Southfield Capital LP has been in business since 2012 and is principally owned by Andrew
Levison. Southfield Mezzanine Associates, LLC, a related adviser, was formed in 2010 and is also
principally owned by Andrew Levison. Together, Southfield Capital LP and Southfield Mezzanine
Associates, LLC (“Southfield”) are investment managers to various private investment offerings.
Southfield is a private investment firm that pursues equity investments and subordinated debt
investments in U.S. based companies. Southfield seeks to acquire lower middle market companies
and then scale them through a combination of organic and acquisition growth strategies through its
private equity business and to provide debt financing and minority equity to similar businesses
through its private debt business.
As of the date of this brochure, Southfield is the investment advisor of private funds offered to
qualified investors including, Southfield Capital II LP, Southfield Capital III LP, Southfield Freeze
LP, Southfield Mezzanine Capital LP, Southfield Mezzanine Capital II LP, and Southfield Protos
Annex Fund LP (each a “Fund” and together with their applicable parallel vehicles and Co-
Investment Vehicles, the “Funds”). Southfield Mezzanine Capital LP and Southfield Mezzanine
Capital II LP are licensed as an SBIC by the US Small Business Administration. The Funds pursue
debt and control equity investments in growth-oriented lower middle-market companies with
EBITDA
typically between $3 million and $20 million in the North American private company
universe.
Southfield’s mezzanine debt team aims to provide leverage enhanced returns to its investors by
utilizing low-cost debt through the US Small Business Administration’s Small Business Investment
Company program. The debt team uses this low-cost capital to provide financing for US based
businesses across a broad base of industries.
Investors and potential investors in the Funds should consult the Funds’ offering documents,
including the Limited Partnership Agreements and Private Placement Memorandums, for a
complete discussion of the Funds and the risk factors associated with each Fund.
Southfield may also, from time to time (and when consistent with the Funds’ governing
documents), establish, on a transaction-by-transaction basis, certain investment vehicles through
which certain persons may invest alongside one or more Main Funds in a particular investment
opportunity (each such vehicle, a “Co-Investment Vehicle”). Co-Investment Vehicles are typically,
but not always, limited to investing in securities relating to the transaction with respect to which
they were organized.
As of December 31, 2023, Southfield has approximately $1.5 Billion in assets under management,
all of which are managed on a discretionary basis.
For additional discussion of the Funds, and their investment objectives and risks, please see
response to Item 8.