Below are certain key definitions used in this brochure.
Term Definition
“Adviser”, “BCPAL”, “we”, “us”, or “our” BC Partners Advisors L.P., a Delaware limited partnership
registered with the SEC as an investment adviser
“BCP LLP” BC Partners LLP (UK), an exempt reporting adviser
“BC Partners” or the “Firm” The Adviser together (where the context permits) with its affiliates
that are general partners of the Funds (as defined below) and other
affiliates that provide advisory services to and/or receive advisory
fees in respect of the Funds and other clients. Such affiliates may
or may not be under common control with BC Partners Advisors
L.P., but possess a substantial identity of personnel and/or equity
owners with BCPAL. These affiliates may be formed for tax,
regulatory or other purposes in connection with the organization
of the Funds (as defined below) or may serve as general partners
of the Funds.
“Private Equity Business” BC Partners’ private equity business
“Credit Business” BC Partners’ dedicated credit business
“MLM” Mount Logan Management, LLC, registered with the SEC as an
investment adviser, a subsidiary of Mount Logan
“Mount Logan Capital” Mount Logan Capital Inc., a Canadian public company under
common control with the Adviser
“Sierra Crest” Sierra Crest Investment Management LLC, registered with the
SEC as an investment adviser
“Clients” PE Clients and Credit Clients
“BCPAL Clients” Credit Clients managed by BCPAL and PE Clients
“Accounts” PE Accounts and Credit Accounts
“Funds” or “BC Partners Funds” PE Funds and Credit Funds
“PE Funds” Investment vehicles organized by BC Partners and its affiliates as
part of its Private Equity Business
“BCPAL Funds” PE Funds and BCPAL Credit Funds
“PE Accounts” Separate accounts managed by BC Partners that principally pursue
a private equity strategy
“PE SIFs” Single-investor funds managed by BC Partners that principally
pursue a private equity strategy
“PE Clients” PE Funds, PE Accounts, and PE SIFs
“Adjacent Vehicles” Credit Accounts, Credit SIFs, PE Accounts, and PE SIFs
“BCPAL Adjacent Vehicles” Credit Accounts and Credit SIFs managed by BCPAL and PE
Accounts and PE SIFs
“Credit Advisers” Sierra Crest and MLM
“Credit Clients” Credit Funds, Credit Accounts, Credit SIFs, Regulated Funds, and
the Insurance Company
“BCPAL Credit Clients” Credit Funds, Credit Accounts, Credit SIFs, Regulated Funds
managed by BCPAL
“Credit Funds” Private funds exempt from registration under the 1940 Act
(including the BCPAL Credit Funds) and advised by BCPAL,
MLM or Sierra Crest or collateralized loan obligations for which
either MLM or Sierra Crest acts as collateral manager
“BCPAL Credit Funds” Private funds (including, where the context requires, Credit SIFs)
exempt from registration under the 1940 Act and advised by
BCPAL
“Credit Accounts” Separate accounts managed by the BCPAL that principally pursue
a credit strategy
“Credit SIFs” Single-investor funds managed by the BCPAL, MLM, or Sierra
Crest that principally pursue a credit strategy
“BDC” A non-diversified, closed-end management investment company
that has elected to be regulated as a business development
company under the 1940 Act managed by BCPAL
“Insurance Company” An insurance company, a wholly-owned subsidiary of Mount
Logan Capital, for which MLM acts as an investment adviser
“Real Estate Business” BC Partners’ real estate business focusing on pan- European
opportunistic investments managed by an affiliate of BCPAL
“Sharing Agreement” Collectively, agreements between BCPAL and each of Sierra
Crest, MLM and Mount Logan Capital pursuant to which BCPAL
provides personnel and services
“Regulated Funds” Investment companies registered under of the 1940 Act advised or
sub-advised by BCPAL (including the BDC), MLM or Sierra Crest
“SEC” The U.S. Securities and Exchange Commission
“Advisers Act” The Investment Advisers Act of 1940, as amended, and the rules
and regulations promulgated thereunder
“1940 Act” The Investment Company Act of 1940, as amended, and the rules
and regulations promulgated thereunder
“Securities Act” The Securities Act of 1933, as amended, and the rules and
regulations promulgated thereunder
The Adviser:
The primary business of BCPAL is to provide investment advisory services to the PE Funds via its
sub-investment advisory relationship with BCP LLP and to the BCPAL Credit Clients. BCPAL is
wholly owned by BC Partners Inc., its sole limited partner, and its general partner is BC Partners
(GP) LLC. BCPAL was founded in 1986 and its affiliate BC Partners Investment Holdings Limited
has a minority equity investment in Mount Logan Capital. The Private Equity Business has a long
history making investments in control-oriented equity positions in businesses across Europe and
North America through its Private Equity Business.
BC Partners is primarily composed of three business lines: (i) the Private Equity Business, (ii) the
Credit Business and (iii) the Real Estate Business.
The Firm’s dedicated Credit Business was launched in 2017 and focuses on making credit-oriented
investments utilizing a variety of investment strategies and themes primarily in developed countries,
with a focus on North America and Europe. The Firm’s real estate business was established in 2018
and focuses on pan-European investments covering all real estate sectors. Advisory personnel of
BCPAL are not involved in the Real Estate Business. BCPAL provides certain personnel to Mount
Logan Capital, MLM and Sierra Crest that are part of the Credit Business through the Sharing
Agreement.
BC Partners Private Equity Business
The Private Equity Business generally focuses on buy-outs and targets investments in control equity
positions in businesses across Europe and in North America. Subject to the applicable Organizational
Documents (as defined below) of the PE Funds, the Adviser also provides investment advisory
services to PE Accounts and PE SIFs that principally pursue a private equity strategy and may in the
future manage other investment vehicles or products (whether or not registered).
In respect of the Private Equity Business, the Adviser provides investment advisory services to BCP
LLP with respect to North American investment opportunities, in accordance with an “umbrella” sub-
investment advisory agreement (“Sub-IAA”). BCP LLP in turn provides investment advice to each
relevant PE Fund’s general partner (or other controlling entity), each of whom makes investment
decisions based on such advice in respect of the PE Funds. Each of the PE Funds is generally exempt
from registration under the 1940 Act and the securities offerings of each PE Fund are not registered
under the Securities Act.
The Adviser’s advisory services in respect of the PE Clients consist of investigating, identifying and
evaluating investment opportunities, and providing advice in respect of: structuring, negotiating and
making investments; managing and monitoring the performance of such investments; and disposing
of such investments indirectly for the benefit of the applicable PE Client. Investment restrictions for
the PE Clients, if any, are generally established in the organizational or offering documents of the
applicable PE Client, advisory agreements, investment management agreements, as applicable,
and/or side letter agreements negotiated with investors in the applicable PE Client (such documents,
collectively, a PE Client’s “Organizational Documents”, which term may also be used to indicate
the corresponding documents in reference to the Credit Clients (defined below) as the context may
require).
The Credit Business
The Credit Business is a dedicated credit business focusing on making investments utilizing a variety
of investment strategies and themes primarily in developed countries, with a focus on North America
and Europe. It provides investment advisory services to Credit Funds through the Credit Advisers, in
addition to the Adviser.
The Adviser also provides investment advisory services to Credit Accounts and Credit SIFs that
principally pursue credit strategies and a BDC regulated under the 1940 Act and may in the future
provide investment advisory services to other investment vehicles or products (whether or not
registered). As part of the Credit Business, the Credit Advisers, who are operated by personnel of the
Adviser, also provide investment advisory services to other BDCs, other funds registered under the
1940 Act, other private funds and accounts and collateralized loan obligations for which such
affiliates act as collateral manager. In relation to the Credit Clients, the Adviser may act as investment
manager, investment adviser or other type of adviser, depending on each structure.
In relation to the BCPAL Credit Clients, the Adviser’s advisory services typically consist of
investigating, identifying and evaluating investment opportunities, structuring, negotiating and
making investments on behalf of the BCPAL Credit Clients, managing and monitoring the
performance of such investments and disposing of such investments. The Credit Investment Team
(as defined in Item 8) follows processes with a view towards achieving consistent and repeatable
results. The Credit Investment Team also leverages the PE Investment Team’s (as defined below)
expertise and network to enhance the Credit Business’ ability to provide expertise in both financial
structuring and value creation. Post-investment, the Credit Investment Team performs active and
ongoing monitoring through formal quarterly portfolio reviews and frequent assessments of both risk-
reward and covenant package compliance and, as appropriate, maintains an active dialogue with
portfolio company management. In addition, and as appropriate, the Credit Investment Team engages
with portfolio company management on value-add initiatives, with the support of the PE Investment
Team.
Adjacent Vehicles currently and are expected to include in the future, private funds, registered funds,
investment vehicles, Special Purpose Acquisition Companies (“SPAC”s), single-investor funds and/or
separately managed accounts for the benefit of one or more investors that seek to pursue a similar or
overlapping investment strategy to the Credit Clients and/or the PE Clients and that are part of the
broader Credit Business and Private Equity Business, as applicable.
As of December 31, 2023, the Adviser managed a total of $25,239,051,174 of regulatory assets under
management, of which $3,731,912,619 is managed on a discretionary basis and $21,507,138,555 is
managed on a non-discretionary basis. Regulatory assets under management, refers to the gross
amount of assets under management without subtracting out any liabilities. It also includes, with
regard to private funds, uncalled capital commitments.
With respect to the assets of the PE Clients, as described above the Adviser acts as a sub- investment
adviser in respect of such PE Clients, and in such capacity may be deemed to provide advisory
services in respect of such PE Clients’ U.S. assets. Therefore, the Adviser has calculated and reported
regulatory assets under management on this Brochure based on, in the case of each PE Client, the
value of such PE Client’s U.S. assets.