or a Fund GP in respect of a relevant disposition.
Competition between Funds; splitting investment opportunities between Funds CCI and its affiliates regularly provide advisory and other services in respect of several Funds and other investment vehicles, which may have similar or overlapping investment objectives and strategies. There may be circumstances where an investment opportunity which falls within the investment objectives and strategy for one Fund also falls within the investment objectives and strategy of one or more other Funds. Any such investment opportunity will be allocated between or among the relevant Funds in accordance with the written framework for investment allocations that is maintained by CCI and its affiliates, a current copy of which is available upon request. That framework generally provides for investment opportunities to be allocated on a basis reasonably determined in good faith to be fair and reasonable, taking into account in each case, among other things, the expected available size of the investment under consideration, taking into account the relevant Funds’ total available capital, the ‘order sizes’ of the relevant Funds, synergies with existing investments of the relevant Funds, the proposed signing and funding dates of the investment under consideration and relevant timing and other execution aspects, legal, tax and regulatory characteristics of the investment under consideration, the remaining terms of the relevant Funds, if relevant, the sourcing of the investment under consideration, applicable legal, tax or regulatory requirements or considerations, whether participation by a particular Fund could have an adverse effect on that Fund or any other Fund, to the extent known, whether participation by a particular Fund would cause any investor in that Fund to breach any law, regulation, rule administrative guideline or court order, and any actual or potential conflict of interests or other factors which might have an impact on the viability or terms of the investment under consideration or the ability of the relevant Fund to participate in the investment. Any determinations regarding allocations of investment opportunities under the framework for investment allocations involve significant discretion being exercised by affiliates of CCI, which creates the potential for conflicts of interests. In certain circumstances, CCI and its affiliates may determine that an investment opportunity should be split such that certain assets should be allocated to one Fund and other assets should be allocated to one or more other Funds, with the result that the investing Funds acquire sub-portfolios comprising different
Page 13 of 21
assets. Any such split into different sub-portfolios may give rise to conflicts of interests, not only in respect of the selection of assets for each sub-portfolio, but also in respect of related valuation, pricing and other aspects of the transaction.
Fund investments at different levels of an issuer’s capital structure A Fund may hold or invest in, directly or through its investment in another fund or other investment vehicle, securities or other instruments of or linked to an issuer where another Fund holds or acquires different securities or instruments of or linked to the same issuer. As investment advisers in respect of both the investing Fund and the other Fund, CCI or its affiliates owe fiduciary duties to the investing Fund, as well as the other Fund. If one Fund were to hold or invest in securities or other instruments that are senior to securities or other instruments held or invested in by another Fund, CCI or its affiliates may face a conflict of interests in respect of the advice they give to, and the actions they take on behalf of, the different Funds (for example, with respect to the terms of the securities or other instruments in question, the enforcement of covenants, or the terms of recapitalizations). In most cases, the scope for such conflicts to arise is inherently limited since a Fund, as an investor in other funds or investment vehicles managed by third parties, is not able to control or determine the decisions taken by such other funds or investment vehicles with respect to any securities or other instruments held by them or in which they invest. Were a capital structure-related conflict to arise, CCI and its affiliates would seek to manage and mitigate such conflict in accordance with their written conflicts of interests policy and procedures (a current copy of which is available upon request) and the Governing Documents of the relevant Funds. Additional policies, procedures or other measures may be adopted in the future, whether generally or in respect of a particular Fund. Such policies, procedures and other measures may include, without limitation, avoiding or limiting any investments by a Fund which would create conflicts of the types described above, requiring at least one unaffiliated lender to hold a majority or larger piece of any tranche in which a Fund invests, limiting any exercise of voting or consent rights or determining to vote consistently with certain third parties, limiting roles on creditor committees, implementing measures designed to ensure that the team looking after the investments of a particular Fund make determinations independently from those made by the teams looking after the investments of other Funds, or other similar policies, procedures or other measures considered advisable or appropriate from time to time. There can be no assurance that any capital structure-related conflict will be resolved in favor of any particular Fund or that the return on a Fund’s investment will be equivalent to or better than the returns obtained by other Funds investing in securities or instruments of or linked to the same issuer.
Page 14 of 21
The involvement of directors, employees or representatives of CCI and its affiliates in respect of Fund investments at different levels of an issuer’s capital structure could inhibit information exchanges. In certain circumstances, a Fund may be prohibited or prevented from exercising voting or other rights with respect to its investments, and could be subject to claims by other creditors with respect to the subordination of its interest.
Follow-on investments and strategic primaries Follow-on investments by any Fund in respect of existing investments may present a variety of conflicts of interests, including in situations involving securities or other instruments of an issuer in which another Fund has previously invested, and in relation to the terms of any new investments. General parameters governing the identification and allocation of follow-on investment opportunities are set forth in the written framework for investment allocations that is maintained by CCI and its affiliates, a current copy of which is available upon request. There may be instances where CCI or one of its affiliates determines that an investment in an asset in which a Fund has previously invested does not qualify as a follow-on investment under the framework for investment allocations or under the Governing Documents of the relevant Fund(s). Similarly, CCI or one of its affiliates may determine that a Fund is not able to take up a follow-on investment opportunity, in whole or in part, for example if it considers that the expected duration or other terms of such investment render it unsuitable for the Fund or if the Fund has insufficient capital to make the investment. In such instances, another Fund, which could be a successor fund or another fund with similar or overlapping investment objectives or strategies, may invest in the same fund or other entity in which the first Fund is already invested. A Fund may participate in re-levering or re-capitalization transactions involving a fund or other entity in which another Fund is already invested or will invest. Conflicts of interests may arise, among other things, as to whether a subsequent loan is supporting the earlier investment by the other Funds, or as to determinations of whether existing investors are being cashed out at a price that is higher or lower than market value, or whether new investors are paying too high or too low a price with terms that are more or less favorable than prevailing market terms. Funds are regularly making strategic investments in primary offerings of investment funds sponsored by third-party managers or general partners, among other things to ensure that Funds receive information in respect of, and qualify as permitted transferees in secondary purchases of interests in, the same or other funds of such managers or general partners. While such primary investments are expressly contemplated by the Governing Documents of Funds and are typically small in size, there can be no assurance that a Fund making a primary investment will directly benefit from such investment; rather, all Funds generally benefit from the overall strategic primaries program. The framework for investment allocations maintained by CCI and its affiliates, a copy of which is available upon request, contains general parameters for determining which Fund should make a particular primary investment.
Page 15 of 21
Not pursuing investment opportunities CCI may decide not to pursue a particular investment opportunity or recommend a particular investment because of a conflict of interests, irrespective of whether such conflict relates to the Fund in question, any other Fund, or to CCI, any of its affiliates or any of their associated individuals. Similarly, CCI or its affiliates may be prevented from recommending an investment or another action to be taken on behalf of a Fund where any of them are in possession of material non-public information, irrespective of whether such information was acquired in connection with their services to the Fund or otherwise. CCI and its affiliates typically are under no duty or obligation to disclose to, or use for the benefit of, a particular Fund any information in relation to any transaction in which CCI or any of its affiliates, or any person to whom any of them owe a duty, has an interest.
Investments by affiliates or associated individuals Affiliates of CCI and associated individuals may commit to Funds directly or through feeder vehicles or other investment vehicles established to invest in or alongside Funds. Such feeder vehicles or other investment vehicles may have structures and terms that are different from the structure and terms of the Funds to which they relate; in particular, certain vehicles may issue debt such that the exposure resulting from any commitments made by affiliates of CCI and associated individuals is levered. Other mechanisms, such as promissory notes delivered by Fund GPs to Funds pursuant to the relevant Governing Documents in order to fund portions of such Fund GPs’ commitments to related Funds, will in effect be funded by investors in such Funds. As a result, the return profile in respect of commitments made by affiliates of CCI and associated individuals may be substantially different from the returns of investors that commit directly to Funds. Such differing structures, terms and returns may create incentives for affiliates of CCI and associated individuals to take actions that they might not take if they committed directly to the relevant Fund(s). Moreover, commitments made by affiliates of CCI and associated individuals to various Funds (some of which may co-invest alongside each other or compete with each other for investment opportunities) may create incentives to prioritize the interests of one Fund over the interests of another Fund in respect of the allocation of any investment opportunities that fall within the investment objectives and strategies of both Funds. CCI and its affiliates will seek to manage and mitigate the resulting conflicts of interests in accordance with the written conflicts of interests policy and procedures maintained by them (a current copy of which is available upon request), but there can be no assurance that any such conflict will be resolved in favor of a particular Fund. While CCI, its affiliates and associated individuals have not historically done so, both they and any investment vehicles advised, managed by or affiliated with them, may co-invest in funds or companies side-by-side with Funds. CCI, its affiliates, associated individuals, and any such vehicles may also invest in opportunities that would otherwise inure to a Fund where the Fund (or any of its component partnerships or entities) is unable to consummate an investment under the terms of its Governing Documents or any other relevant document, or pursuant to any law, regulation, rule, court or administrative order applicable
Page 16 of 21
to the Fund (or component partnership or entity). All determinations in this regard will be made by CCI and its affiliates, notwithstanding their potential interest in the outcome. Separately, it should be noted that while CCI, its affiliates and their associated individuals generally may not, without the approval of the relevant Fund’s advisory or similar committee, make privately negotiated investments in funds or portfolios of investments acquired in the secondary market, or in securities of funds or companies owned by the Fund, the Governing Documents of the Fund may provide for specified exceptions from this prohibition.
Selection of service providers Advisers or other service providers (including accountants, administrators, paying agents, depositaries, lenders, bankers, brokers, attorneys, consultants, and investment or commercial banking firms) to Fund GPs, Funds, or funds of companies in which Funds are invested, affiliates of such service providers, or investment funds or other entities associated with them, may also provide goods or services to or have other business, personal, financial or other relationships with CCI or any of its affiliates. Such service providers or their affiliates may be investors in one or more Funds, persons affiliated or otherwise associated with CCI or any of its affiliates, sources of investment opportunities, or co-investors with or counterparties to one or more Funds. These relationships may influence CCI and its affiliates in deciding whether to recommend a particular provider to perform services for a Fund GP, Fund, or a fund or other entity in which a Fund is invested or investing. The cost of any such services will generally be borne directly or indirectly by the Fund rather than be offset against management charges payable to the Fund GP or its affiliates. In some circumstances, service providers or their affiliates may charge different rates or have different arrangements for services provided to CCI or any of its affiliates as compared to services provided to a Fund GP, a Fund, or a fund or other entity in which a Fund is invested or investing, including more favorable rates or arrangements than those available to the latter.
Relationships with underlying funds and companies CCI, its affiliates and their associated individuals may have or develop relationships with funds or other entities (or their representatives) in which one or more Funds have or may acquire direct or indirect interests. Such relationships may include serving as a member of the board of directors, advisory committee or similar body of any such fund or other entity, seeking a buyer or equity investor on behalf of such fund or other entity, or advising such fund or other entity as to appropriate candidates, other than the relevant Fund, for an acquisition or investment.
Other transactions and roles of associated individuals To the extent permitted by the Governing Documents of a Fund, individuals or vehicles associated with CCI or its affiliates may themselves provide services to, or hold, directly or indirectly, controlling or minority interests in businesses that provide goods or services to, or otherwise transact with, the Fund, or a fund or other entity in which the Fund is invested or investing. Depending on the circumstances, it is
Page 17 of 21
possible that any such transaction may not be subject to the prior approval of the Fund’s advisory or similar committee, and the individual(s) or vehicle(s) in question may not be liable to account to the Fund for any profits arising from any such transaction, provided in each case that such transaction is entered into on arm’s length terms. CCI’s directors are Alex Wahllöf-Malinconico, Ted Beale and Frank Ochsenfeld. A list of other directorships held by, and other outside interests of, such individuals is maintained at the offices of CCI’s parent company, CCL. Alex Wahllöf-Malinconico holds carried interest in respect of certain Funds. Additionally, all of the directors may, and some of them do, commit capital to Funds through the relevant Fund GPs.
Personnel Personnel of CCI and its affiliates, including such entities’ directors and members of Coller Capital’s investment and management teams, will generally devote only a portion of their time to the provision of management or advisory services to any particular Fund. CCI’s personnel will provide the time necessary for the proper performance of CCI’s duties in respect of the investments that are the subject of CCI’s advisory services to CCL, even though they are involved in other activities. Due to laws governing the disclosure of material non-public information or insider trading, and for other reasons, the fact that some of the personnel of CCI or its affiliates who are involved in the provision of management or advisory services to any particular Fund are also involved in or have knowledge of investments of other Funds may prevent the Fund in question from making some investments or divestments which it might otherwise make. Conflicts may also arise in the allocation of management and personnel resources among Coller Capital's various activities. CCI or any of its affiliates may from time to time hire short-term or long-term personnel or host individuals (whether on a regular basis, for internships, or otherwise) who are connected to or affiliated with a Fund investor, a fund or other entity in which a Fund is invested, or a service provider. Decisions regarding such hires or hosting arrangements may create conflicts of interests. Although reasonable efforts are made to mitigate and manage any conflicts of interests with respect to such hires or hosting arrangements, some such conflicts may remain.
Item 11. Code of ethics, participation in client transactions and personal trading
Transactions and Personal Trading CCL and its affiliates, including CCI, maintain a Personal Securities Trading Policy that serves as CCI’s Code of Ethics for purposes of Rule 204A-1 adopted by the SEC under the Advisers Act (the “Code of Ethics”). The Code of Ethics sets forth a standard of conduct expected of all supervised persons (including employees of CCL and other affiliated entities that may be involved in the sub-advisory services provided by CCI to CCL, or related services provided by or to affiliated entities). It addresses a range of relevant matters, including the
Page 18 of 21
Read the rest of Item 11 (228 more words)
misuse of non-public information, insider trading, personal securities trading, political contributions, and gifts and entertainment. The Code of Ethics requires personnel to report their personal securities transactions and prohibits CCI’s personnel’s direct or indirect acquisition of beneficial ownership of securities in an initial public offering or in a limited offering, in each case without first obtaining approval from CCI’s Chief Compliance Officer or his designee. Similarly, the Code of Ethics requires advance approval from CCI’s Chief Compliance Officer or his designee in respect of personal investments in private funds or companies. Personal transactions in securities on the “restricted list” maintained by CCI and its affiliates are generally not allowed. Supervised persons are required to provide information concerning their personal securities trading activities to CCI’s Chief Compliance Officer or his designee. This information is reviewed by CCI and its affiliates to determine if any personal securities trades are inconsistent with the duties of the supervised person to CCI or the relevant affiliate or with the interests of the Funds. The Code of Ethics reminds supervised persons of their obligations to clients and the requirement to comply with Federal securities laws. Each supervised person is required to acknowledge receipt of the Code of Ethics in writing and to certify compliance on an annual basis. Any client or prospective client may obtain a copy of the Code of Ethics upon request.
Item 12. Brokerage practices
The Funds generally invest in other private investment funds, private companies, or other assets that are not publicly traded, and typically none of CIM, CCSIM, their affiliates or the Funds engage any brokers in connection with transactions in such investments (although the Funds may bear fees and other costs associated with finders or consultants). Nonetheless, certain investment transactions may involve purchases or sales of publicly traded securities. While distributions received from Fund investments are typically in the form of cash, non-cash (“in specie”) distributions are received from time to time in the form of publicly traded securities.
Read the rest of Item 12 (405 more words)
In order to sell such securities, and to dispose of any other assets that are not selfliquidating or that remain at the end of the term of a Fund, brokers may be engaged on behalf of Funds. CIM, CCSIM or Fund GPs have discretionary authority with respect to the selection of brokers. Taking into account the generally limited frequency and size of Fund transactions in publicly traded securities, CIM, CCSIM and Fund GPs have historically exercised their discretion by arranging for a significant majority of such transactions to be handled by a single large brokerage firm (the “Global Broker”). This approach offers the Funds benefits in the form of reliable access to a firm with global coverage of relevant securities and demonstrated execution capabilities, at a reasonable cost. From time to time, for investments that are the subject of CCI’s advisory services to CCL, CCI may recommend to CCL, and subject to a corresponding recommendation being made by CCL, CIM, CCSIM or a Fund GP may select, a different broker to handle a specific securities transaction (or series of transactions) for a Fund. Any such ad hoc selection will typically be made on the basis of a recommendation by a relevant third party (for example, by a private investment fund or other entity making an in specie distribution), or
Page 19 of 21
the broker’s specific experience and performance in selling assets of the type in question (for example, securities distributed in specie from private investment funds or companies). Standard brokerage commissions are paid by the Funds in connection with any transactions for which either the Global Broker or any broker is engaged. There are no financial arrangements between CCI and its affiliates, on the one hand, and any brokers used on behalf of Funds, on the other hand. CCI currently does not engage in soft dollar transactions. Should it decide to engage in such transactions in the future, it would do so in accordance with the limitations of Section 28(e) of the Securities Exchange Act of 1934, as amended. An affiliate of the current Global Broker from time to time provides CCL with general economic and industry research and commentary, without separate charge. Such research and commentary typically relate to the investment advisory activities of CCL and its affiliates as a whole, rather than specifically benefiting those Funds who may pay brokerage commissions to the Global Broker in a given time period.
Item 13. Review of accounts
CCI actively monitors investments that are the subject of CCI’s advisory services to CCL and has regular contact with the managers or investment advisers of the private investment funds held by the Funds. However, responsibility for the overall review of Fund accounts rests with CCL, on the one hand, and CIM, CCSIM or a Fund GP, on the other. CCL reviews the status of the Funds’ investment portfolios on at least a quarterly basis with representatives of CIM, CCSIM and Fund GPs. Accounts for the Funds are prepared on a quarterly basis by CIM, CCSIM or Fund GPs. The accounts are reviewed by the finance department and Finance Director of CCL. With respect to certain Funds, a separate review is undertaken by the Central Accounting Unit of the Secretary to CIM.
Read the rest of Item 13 (41 more words)
Investors in the Funds receive quarterly accounts and a capital account statement as of March 31, June 30 and September 30 of each year, as well annual audited accounts and a capital account statement as of December 31 of each year.
Item 14. Client referrals and other compensation
Affiliates of CCI may enter into compensation arrangements with unaffiliated placement agents or other third parties for introducing investors to a Fund. Any fees payable under such arrangements (which are typically based on a percentage of the capital committed by an investor to a Fund) are payable by CIM, CCSIM or Fund GPs. Such fees are not payable by or passed on to the Funds or to introduced investors, but qualifying expenses of placement agents or introducers will typically be reimbursed by the relevant Fund.
Item 15. Custody
CCI does not maintain custody of any Funds or securities.
Page 20 of 21
Item 16. Investment discretion
CCI provides non-discretionary sub-advisory services in respect of investments to CCL, which in turn acts as a non-discretionary adviser to CIM, CCSIM and Fund GPs. Discretionary authority over client assets rests with CIM, CCSIM and Fund GPs, which determine whether and when a Fund purchases or sells any investment, including the type and amount of the investment and the price and other terms on which a transaction is effected. Any limitations on the authority of CIM, CCSIM or a Fund GP with respect to managing or making investment decisions for a particular Fund is set forth in the Governing Documents of the Fund.
Item 17. Voting client securities
CCI has no authority to vote in respect of client securities. With respect to investments that are the subject of CCI’s advisory services to CCL, however, CCI may recommend to CCL how to vote regarding particular client security. CCL, in turn, may make a corresponding recommendation to CIM, CCSIM or a Fund GP. In the exercise of their discretionary authority over client assets, CIM, CCSIM and Fund GPs vote all proxies for securities in the best interests of the relevant Fund or Funds. A Fund cannot direct any vote in a particular way.
Read the rest of Item 17 (117 more words)
CIM, CCSIM and Fund GPs generally vote all proxies from or with respect to a single issuer in the same way for all relevant Funds, unless there are particular circumstances where it is in a Fund’s best interests to vote differently with respect to the matter in question. In the event of a conflict between CIM, CCSIM or a Fund GP, on the one hand, and a Fund, on the other hand, proxies are voted in a manner that puts the interests of the Fund first. In some instances, CIM, CCSIM or a Fund GP may determine that it is in a Fund’s best interests for the Fund to abstain from voting and will do so accordingly.
Item 18. Financial information
CCI does not require or solicit prepayment of management fees six months or more in advance, does not have discretionary authority over, or custody of, Funds and does not have any other events requiring disclosure under this item.
Form ADV Part 2A, via the SEC Investment Adviser Public Disclosure site.
