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Los Angeles Fire & Police Pensions

Aug

ust 2

017

Semi-Annual Review of Core & Specialized Manager Private Equity Programs & the Commodities Allocation to Private Equity

14935

Typewritten Text

ITEM: B.3


Agenda Advisory Mandate Private Equity Portfolio Performance Review (as of December 31, 2016)

Core & Specialized Manager Programs

Commodities Allocation to Private Equity Performance Review (as of December 31, 2016)

Strategic Plan Update (as of June 30, 2017) Discussion on Investment Process Disclosure Statement


Advisory Mandate


Advisory Mandate Portfolio Advisors (“PA”) serves as a separate account, non-discretionary advisor overseeing

two private equity programs for LAFPP, the Core & Specialized Manager Programs, and a Commodities Allocation to Private Equity LAFPP’s Private Equity Portfolio is comprised of the Core and Specialized Manager Programs

• PA is committing a combined total of approximately $425 to $475 million per annum for these two programs

LAFPP’s Commodities Allocation to Private Equity is separate from its Private Equity Portfolio • PA has been targeting commitments of $50 million per annum for this allocation

Responsibilities include: Working closely with Staff on all matters relating to LAFPP’s Private Equity Portfolio and Commodities Allocation to PE Preparing Strategic and Tactical Plans Performing commitment pacing studies Maintaining broad market presence to source new investments Conducting thorough due diligence on primary fund investments Meeting 10 to 12 times a year with LAFPP’s Board – Topics include investment recommendations and educational sessions Negotiating terms and conditions of agreements Reviewing documentation for fund closing Managing portfolio investments – Private Equity Portfolio currently has 341 funds (as of June 30, 2017) & Commodities

Allocation to PE has 10 funds (as of June 30, 2017) Providing ongoing advice with respect to the management of the investments (e.g., key-man events, amendment reviews,

extensions, etc.) Attending annual meetings and designated advisory committee meetings of partnerships Loading and maintaining daily cash flow and quarterly investment data on the entire portfolio of investments Providing quarterly reports on the portfolio Providing Staff training and on-line access to PRIVILEGe®


(1) 2016 Statistics reflect approved commitments through 12/31/2016 (2) LAFPP’s Board approved a change in the Plan’s PE exposure target to 12% effective 6/16/2016 (3) Committed an additional $15 million to Palladium IV. Original Commitment made in 2012 (4) Committed an additional $15 million to Gridiron III. Original Commitment made in 2015 (5) Subsequent to year end, LAFPP closed on a tenth commitment to Resource Capital Fund VII for $20 million that was approved by the Board in October 2016

LA Fire & Police Annual Commitment Summary ($’s in millions) 2010 2011 2012 2013 2014 2015 20161,2 Total

Private Equity Exposure Target - Core & Specialized Manager Programs 9% 9% 9% 9%/10% 10% 10% 10%/12%

Target Commitment Pace $275-$325 $275-$325 $275-$325 $275-$350 $300-$350 $300-$350 $425-475

Approved/Closed Commitments $265 $262 $246 $280 $360 $338 $436 $2,187 Approved/Closed Commitments - # 12 18 20 133 18 21 234 125

Sector Weightings - % of Approved Commitments

Buyout 47% 50% 32% 68% 46% 37% 56% 48% Special Situations 23% 31% 39% 18% 24% 27% 22% 26%

Venture Capital & Growth Equity 30% 19% 28% 14% 31% 36% 22% 26% 100% 100% 100% 100% 100% 100% 100% 100%

Specialized Managers - # 1 6 9 23 4 5 3 30 MBE, WBE, LGBT & Disabled Veteran

Specialized Managers - # 0 3 6 23 2 3 3 19

Commodities Allocation to Private Equity - Target Commitment Pace $50 $50 $50 $50 $50

Approved/Closed Commitments $44 $25 $50 $55 $455 $219 Approved/Closed Commitments - # 3 1 2 2 25 10


Absolute & Relative Performance – PA Fund Recommendations

$'s in millions

Vintage Year # of Funds1 Commitments2 Contributions Distributions ARV3 Total Value4

Return Multiple5 Net IRR6

2010 5 $102.5 $86.8 $48.3 $91.7 $140.0 1.61x 15.4% 2011 16 $329.4 $286.1 $116.7 $301.1 $417.8 1.46x 12.7% 2012 27 $329.0 $267.6 $92.4 $314.9 $407.3 1.52x 20.1% 2013 11 $202.0 $134.9 $7.6 $158.8 $166.4 1.23x 12.3% 2014 16 $335.0 $198.2 $7.0 $222.4 $229.5 1.16x 10.4% 2015 20 $354.3 $138.4 $1.1 $142.1 $143.1 1.03 4.1% 2016 27 $505.5 $46.6 $0.1 $43.2 $43.3 NA NA Total 122 $2,157.8 $1,158.7 $273.2 $1,274.1 $1,547.3 1.34x 14.2%

Since April 2010, PA has recommended 125 funds to LAFPP that have generated a Return Multiple and Net IRR of 1.34x and 14.2%, respectively

Performance of Historical Funds Sponsored by Portfolio Fund Managers7 Quartiles % # of Funds

1st 57.9% 183

2nd 30.1% 95

3rd 8.9% 28

4th 3.1% 10

Total 100.0% 316

Relative LAFPP Manager Performance at the time of commitment ~58% were 1st Quartile ~88% were 1st or 2nd Quartile (top half)

(1) Number of funds listed in the 1st table above is based on the vintage year assigned to each fund by the GP or PA, whereas the number of funds on page 5 is based on approved/closed funds

(2) Table reflects closed commitments through 12/31/2016 (3) ARV - Adjusted Reported Value. Represents reported value as most recently reported by the General Partners, adjusted for net contribution and distribution activity

(4) Total Value: Cumulative Distributions + ARV3

(5) Return Multiple: (Cumulative Distributions + ARV3) / Cumulative Contributions (including fees outside of commitment) (6) Net IRR Since Inception as of 12/31/2016 (7) These identified fund managers had previously sponsored 316 funds that could be benchmarked against Thomson One

88%

12%


Private Equity Portfolio Performance Review Core and Specialized Manager Programs

(as of December 31, 2016)


Highlights Portfolio

Aggregate Portfolio is comprised of $4,045.1 million of commitments to 324 (as of December 31, 2016) partnerships managed by 154 different sponsors since inception • Core Portfolio is comprised of $3,646.3 million of commitments to 277 partnerships managed by 127 different sponsors • Specialized Manager Portfolio is comprised of $399.0 million of commitments to 47 partnerships managed by 39 sponsors

During 2016, $436.3 million of commitments to 23 new partnerships were approved for the Aggregate Portfolio. This compares to: • $337.5 million of commitments to 21 new partnerships in 2015 • $360 million of commitments to 18 new partnerships in 2014 • Increase in 2016 commitment pace reflects the Board approved increase in the Private Equity Exposure Target to 12% from 10% on June 16, 2016

Performance Aggregate Portfolio was generating a net IRR since inception of 10.9% and a 1.50x total return multiple on invested capital

• Core Portfolio was generating a net IRR since inception of 10.9% (first cash flow 9/1996) and a 1.52x total return multiple on invested capital • Specialized Manager Portfolio was generating a net IRR since inception of 10.9% (first cash flow 12/2007) and a 1.39x total return multiple on

invested capital

From a one-, three-, and five-year perspective, LAFPP’s Aggregate Portfolio lagged the cash flow weighted S&P 500 Index + 400 bps benchmark as a result of strong stock market performance over the last few years. Additionally, LAFPP’s 10 year and ITD performance, which are the more relevant measures of performance, were slightly below the benchmark for each time period by 130 and 60 bps, respectively

Diversification Aggregate Portfolio is well diversified across geographies, sectors and vintage years and has exposure to multiple industries and

over 3,000 companies

Cash Flows Similar to 2012, 2013, 2014 and 2015 distributions continued to outpace contributions (positive net cash flow) through 2016


Aggregate Portfolio Private Equity Exposure Summary $’s in millions

Total Plan Market Value $19,513.9

Private Equity Exposure Target (%) 12% ± 3%

Private Equity Exposure Target ($) $2,341.7

Current Private Equity Exposure (%) 9.4%

ARV1 $1,835.3

Aggregate Portfolio Summary In June 2016, LAFPP’s Board approved an increase in the Plan’s private equity

exposure target to 12% from 10% As of December 31, 2016, the Aggregate Portfolio’s ARV1 was $1,835.3 million,

approximately 9.4% of total Plan assets

(1) ARV - Adjusted Reported Value. Represents reported value as most recently reported by the General Partners, adjusted for net contribution and distribution activity


Aggregate Portfolio Summary (continued) LAFPP has committed $4,045.1 million to 324 partnerships managed by 154 sponsors

since the inception of its Private Equity Portfolio in 1996 Contributions to and distributions from the Aggregate Portfolio since inception

totaled $2,972.0 million and $2,632.6 million, respectively Net IRR Since Inception and Return Multiple1 of 10.9% and 1.50x, respectively, were

up slightly year over year

(1) LAFPP considers a fund inactive if there is a $0 NAV (2) ARV - Adjusted Reported Value. Represents reported value as most recently reported by the General Partners, adjusted for net contribution and distribution activity


(4) Return Multiple: (Cumulative Distributions + ARV2) / Cumulative Contributions (including fees outside of commitment)

Aggregate Portfolio Snapshot $’s in millions

Portfolio Since Inception 12/31/16 12/31/15 Net Change Partnerships 324 303 21 Active 274 265 9 Inactive1 50 38 12 Sponsors 154 151 3 Commitments $4,045.1 $3,617.0 $428.1

Contributions $2,972.0 $2,690.7 $281.3 Remaining Commitments $1,103.2 $954.5 $148.7 Distributions $2,632.6 $2,340.3 $292.3 ARV2 $1,835.3 $1,643.6 $191.7 Total Value3 $4,467.9 $3,983.9 $484.0 Return Multiple4 1.50x 1.48x 0.02x Net IRR Since Inception 10.9% 10.8% 0.1%


Core & Specialized Manager Portfolio Summaries Core Portfolio accounts for 90.1% of the total commitments and 83.8% of total market

value (“ARV”)2 in the Aggregate Portfolio Based on Net IRR Since Inception, Core Portfolio performance was up by 10 bps and

Specialized Manager Portfolio performance was down 70 bps year over year Distributions outpaced contributions in both the Core and Specialized Portfolios

(1) LAFPP considers a fund inactive if there is a $0 NAV (2) ARV - Adjusted Reported Value. Represents reported value as most recently reported by the General Partners, adjusted for net contribution and distribution activity (3) Total Value: Cumulative Distributions + ARV2

(4) Return Multiple: (Cumulative Distributions + ARV2) / Cumulative Contributions (including fees outside of commitment) (5) The first cash flows for the Core and Specialized Portfolios were 9/1996 and 12/2007, respectively

Core Portfolio Snapshot $’s in millions

Portfolio Since Inception 12/31/16 12/31/15 Net Change

Partnerships 277 257 20 Active 227 219 8 Inactive1 50 38 12 Sponsors 127 125 2 Commitments $3,646.3 $3,225.6 $420.7 Contributions $2,661.7 $2,418.8 $242.9 Remaining Commitments $1,017.7 $838.3 $179.4 Distributions $2,493.1 $2,240.9 $252.2 ARV2 $1,538.5 $1,366.7 $171.8 Total Value3 $4,031.6 $3,607.6 $424.0 Return Multiple4 1.52x 1.49x 0.03x Net IRR Since Inception5 10.9% 10.8% 0.1%

Specialized Manager Portfolio Snapshot $’s in millions

Portfolio Since Inception 12/31/16 12/31/15 Net Change

Partnerships 47 46 1 Active 47 46 1 Inactive1 0 0 0 Sponsors 39 38 1 Commitments $399.0 $391.5 $7.5 Contributions $310.3 $271.9 $38.4 Remaining Commitments $85.6 $116.2 ($30.6) Distributions $139.5 $99.4 $40.1 ARV2 $288.4 $276.9 $11.5 Total Value3 $428.0 $376.3 $51.7 Return Multiple4 1.39x 1.37x 0.02x Net IRR Since Inception5 10.9% 11.6% (0.7%)


2016 Commitments In 2016, LAFPP added to its Private Equity Portfolio $436.3 million of commitments

to 23 new partnerships

(1) An oversubscribed fund means there is more investor demand for a fund than the manager of the fund is willing to take. An oversubscribed offering typically reflects investors’ desire to invest and view that a manager will achieve top quartile returns. This view is based on investors reviewing past performance and the current offering (2) “SM” – Specialized Manager Fund (3) Subsequent to year end, Polaris VIII has closed on $435 million, Bain Double Impact has closed on $390 million and Defy has closed on $140 million of commitments

2016 Commitments ($’s in Millions) Closing

Date Partnership Target Fund Size New or Existing Relationship

Investment Strategy

Commitment Amount

Demand for Offering1

2/2/2016 DFJ Ventures XII $325 Existing Venture Capital $10 Oversubscribed 2/5/2016 Advent International GPE VIII $12,000 Existing Buyout $20 Oversubscribed 2/19/2016 Thoma Bravo Fund XII $7,000 Existing Buyout $30 Oversubscribed 2/19/2016 TCV IX $2,450 Existing Venture Capital $10 Oversubscribed 2/29/2016 Green Equity Investors VII $7,500 Existing Buyout $25 Oversubscribed 3/8/2016 Spark V $350 Existing Venture Capital $2.5 Oversubscribed 3/11/2016 Vista Equity Partners VI $8,000 Existing Buyout $40 Oversubscribed 4/7/2016 Spark Capital Growth Fund II $500 Existing Venture Capital $15 Oversubscribed 5/11/2016 Longitude Venture Partners III $450 Existing Venture Capital $15 Oversubscribed 5/18/2016 Lightyear IV $950 Existing Buyout $25 Not Oversubscribed 5/19/2016 Vista Foundation Fund III $2,500 Existing Buyout $15 Oversubscribed 6/13/2016 Stepstone Secondary Opportunities Fund III $750 Existing Special Situations $25 Not Oversubscribed 6/22/2016 DFJ Growth 2016 $500 Existing Venture Capital $15 Oversubscribed 7/13/2016 Polaris Venture Partners VIII $400 Existing Venture Capital $20 Fundraising3 8/5/2016 ABRY Heritage Partners $525 Existing Buyout $10 Oversubscribed 9/9/2016 Gridiron Capital Fund III $750 Existing Buyout $15 Oversubscribed 9/28/2016 BC European Capital X $4,211 Existing Buyout $39.3 Fundraising 10/4/2016 Lone Star X $6,000 New Special Situations $40.0 Oversubscribed 11/22/2016 Bain Double Impact Fund (SM2) $250 Existing Buyout $7.5 Fundraising3 12/16/2016 Incline Equity IV $500 Existing Buyout $12 Oversubscribed 12/31/2016 Platinum IV $6,500 Existing Special Situations $20 Oversubscribed 1/19/2017 Abry Senior Equity V $1,050 New Special Situations $10 Oversubscribed 5/12/2017 Defy Partners I (SM2) $125 New Venture Capital $7.5 Fundraising3 Not Closed Astra Partners I (SM2) $250 New Buyout $7.5 Fundraising

Average $2,660 Total $436.3


13.5

11.3

13.7

11.4 10.9

17.1

13.2

19.3

12.7 11.5

14.4

11.2

14.0

11.4 10.9

8.6

11.8 12.1 10.9 10.9

0.0

5.0

10.0

15.0

20.0

25.0

1 Year 3 Year 5 Year 10 Year ITD

% R

etur

ns

Across-Period Performance Comparative Returns as of December 31, 2016

Aggregate Net IRR

S&P 500 +400 bps

Core Net IRR

Specialized Manager Net IRR

Comparative Returns From a 1-, 3-, and 5-year perspective, LAFPP’s Aggregate Portfolio lagged the S&P 500

Index +400 bps benchmark1. LAFPP’s 10-year and ITD performance lagged the benchmark by 130 and 60 bps, respectively

(1) With the exception of the hypothetical final cash flow, the cash weighted return for the S&P 500 + 400 bps index assumes the same inception to date net cash flow stream that was used in calculating the returns for the Aggregate Portfolio. The hypothetical final cash flow/valuation at 12/31/2016 reflects the amount of appreciation or depreciation that the index experienced from inception to date

(2) 1-, 3-, 5- and 10- year IRRs (“Across Period” returns) are calculated using the previous periods ending value as the calculations’ initial cash inflow. The across period IRR represents the implied discount rate that will make the net present value of the stream of cash flows sum to zero

(3) “ITD”: Inception-to-Date Net Internal Rate of Return as of 12/31/2016

2 2 2 2 3


Portfolio Diversification1 Aggregate Portfolio is well diversified across sectors, geographies and industries. It has exposure to over 3,000

companies with approximately 89% exposure to private companies and 11% to public companies

(1) All Charts are based on Reported Value: Represents reported value as most recently reported by the General Partners as of 12/31/2016

Buyout 47.0%

Venture Capital & Growth Equity 29.0%

Special Situations

24.0%

U.S. 79.4%

International 20.6%

Communications 4.3%

Computer/ Electronics

25.3% Consumer Products

6.1%

Fund of Funds 1.7% Transportation/

Logistics 2.7%

Industrial Products

13.5% Medical/ Health 9.8%

Secondary 0.1%

Services 16.4%

Financial Services 12.8%

Real Estate 1.3%

Energy 5.6%

Other 0.4%

Private 88.9% Public

11.1%


Portfolio Performance1 Aggregate Portfolio grouped into vintage year buckets – “Mature” (1996-2004),

“Maturing” (2005-2009) and “Developing” (2010-2016)

Vintage Years

LTM2 Contributions

ITD2 Contributions

LTM2 Distributions

ITD2 Distributions ARV3

1 Year IRR

3 Year IRR

5 Year IRR

10 Year IRR

Return Multiple

as of 12/31/15

Return Multiple

as of 12/31/16

Net IRR4 as of

12/31/15

Net IRR4 as of

12/31/16 $’s in millions

Mature (1996-2004) $0.2 $757.0 $16.9 $1,125.2 $43.2 (4.2%) (0.3%) 9.2% 9.5% 1.55x 1.55x 9.9% 9.8%

Maturing (2005-2009) $5.2 $950.0 $149.6 $1,161.8 $451.3 14.8% 9.7% 14.1% 11.4% 1.63x 1.70x 11.5% 11.6%

Developing (2010-2016) $275.9 $1,265.0 $125.8 $345.6 $1,340.8 13.8% 13.6% 14.1% 13.2% 1.28x 1.34x 13.5% 13.2%

Total Portfolio $281.3 $2,972.0 $292.3 $2,632.6 $1,835.3 13.5% 11.3% 13.7% 11.4% 1.48x 1.50x 10.8% 10.9%

(1) All data presented as of 12/31/2016, unless otherwise stated. (2) LTM”: Last Twelve Months, “ITD”: Inception-to-Date (3) ARV – Adjusted Reported Value: Represents reported value as most recently reported by the General Partners, adjusted for net contribution and distribution activity

through 12/31/2016 (4) Net IRR Since Inception


Sector Performance Buyout Sector, the Aggregate Portfolio’s largest exposure at 46.9%, has performed

well with a net IRR since inception of 12.5% Venture Capital & Growth Equity Sector, the Aggregate Portfolio’s second largest

exposure at 29.4%, has generated a net IRR since inception of 7.3% Venture Capital & Growth Equity Sector has generated performance of 11.7% during PA’s tenure

Special Situations, the Aggregate Portfolio’s third largest exposure at 23.7%, has performed well with a net IRR since inception of 10.7%

(1) ARV - Adjusted Reported Value. Represents reported value as most recently reported by the General Partners, adjusted for net contribution and distribution activity (2) Return Multiple: (Cumulative Distributions + ARV1) / Cumulative Contributions (including fees outside of commitment) (3) Net IRR Since Inception as of 12/31/2016

Sector Commitments % of Total Commitments ARV1 % of ARV1 Return Multiple2 Net IRR3

$’s in millions

Buyout $2,061.9 51.0% $861.1 46.9% 1.60x 12.5%

Special Situations $1,065.3 26.3% $434.3 23.7% 1.44x 10.7% Venture Capital & Growth Equity $917.9 22.7% $539.9 29.4% 1.35x 7.3%

Total Portfolio $4,045.1 100% $1,835.3 100% 1.50x 10.9%


Performance by Sub-Sector Strategy

(1) Adjusted Reported Value: Represents reported value as most recently reported by the General Partners, adjusted for net contribution and distribution activity (2) Net IRR Since Inception as of 12/31/2016

$264.1 MM

$267.2 MM $246.0

MM

$280.0 MM

Investment Strategy Capital Committed

Paid-In Capital Percentage Called Capital

Distributed Percentage Distributed

Adjusted Reported

Value1

Net IRR2

$’s in millions

Buyout $2,061.9 $1,529.5 74% $1,592.5 77% $861.1 12.5%

Large $612.3 $489.3 80% $653.0 107% $190.4 13.1%

Mid Market $1,449.6 $1,040.2 72% $939.5 65% $670.7 12.1%

Special Situations $1,065.3 $749.6 70% $647.5 61% $434.3 10.7%

Distressed Debt & Restructuring $650.7 $419.8 65% $376.4 58% $260.8 12.0%

Mezzanine $72.6 $67.7 93% $69.3 95% $24.0 12.6%

Multi-Strategy & Other $222.5 $169.6 76% $119.5 54% $111.3 7.8%

Secondary $119.5 $92.5 77% $82.3 69% $38.2 9.7%

Venture Capital & Growth Equity $917.9 $692.9 75% $392.6 43% $539.9 7.3%

Early Stage $118.8 $87.0 73% $58.2 49% $44.7 4.4%

Late Stage $111.0 $81.8 74% $53.2 48% $32.4 0.9%

Multi-Stage $379.2 $277.2 73% $194.0 51% $197.6 8.5%

Growth $308.9 $247.0 80% $87.2 28% $265.2 10.2%

Total Portfolio $4,045.1 $2,972.0 71% $2,632.6 63% $1,835.3 10.9%


Performance by Sub-Sector Strategy

$264.1 MM

$267.2 MM $246.0

MM

$280.0 MM

Investment Strategy 1 Year IRR 3 Year IRR 5 Year IRR 10 Year IRR Net IRR1

Buyout 16.2% 13.6% 16.5% 12.9% 12.5%

Large 19.7% 13.6% 18.2% 11.4% 13.1%

Mid Market 15.1% 13.6% 15.7% 13.9% 12.1%

Special Situations 19.5% 7.0% 9.8% 10.0% 10.7%

Distressed Debt & Restructuring 25.0% 10.6% 13.6% 11.3% 12.0%

Mezzanine 0.3% 6.2% 8.4% 12.7% 12.6%

Multi-Strategy & Other 19.1% 1.8% 4.1% 7.0% 7.8%

Secondary (0.9%) 2.6% 7.7% 8.1% 9.7%

Venture Capital & Growth Equity 4.7% 11.6% 12.7% 9.3% 7.3%

Early Stage (1.1%) 6.9% 9.9% 6.9% 4.4%

Late Stage (1.8%) (7.2%) (1.6%) 2.7% 0.9%

Multi-Stage 3.9% 15.5% 15.7% 9.3% 8.5%

Growth 7.3% 12.1% 13.0% 12.6% 10.2%

Total Portfolio 13.5% 11.3% 13.7% 11.4% 10.9%

(1) Net IRR Since Inception as of 12/31/2016


Vintage Year Performance Aggregate Portfolio performance exceeded the Cambridge Associates Benchmark

median returns for 12 of the 18 reported vintage years and exceeded the top quartile returns for 2 of the 18 reported vintage years

(1) ARV - Adjusted Reported Value. Represents reported value as most recently reported by the General Partners, adjusted for net contribution and distribution activity (2) Return Multiple: (Cumulative Distributions + ARV1) / Cumulative Contributions (including fees outside of commitment) (3) Net IRR Since Inception as of 12/31/2016 (4) Weighted benchmark was calculated from the product of the percent drawn in each sector within each vintage year in LAFPP’s portfolio multiplied by the sector-specific

Cambridge Associates Benchmark returns. Same methodology was used for the Total Portfolio

Vintage Year Commitments % of Total ARV1 % of Total Return Multiple2 Net IRR3 Median Weighted

Benchmark4

Top Quartile Weighted

Benchmark4 $’s in millions

1996 $16.5 0% $0.1 0% 1.95x 22.2% 13.0% 29.0% 1997 $65.2 2% $1.4 0% 1.75x 18.1% 15.3% 36.0% 1998 $126.8 3% $1.3 0% 1.40x 7.3% 8.6% 17.6% 1999 $143.3 4% $1.6 0% 1.32x 5.1% 6.2% 13.4% 2000 $201.5 5% $10.0 1% 1.44x 7.8% 9.8% 16.5% 2001 $59.1 1% $4.9 0% 2.08x 21.4% 15.7% 25.2% 2002 $11.3 0% $1.3 0% 2.44x 33.1% 20.3% 31.0% 2003 $50.3 1% $6.9 0% 1.66x 11.7% 15.3% 24.3% 2004 $75.0 2% $15.7 1% 1.59x 11.5% 9.1% 17.1% 2005 $158.2 4% $34.6 2% 1.52x 7.6% 6.9% 12.5% 2006 $161.3 4% $31.9 2% 1.43x 6.5% 7.9% 12.6% 2007 $231.0 6% $100.4 5% 1.72x 12.9% 9.3% 14.5% 2008 $405.4 10% $233.5 13% 1.85x 16.0% 10.9% 16.7% 2009 $65.5 2% $50.9 3% 1.85x 15.4% 13.7% 20.2% 2010 $199.5 5% $137.4 7% 1.43x 10.7% 12.4% 19.3% 2011 $349.4 9% $321.9 18% 1.47x 13.0% 10.8% 17.6% 2012 $329.0 8% $314.9 17% 1.52x 20.1% 12.4% 18.0% 2013 $202.0 5% $158.8 9% 1.23x 12.3% 9.8% 19.0% 2014 $335.0 8% $222.4 12% NM NM NM NM 2015 $354.3 9% $142.1 8% NM NM NM NM 2016 $505.5 11% $43.3 2% NM NM NM NM

Total Portfolio $4,045.1 100% $1,835.3 100% 1.50x 10.9% 9.0% 17.1%


Five Largest Sponsors by Total Exposure1

$’s in millions

Sponsor # of Funds

Total Commitments

% of Total

Total Exposure1

% of Total

Return Multiple2

Net IRR3

ABRY Partners Incorporated 6 $145.0 4% $145.4 5% 1.38x 13.6%

Vista Equity Partners 5 $140.0 3% $131.3 4% 1.63x 26.6%

Insight Venture Associates 5 $105.0 3% $126.5 4% 1.39x 12.7%

Thoma Bravo 4 $100.0 2% $95.5 3% 2.13x 40.7%

Ares Corporate Opportunities 6 $150.0 4% $86.0 3% 1.81x 15.0%

26 $640.0 16% $584.7 19% 1.67x 18.9%

Five Largest Sponsors by Total Exposure Top five sponsors by total exposure account for 16% of the Aggregate Portfolio’s

total commitments and 19% of the total exposure1

(1) Total Exposure is equal to the reported value as most recently reported by the General Partners plus remaining commitment (2) Return Multiple: (Cumulative Distributions + Reported Value) / Cumulative Contributions (including fees outside of commitment) (3) Net IRR Since Inception as of 12/31/2016


$281.3 $292.3

4,467.9

$2,972.0

$2,632.6

$0

$500

$1,000

$1,500

$2,000

$2,500

$3,000

$3,500

$4,000

$4,500

$0

$200

$400

$600

$800

$1,000

$ M

illio

ns

Contributions By Year Distributions By Year Total Value

Cumulative Contributions Cumulative Distributions

Annu

al C

ash

Flow

s ($’

s in

mill

ions

)

Aggregate Portfolio Cash Flow Summary Cumulative contributions and distributions totaled $2,972.0 million and $2,632.6

million, respectively Aggregate Portfolio’s total value is $4,467.9 million as of December 31, 2016

Cumulative &

Total Value ($’s in millions)


Annual Net Cash Flow Summary

2016 marked the fifth consecutive year in which the Aggregate Portfolio’s distributions outpaced contributions (positive net cash flow)

With the increase in the exposure target and commitment pace in 2013 and again in 2016, it is likely the Portfolio will revert to a negative net cash flow profile in the next two to three years

$264.1 MM

$267.2 MM $246.0

MM

$280.0 MM

Contributions Distributions Net Cash Flow

$’s in millions 1996 ($1.1) $0.0 ($1.1) 1997 ($11.1) $0.2 ($10.9) 1998 ($39.7) $2.8 ($36.9) 1999 ($94.2) $14.2 ($80.0) 2000 ($125.2) $64.4 ($60.8) 2001 ($68.8) $27.8 ($41.0) 2002 ($58.4) $24.9 ($33.5) 2003 ($62.4) $50.4 ($12.0) 2004 ($105.1) $99.1 ($6.0) 2005 ($105.0) $122.1 $17.1 2006 ($116.7) $133.9 $17.2 2007 ($141.1) $172.6 $31.5 2008 ($205.8) $66.1 ($139.7) 2009 ($103.2) $34.5 ($68.7) 2010 ($200.2) $138.7 ($61.5) 2011 ($222.0) $159.6 ($62.4) 2012 ($251.0) $265.2 $14.2 2013 ($193.6) $281.4 $87.8 2014 ($287.4) $345.2 $57.8 2015 ($298.6) $337.0 $38.4 2016 ($281.3) $292.3 $11.0 Total Portfolio ($2,972.0) $2,632.6 ($339.4)


Commodities Allocation to Private Equity Performance Review (as of December 31, 2016)


Commodities Allocation to PE - Summary As of December 31, 2016, LAFPP has closed commitments totaling $193.8 million to 9

partnerships managed by 5 sponsors Contributions to and distributions from the Portfolio since inception totaled $100.9

million and $13.4 million, respectively Net IRR and Return Multiple5 of 12.3% and 1.16x, respectively, were up significantly

year over year Eight of the 9 funds are generating positive performance

(1) Subsequent to year end, LAFPP closed on a tenth commitment to Resource Capital Fund VII for $20 million that was approved in October 2016 (2) LAFPP considers a fund inactive if there is a $0 NAV (3) ARV - Adjusted Reported Value. Represents reported value as most recently reported by the General Partners, adjusted for net contribution and distribution activity (4) Total Value: Cumulative Distributions + ARV3 (5) Return Multiple: (Cumulative Distributions + ARV3) / Cumulative Contributions (including fees outside of commitment)

Aggregate Portfolio Snapshot $’s in millions

Portfolio Since Inception 12/31/16 12/31/15 Net Change Partnerships1 9 8 1 Active 9 8 1 Inactive2 0 0 0 Sponsors 5 4 1 Commitments $193.8 $173.8 $20.0

Contributions $100.9 $53.5 $47.4 Remaining Commitments $93.1 $120.4 ($27.3) Distributions $13.4 $3.0 $10.4 ARV3 $103.6 $49.4 $54.2 Total Value4 $117.0 $52.4 $64.6 Return Multiple5 1.16x 0.98x 0.18x Net IRR Since Inception 12.3% (2.0%) 14.3%


Commodities Allocation to PE Diversification1 Portfolio is still very young, however, it is performing well and becoming more

diversified. Additionally, it is expected to remain predominately US-based

(1) All Charts are based on Reported Value: Represents reported value as most recently reported by the General Partners as of December 31, 2016

Agriculture 19.7%

Oil & Gas 50.5%

Timber 21.0%

Other 6.6%

Metals & Mining 2.2%

U.S. 94.1%

Int'l 5.9%

2016 5.4% 2015

11.0%

2014 50.9%

2013 10.6%

2012 4.4%

2011 12.5%


Manager Investment $’s in millions Status Strategy Commitments 2012 Apollo Natural Resource Partners, LP Existing Commodity Multi-strategy $15.0 EnCap Energy IX, LP New Oil and Gas $18.8

NGP Natural Resources X, LP Existing Oil and Gas $10.0

2012 Total: $43.8 2013 NGP Agribusiness Follow-on Fund, LP Existing Agribusiness and Food Processing $25.0

2013 Total: $25.0 2014 Molpus Woodlands Fund IV, LP New Timber $25.0

NGP Natural Resources XI, LP Existing Oil and Gas $25.0

2014 Total: $50.0 2015 EnCap Energy X, LP Existing Oil and Gas $30.0

Apollo Natural Resource Partners II, LP Existing Commodity Multi-strategy $25.0

2015 Total: $55.0 2016 Tillridge Global Agribusiness Partners II, LP New Agribusiness and Food Processing $20.0

Resource Capital Fund VII, LP1 New Metals & Mining $25.0

2016 Total: $45.0 2017

2017 Total: $0.0 Cumulative

Grand Total: $218.8

Commodities Commitments

Below is a schedule of the 10 approved commitments to the Commodities Portfolio

(1) Subsequent to year end, LAFPP closed on Resource Capital Fund VII for $20 million that was approved in October 2016


Strategic Plan Update As of June 30, 2017


Private Equity Portfolio LAFPP began investing in Private Equity in 1996 with a 3% exposure target and commitments

totaling $18.1 million for that year Since the Private Equity Portfolio’s inception, LAFPP has approved $4,329.4 million in

commitments to 341 partnerships managed by 162 sponsors as of June 30, 2017 Plan assets have grown to $20,151.7 million at March 31, 2017 from $7,685.6 million at October 1, 1996

As of March 31, 2017, ARV1 was $1,807.1 million, approximately 9.0% of total Plan assets Soft target of approximately 10% of each year’s annual commitment pace for Specialized Managers

(1) ARV - Adjusted Reported Value. Represents reported value as most recently reported by the General Partners, adjusted for net contribution and distribution activity (2) LAFPP’s Board approved a change in the Plan’s PE exposure target to 12% effective 6/16/2016

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LAFPP’s Cumulative Commitments Inception (1996) – 1st Half 2017

LAFPP's Cumulative Commitments ($) PE Exposure Target (%)

PE Exposure Target 2 (%

)


Commitment Pace Before 2010, the Private Equity Portfolio’s commitment pace was very inconsistent. The

reason for this inconsistency was the Board’s actions/decisions to turn the private equity investment program on and off

It is difficult to “market-time” private equity performance. As a result, PA has recommended a consistent annual commitment pace since the inception of its Advisory Mandate in 2010 to optimize the Private Equity Portfolio’s return potential By maintaining a regular pace of commitments over multiple years, LAFPP will avoid over-exposure to high-priced markets

and under-exposure to more attractive pricing environments. Additionally, a consistent commitment pace over time will reduce volatility in future cash flows

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LAFPP’s Annual Commitments Inception (1996) – 1st Half 2017

LAFPP's Commitments ($) PE Exposure Target (%)

PE Exposure Target 1 (%

)

(1) LAFPP’s Board approved a change in the Plan’s PE exposure target to 12% effective 6/16/2016


2017 Commitments In the first half of 2017, LAFPP’s Board approved $258.5 million of commitments to

14 new partnerships

(1) An oversubscribed fund means there is more investor demand for a fund than the manager of the fund is willing to take. An oversubscribed offering typically reflects investors’ desire to invest and view that a manager will achieve top quartile returns. This view is based on investors reviewing past performance and the current offering (2) “SM” – Specialized Manager Fund (3) SM2 Fund recommended by Fairview Capital Partners Inc. (4) SM2 Fund recommended by Portfolio Advisors LLC

2017 Commitments ($’s in Millions)

Closing Date Partnership Target Fund Size New or Existing

Relationship Investment

Strategy Commitment

Amount Demand for

Offering1

1/25/2017 Greycroft Growth II (SM2,3) $200 New Venture Capital $5 Oversubscribed 2/1/2017 SG Growth Partners IV $750 Existing Venture Capital $15 Oversubscribed 2/7/2017 Argand Capital Partners (SM2,3) $500 New Buyout $5 Fundraising 3/3/2017 Centana Growth (SM2,3) $200 New Venture Capital $5 Oversubscribed 3/6/2017 EnCap Energy Partners XI $6,500 Existing Special Situations $40 Oversubscribed 3/31/2017 Oak HC/FT II (SM2,4) $500 Existing Venture Capital $10 Oversubscribed 3/31/2017 Silver Lake Partners V $12,500 Existing Buyout $36 Oversubscribed 4/7/2017 New Enterprise Associates 16 $3,000 Existing Venture Capital $20 Oversubscribed 5/31/2017 CVC Partners VII $13,333 Existing Buyout $25 Oversubscribed 5/31/2017 Glendon Opportunities Fund II $2,000 New Special Situations $25 Oversubscribed Not Closed P4G Capital Partners (SM2,4) $200 New Buyout $7.5 Fundraising Not Closed Palladium Equity Partners V $1,500 Existing Buyout $25 Fundraising Not Closed Canaan XI $750 Existing Venture $20 Fundraising Not Closed Insight Venture Partners X $5,000 Existing Venture $20 Fundraising

Average $3,572 Total $258.5


2017 Guidelines 12%1 private equity exposure target $425 to $475 million commitment pace

Soft target of approximately 10% of annual commitment pace for Specialized Managers

Chart below represents LAFPP’s current sector exposures and Portfolio Advisors’ recommended optimal range for each sector

(1) LAFPP’s Board approved a change in the Plan’s PE exposure target to 12% effective 6/16/2016 (2) Total Exposure: Equal to the reported value as most recently reported by the General Partners plus remaining commitment

LAFPP Portfolio (12/31/2016) Sectors Aggregate Portfolio Total Exposure2 Optimal Range Buyouts 48% 40-60% Middle Market 37% 30-40% Large 11% 10-20% Special Situations 26% 15-40% Distressed Debt & Restructuring 17% 15-20% Mezzanine 1% 0-5% Multi-Strategy & Other 5% 5-10% Secondary 2% 0-5% Venture Capital & Growth Equity 26% 15-35% Early Stage 3% 2.5-7.5% Multi-Stage 10% 5-15% Late Stage 2% 2.5-7.5% Growth 11% 5-15%


2017 Objectives Continue to work towards 12%1 private equity exposure target

Commit $425 to $475 million for the Private Equity Portfolio • Soft target of approximately 10% of annual commitment pace for Specialized Managers

Provide LAFPP with access to top-tier sponsors, both existing relationships and new relationships Emphasize middle market buyout managers Selectively invest in large buyout sponsors Emphasize middle market and lower middle market distressed debt for control sponsors Opportunistically invest in mezzanine and secondary funds Selectively invest in venture capital sponsors Selectively invest in European and Asian sponsors

• PA typically targets International exposure of 15% to 35% with an emphasis on Europe and Asia, and little to no exposure to less proven markets

Selectively invest in Specialized Managers • First-, second- or third-time institutional funds for a given manager; • Funds with a stated target size of less than or equal to approximately $500 million; • Managers of funds that are owned at the General Partner level by one or more minorities, women, LGBT and/or

disabled veterans; • Funds that target companies which offer demographically-focused products and services to minorities and

women; and, • Funds that have a specialized strategy such as investing in companies located in California or Los Angeles

Emphasize diversification and investment manager selection

(1) LAFPP’s Board approved a change in the Plan’s PE exposure target to 12% effective 6/16/2016


Commodities Allocation to Private Equity 2017 Guidelines

Maintain exposure targets of up to 50% oil & gas and 50% other, which primarily consists of agriculture, metals & mining and timber

2017 Objectives Commit the remaining $30 million of allocation to 1 or 2 funds focused on agriculture, metals & mining

and / or timber funds Emphasize investment manager selection


Outlook for Remainder of 2017 For the Core Program, PA anticipates seeking approval from the Board for potentially 5 or 6

more commitments before year end For the Specialized Manager Program, PA anticipates seeking approval from the Board for 3

commitments before year end For the Commodities Allocation to Private Equity, PA anticipates seeking approval from the

Board for 1 or 2 commitments before year end For the Specialized Manager Program, Fairview anticipates seeking approval from the Board

for potentially 3 commitments before year end


Discussion on Specialized Manager Process


Specialized Manager Sourcing

PA proactively sources new investment opportunities with Specialized Managers in the following categories First, second or third institutional fund Target fund size of (approximately) < $500 million Unique investment objectives Managers of funds that are owned at the General Partner level by one or more minorities, women, LGBT

and/or disabled veterans Funds that target companies which offer demographically-focused products and services to minorities and

women; and, Funds that have a specialized strategy such as investing in companies located in California or Los Angeles

PA professionals have attended over 40 Specialized Manager conferences in the last five years (sample list below)

Annual Women’s Private Equity Summit Buyouts East* CALPERS Diversity Forum Chicago Buyouts ConsortiumEAST* ConsortiumWEST Emerging Manager Connect* Grosvenor Small & Emerging Manager Conference IMI (Investment Management Institute) NAIC Annual Meeting & Convention New York Buyouts NYSTERS’ MWBE Conference

Opus Connect GP LP Emerging Manager Event Partner Connect East* Partner Connect Midwest* Partner Connect Southwest* Partner Connect Webinar* TRS & ERS Emerging Manager Conference

*Denotes a conference where a PA professional was either a keynote speaker or panel participant


Specialized Manager Sourcing Results Since September 2013, Portfolio Advisors has been in dialogue with

approximately 375 distinct fund managers representing potential fits with Specialized Manager profile More than 350 calls / meetings with approximately 175 new managers 15 under serious evaluation 2 in advanced dialogue / due diligence Approximately 225 deferred or not recommended at this time

Since the $100 million mandate was awarded to Portfolio Advisors in September of 2016, LAFPP’s Board has approved 4 new funds recommended by PA totaling $32.5 million in commitments


Portfolio Advisors-Specialized Manager Commitments

First, Second or Third Target Fund Size Minority/Woman/Disabled

Veteran/LGBT* California Specialized Cumulative $’s in millions Institutional Fund ≤ $500.0 Ownership** Office Investments Commitments Commitments Astra Partners I – Not Closed 3,4 $7.5 DEFY Partners I, LP – Closed 5/12/17 4 $7.5 P4G Capital Partners – Not Closed 3,4,5 $7.5 Oak HC/FT II, LP – Closed 3/31/17 4 $10.0 Total $32.5 $32.5

(1) Approved Commitments as of 6/30/2017 (2) ARV - Adjusted Reported Value. Represents reported value as most recently reported by the General Partners, adjusted for net contribution and distribution activity


(4) Return Multiple: (Cumulative Distributions + ARV2) / Cumulative Contributions (including fees outside of commitment) (5) Net IRR Since Inception as of 12/31/2016 *LGBT and Disabled Veteran criteria added in 2016 . Continuing to search for Disabled Veteran managed fund ** Minority Ownership Legend: 1) U.S. Hispanic 2) Asian American 3) African American 4) Woman 5) LGBT

Since PA was hired in April 2010, commitments totaling $254 million have been approved to 31 funds (VY’s 2010-2017) managed by 29 Specialized Managers Of these commitments, $164 million (~65%) has been committed to 21 funds (~68%) managed by 19

Specialized Managers that are Minority-, Woman- and LGBT-owned business entities Seven of the Specialized Managers that PA has recommended have graduated to the Core Program

Performance:

Since the award of $100 million of new capital in September of 2016, the Board has

approved 4 new funds recommended by PA totaling $32.5 million in commitments

$'s in millions

Commitments1 Contributions Distributions ARV2 Total Value3 Return Multiple4 Net IRR5

$254.0 $152.0 $30.0 $173.5 $203.5 1.34x 14.7%


Fairview Capital Partners-Specialized Manager Commitments

First, Second or Third Target Fund Size Minority/Woman/Disabled

Veteran/LGBT* California Specialized Cumulative $’s in millions Institutional Fund ≤ $500.0 Ownership** Office Investments Commitments Commitments Greycroft Growth II – Closed 1/12/17 4 $5.0 Argand Capital Partners – Closed 2/1/17 2,3,4 $5.0 Centana Growth – Closed 3/3/17 2 $5.0

Total $15.0 $15.0

*LGBT and Disabled Veteran criteria added in 2016 ** Minority Ownership Legend: 1) U.S. Hispanic 2) Asian American 3) African American 4) Woman 5) LGBT

Since the $50 million pool of new capital was awarded to Fairview in September 2016, LAFPP’s Board has approved 3 new funds recommended by Fairview totaling $15 million of commitments All three of the funds are managed by Specialized Managers that are Minority- and / or Woman- owned

business entities

Performance: All three fund commitments closed in Q1 2017. It is too early to expect any performance at this point in

time

The pipeline for the Specialized Manager Program remains strong The universe of Specialized Private Equity Managers continues to evolve and

grow. Fairview believes the persistent high rate of new firm formation bodes well for LAFPP’s program as many high quality / tenured managers are looking to build their own private equity franchises


StepStone Group-Specialized Manager Commitments

From 2007 to 2010, Stepstone approved commitments totaling $177.5 million to 20 funds managed by 18 Specialized Managers

Three of the Specialized Managers that StepStone recommended graduated to the Core Program PA recommended and the Board approved commitments to funds sponsored by all three of these

Specialized Managers before they graduated to the Core Program

Performance:

(1) Approved Commitments as of 12/31/2016 (2) ARV - Adjusted Reported Value. Represents reported value as most recently reported by the General Partners, adjusted for net contribution and distribution activity


(4) Return Multiple: (Cumulative Distributions + ARV2) / Cumulative Contributions (including fees outside of commitment) (5) Net IRR Since Inception as of 12/31/2016

$'s in millions

Commitments1 Contributions Distributions ARV2 Total Value3 Return Multiple4 Net IRR5

$177.50 $161.80 $158.30 $123.20 $232.80 1.47x 9.4%


Disclosure Statement


Disclosure Statement GENERAL DISCLAIMER PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE PAST PERFORMANCE PRESENTED IN THIS DOCUMENT REFLECTS THE PARTICULAR OBJECTIVES AND CONSTRAINTS OF PORTFOLIO ADVISORS’ ADVISORY CLIENTS AND/OR MANAGED FUNDS OF FUNDS AT DIFFERENT POINTS IN TIME AND IS BASED ON THE ACTUAL HISTORICAL PERFORMANCE OF THE PRIVATE EQUITY FUNDS, CO-INVESTMENTS OR ANY OTHER INVESTMENTS, AS APPLICABLE (COLLECTIVELY OR INDIVIDUALLY, AS THE CONTEXT REQUIRES, “INVESTMENTS”), COMMITTED TO ON THEIR BEHALF. NO REPRESENTATION IS MADE THAT THE INVESTMENTS WOULD HAVE BEEN SELECTED FOR ANY PORTFOLIO ADVISORS-SPONSORED FUND DURING THE PERIOD SHOWN OR THAT THE PERFORMANCE OF ANY PORTFOLIO ADVISORS-SPONSORED FUND WOULD HAVE BEEN THE SAME OR SIMILAR TO THE PERFORMANCE REFLECTED. PORTFOLIO ADVISORS-SPONSORED FUNDS MAKE INVESTMENTS IN DIFFERENT ECONOMIC CONDITIONS THAN THOSE PREVAILING IN THE PAST AND IN DIFFERENT INVESTMENTS THAN THOSE REFLECTED IN THE PERFORMANCE RECORD(S) SHOWN HEREIN. ADDITIONALLY, THE PERFORMANCE DESCRIBED HEREIN REFLECTS THE PERFORMANCE OF CERTAIN INVESTMENTS OVER A LIMITED PERIOD OF TIME AND DOES NOT NECESSARILY REFLECT ANY SUCH INVESTMENTS’ PERFORMANCE IN DIFFERENT MARKET CYCLES. THE PERFORMANCE RECORD(S) SHOWN HEREIN WERE COMPILED, AND REFLECT CERTAIN SUBJECTIVE ASSUMPTIONS AND JUDGMENTS, BY PORTFOLIO ADVISORS. IT HAS NOT BEEN AUDITED OR REVIEWED BY ANY INDEPENDENT PARTY FOR ACCURACY OR REASONABLENESS. PROSPECTIVE INVESTORS SHOULD UNDERSTAND THAT THE USE OF DIFFERENT UNDERLYING ASSUMPTIONS AND JUDGMENTS, AND COMPARISONS TO DIFFERENT INFORMATION, COULD RESULT IN MATERIAL DIFFERENCES FROM THE PERFORMANCE RECORD(S) HEREIN. ADDITIONAL INFORMATION CAN BE PROVIDED BY PORTFOLIO ADVISORS UPON REQUEST. GENERAL DISCLOSURE THE SUMMARY DESCRIPTION OF ANY PORTFOLIO ADVISORS-SPONSORED FUND (EACH, THE “FUND”) INCLUDED HEREIN, AND ANY OTHER MATERIALS PROVIDED TO YOU, ARE INTENDED ONLY FOR DISCUSSION PURPOSES AND ARE NOT INTENDED AS AN OFFER TO BUY OR A SOLICITATION OF AN OFFER TO BUY OR SELL WITH RESPECT TO THE PURCHASE OR SALE OF ANY SECURITY AND SHOULD NOT BE RELIED UPON BY YOU IN EVALUATING THE MERITS OF INVESTING IN ANY SECURITIES. THESE MATERIALS ARE NOT INTENDED FOR DISTRIBUTION TO, OR USE BY, ANY PERSON OR ENTITY IN ANY JURISDICTION OR COUNTRY WHERE SUCH DISTRIBUTION OR USE IS CONTRARY TO LOCAL LAW OR REGULATION. THIS SUMMARY IS NOT INTENDED TO BE COMPLETE AND THE DESCRIPTION OF THE TERMS OF ANY FUND HEREIN IS QUALIFIED IN ITS ENTIRETY BY THE TERMS CONTAINED IN SUCH FUND’S CONFIDENTIAL PRIVATE PLACEMENT MEMORANDUM, PARTNERSHIP AGREEMENT AND SUBSCRIPTION AGREEMENT (THE "FUND DOCUMENTS") SIMILARLY, ANY SUMMARIES OF PORTFOLIO ADVISORS’ POLICIES ARE QUALIFIED IN THEIR ENTIRETY BY THE TERMS OF THE ACTUAL POLICIES. MATERIAL ASPECTS OF THE DESCRIPTIONS CONTAINED HEREIN MAY CHANGE AT ANY TIME AND IF YOU EXPRESS AN INTEREST IN INVESTING IN THE FUND YOU WILL BE PROVIDED WITH A COPY OF THE FUND DOCUMENTS. YOU MUST REVIEW THE FUND DOCUMENTS AND RISK FACTORS DISCLOSED IN THE FUND DOCUMENTS PRIOR TO MAKING A DECISION TO INVEST. YOU SHOULD RELY ONLY ON THE INFORMATION CONTAINED IN THE FUND DOCUMENTS IN MAKING YOUR DECISION TO INVEST. THE INFORMATION HEREIN IS NOT INTENDED TO PROVIDE, AND SHOULD NOT BE RELIED UPON FOR, ACCOUNTING, LEGAL OR TAX ADVICE OR INVESTMENT RECOMMENDATIONS. YOU SHOULD CONSULT YOUR TAX, LEGAL, ACCOUNTING OR OTHER ADVISORS ABOUT THE MATTERS DISCUSSED HEREIN. THE FUND WILL NOT REGISTER AS INVESTMENT COMPANIES UNDER THE U.S. INVESTMENT COMPANY ACT OF 1940, AS AMENDED (THE "COMPANY ACT") IN RELIANCE UPON THE EXEMPTION UNDER SECTION 3(C)(7) THEREUNDER, AND, ACCORDINGLY, THE PROVISIONS OF THE COMPANY ACT WILL NOT BE APPLICABLE TO THE FUND. AN INVESTMENT IN THE FUND WILL BE SUITABLE ONLY FOR CERTAIN SOPHISTICATED INVESTORS WHO HAVE NO NEED FOR IMMEDIATE LIQUIDITY IN THEIR INVESTMENT. SUCH AN INVESTMENT WILL PROVIDE LIMITED LIQUIDITY BECAUSE INTERESTS IN THE FUND WILL NOT BE FREELY TRANSFERABLE AND MAY GENERALLY NOT BE WITHDRAWN. THERE WILL BE NO PUBLIC OR SECONDARY MARKET FOR INTERESTS IN THE FUND, AND IT IS NOT EXPECTED THAT A PUBLIC OR SECONDARY MARKET WILL DEVELOP.


Disclosure Statement (continued) INVESTING IN FINANCIAL MARKETS INVOLVES A SUBSTANTIAL DEGREE OF RISK. THERE CAN BE NO ASSURANCE THAT THE FUND’S INVESTMENT OBJECTIVES OR ANY OF THE FUND’S (OR ITS SECTORS’ AND SUB-SECTORS’, IF ANY) INVESTMENT OBJECTIVES WILL BE ACHIEVED OR THAT THERE WILL BE A RETURN OF CAPITAL. INVESTMENT LOSSES MAY OCCUR WITH RESPECT TO ANY INVESTMENT IN THE FUND AND INVESTORS COULD LOSE SOME OR ALL OF THEIR INVESTMENT. NOTHING HEREIN IS INTENDED TO IMPLY THAT AN INVESTMENT IN THE FUND OR THE FUND'S INVESTMENT STRATEGIES MAY BE CONSIDERED "CONSERVATIVE," "SAFE," "RISK FREE" OR "RISK AVERSE." NO REGULATORY AUTHORITY HAS PASSED UPON OR ENDORSED THIS SUMMARY OR THE MERITS OF AN INVESTMENT IN THE FUND. DISTRIBUTION OF THIS INFORMATION TO ANY PERSON OTHER THAN THE PERSON TO WHOM THIS INFORMATION WAS ORIGINALLY DELIVERED AND TO SUCH PERSON'S ADVISORS IS UNAUTHORIZED AND ANY REPRODUCTION OF THESE MATERIALS, IN WHOLE OR IN PART, OR THE DISCLOSURE OF ANY OF THE CONTENTS, WITHOUT THE PRIOR CONSENT OF PORTFOLIO ADVISORS, LLC. IN EACH SUCH INSTANCE IS PROHIBITED. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, EACH RECIPIENT OF THIS SUMMARY (AND EACH EMPLOYEE, REPRESENTATIVE OR AGENT OF SUCH RECIPIENT) MAY DISCLOSE TO ANY AND ALL PERSONS, WITHOUT LIMITATION OF ANY KIND, THE TAX TREATMENT AND TAX STRUCTURE OF (I) THE FUND AND (II) ANY OF ITS TRANSACTIONS, AND ALL MATERIALS OF ANY KIND (INCLUDING OPINIONS OR OTHER TAX ANALYSES) RELATING TO SUCH TAX TREATMENT AND TAX STRUCTURE. CERTAIN INFORMATION CONTAINED HEREIN CONSTITUTES FORWARD-LOOKING STATEMENTS. DUE TO VARIOUS UNCERTAINTIES AND ACTUAL EVENTS, INCLUDING THOSE DISCUSSED HEREIN AND IN THE FUND DOCUMENTS, ACTUAL RESULTS OR PERFORMANCE OF THE FUND MAY DIFFER MATERIALLY FROM THOSE REFLECTED OR CONTEMPLATED IN SUCH FORWARD-LOOKING STATEMENTS. AS A RESULT, INVESTORS SHOULD NOT RELY ON SUCH FORWARD-LOOKING STATEMENTS IN MAKING THEIR INVESTMENT DECISIONS. ANY TARGET OBJECTIVES ARE GOALS ONLY, ARE NOT PROJECTIONS OR PREDICTIONS AND ARE PRESENTED SOLELY FOR YOUR INFORMATION. NO ASSURANCE IS GIVEN THAT THE FUND WILL ACHIEVE ITS INVESTMENT OBJECTIVES. EXAMPLES OF INVESTMENTS DESCRIBED HEREIN DO NOT NECESSARILY REPRESENT ALL OR ANY OF THE INVESTMENTS THAT WILL BE MADE BY THE FUND. IT MAY NOT BE ASSUMED THAT ANY INVESTMENTS DESCRIBED HEREIN WOULD BE PROFITABLE IF IMPLEMENTED. INVESTMENT ALLOCATIONS MAY BE CHANGED OR MODIFIED AT ANY TIME WITHOUT NOTICE TO YOU AT THE SOLE DISCRETION OF PORTFOLIO ADVISORS, LLC. THE INFORMATION HEREIN MAY NOT BE RELIED ON IN MAKING ANY INVESTMENT DECISION. INVESTMENT DECISIONS MAY ONL Y BE MADE IN RELIANCE UPON THE INFORMATION SET FORTH IN THE FUND DOCUMENTS. IF THE RECIPIENT OF THIS DOCUMENT IS OR BECOMES SUBJECT TO: (I) SECTION 552(A) OF TITLE 5 OF THE UNITED STATES CODE (COMMONLY KNOWN AS THE “FREEDOM OF INFORMATION ACT”) OR ANY PUBLIC DISCLOSURE LAW, RULE OR REGULATION OF ANY GOVERNMENTAL OR NON-GOVERNMENTAL ENTITY THAT COULD REQUIRE SIMILAR OR BROADER PUBLIC DISCLOSURE OF CONFIDENTIAL INFORMATION PROVIDED TO SUCH RECIPIENT; (II) ANY PUBLIC DISCLOSURE LAW, RULE OR REGULATION OF ANY PUBLIC COMPANY THAT COULD REQUIRE SIMILAR OR BROADER PUBLIC DISCLOSURE OF CONFIDENTIAL INFORMATION PROVIDED TO SUCH RECIPIENT; OR (III) ANY PUBLIC DISCLOSURE LAW, RULE OR REGULATION OF ANY PENSION FUND (OR SIMILAR ENTITY) THAT COULD REQUIRE SIMILAR OR BROADER PUBLIC DISCLOSURE OF CONFIDENTIAL INFORMATION PROVIDED TO SUCH RECIPIENT (COLLECTIVELY, ALL SUCH LAWS, RULES OR REGULATIONS, “FOIA”), THEN, TO THE EXTENT THAT ANY SUCH RECIPIENT RECEIVES A REQUEST FOR PUBLIC DISCLOSURE OF THIS DOCUMENT, SUCH RECIPIENT AGREES THAT: (I) IT SHALL USE ITS BEST EFFORTS TO (X) PROMPTLY NOTIFY PORTFOLIO ADVISORS OF SUCH DISCLOSURE REQUEST AND PROMPTLY PROVIDE PORTFOLIO ADVISORS WITH A COPY OF SUCH DISCLOSURE REQUEST OR A DETAILED SUMMARY OF THE INFORMATION BEING REQUESTED, (Y) INFORM PORTFOLIO ADVISORS OF THE TIMING FOR RESPONDING TO SUCH DISCLOSURE REQUEST, (Z) CONSULT WITH PORTFOLIO ADVISORS REGARDING THE RESPONSE TO SUCH PUBLIC DISCLOSURE REQUEST, INCLUDING PORTFOLIO ADVISORS’ CONSIDERATION OF WHETHER SUCH DISCLOSURE IS IN THE BEST INTEREST OF THE FUND AND, TO THE FULLEST EXTENT PERMITTED BY LAW, WHETHER ALL OR ANY PART OF THIS DOCUMENT MAY BE WITHHELD FROM SUCH PUBLIC DISCLOSURE REQUEST. NONE OF THE INFORMATION CONTAINED HEREIN WAS PREPARED, REVIEWED OR APPROVED BY THE UNDERLYING PORTFOLIO FUNDS IDENTIFIED HEREIN, IF ANY, THE GENERAL PARTNERS THEREOF OR ANY OF THEIR RESPECTIVE AFFILIATES. BY ACCEPTING THESE MATERIALS, YOU HEREBY ACKNOWLEDGE AND AGREE TO ALL OF THE TERMS AND CONDITIONS IN THIS DISCLOSURE STATEMENT, SPECIFICALLY THAT THE INFORMATION CONTAINED HEREIN IS HIGHLY CONFIDENTIAL AND THAT YOU SHALL NOT DISCLOSE OR CAUSE TO BE DISCLOSED ANY SUCH INFORMATION WITHOUT THE PRIOR WRITTEN CONSENT OF PORTFOLIO ADVISORS, LLC.


Thank you! Todd A. Hughes, CFA

(203) 662-3461 [email protected]

Gregory J. Garrett (203) 662-3457

[email protected]

Liz Campbell (203) 662-3328

[email protected]

Los Angeles 2017 - FOIALTS.com · ̶Managing portfolio investments – Private Equity Portfolio...

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Transcript of Los Angeles 2017 - FOIALTS.com · ̶Managing portfolio investments – Private Equity Portfolio...