Radcliff Management LLC (“Radcliff Management” or the “Company”) is a private investment
firm established under the laws of Delaware in December 2015. The Company has been organized
to make investments through private single purpose investment vehicles that the Company
manages (each a “Private SPV”). The geographical focus of Radcliff Management’s investments
is predominantly the United States, but it generally has the ability to invest anywhere in the world.
Eli E. Goldstein and Evan B. Morgan are the principals and owners of Radcliff Management (the
“Principals”).
Radcliff Management’s objective is to source, evaluate, acquire and manage privately negotiated
investments in operating businesses, principally through equity, equity-oriented or debt securities
which offer the possibility of equity-like returns (each a “Target Company”). After an investment
closes, Radcliff Management directs and manages the Private SPV and its investment and provides
periodic reports to the Private SPV’s investors. Radcliff Management may elect to have the Private
SPV retain its portfolio company indefinitely or may seek to sell the portfolio company in a
privately-negotiated transaction or seek to achieve liquidity through other means. Radcliff
Management’s investment management services are provided directly to the Private SPV and not
individually to the investors in the Private SPV (the “Investors”).
Radcliff Management seeks capital commitments (“Commitments”) from sophisticated investors
on an ongoing basis. It then invests the committed capital on a discretionary basis in accordance
with the terms of the agreements governing the Commitments. Investors are contractually bound
to invest their committed capital in the Private SPVs formed for investments. Each Private SPV
will generally be invested in only one operating company. All Commitments existing at the time
of an investment by a Private SPV generally participate in the investment on a pro rata basis (unless
an Investor designated an investment restriction at the time it made its Commitment).
When a portfolio company investment has been selected, Radcliff Management forms a Private
SPV for purposes of facilitating that investment, through which it invests the Principals’ capital,
friends and family capital, and Commitments by Investors. Because Radcliff Management may
obtain additional Commitments
at any time, an Investor’s Commitment may not represent the same
percentage of each Private SPV which Radcliff Management establishes. Where a proposed
investment is larger than the amount of Commitments Radcliff Management deems appropriate to
invest in a single Private SPV, Radcliff Management at times may complete the investment amount
with co-invested capital. Radcliff Management is not obligated to arrange co-investment
opportunities, offer co-investment opportunities to all of its Investors, and no Investor will be
obligated to participate in such an opportunity. Radcliff Management has sole discretion as to the
amount (if any) of a co-investment opportunity that will be allocated to a particular Investor and
may allocate co-investment opportunities instead to other third parties.
As noted above, investments for a Private SPV are not tailored to the individual needs of any
particular Investor. However, to facilitate investment by Investors who have specific tax, regulatory
or other concerns expressed at the time of their Commitment, Radcliff Management may from
time-to-time create one or more feeder entities through which such Investors could invest in a
Private SPV (each, a “Feeder”). Each Private SPV and each of its Feeders is managed by an entity
established by Radcliff Management that is owned and controlled by the Principals.
More complete information about Radcliff Management, and the particular investment objectives,
strategies, guidelines and risks associated with capital committed to Radcliff Management’s
Private SPV(s), is included in material provided to prospective Investors (“Offering Documents”).
The Offering Documents address Radcliff Management’s role and responsibilities with respect to
Investors’ Commitments and are made available to prospective Investors only by the Company (or
another party authorized by the Company to do so). Prospective Investors must consider for
themselves whether a Commitment to Private SPVs created and managed by Radcliff Management
meets their investment objectives and risk tolerance prior to investing, as Radcliff Management
does not provide individualized advice to Investors in any Private SPV.
As of December 31, 2023, Radcliff Management had approximately discretionary regulatory assets
under management of $1,695,625,953.