KLH is a private equity firm that provides investment advisory services to privately offered pooled
investment vehicles (and certain co-investment vehicles and alternative investment vehicles
thereof). KLH seeks to make value-oriented investments in lower middle-market companies with
an emphasis on specialty services, value-added distribution industries and niche manufacturing.
KLH makes majority and minority equity investments in companies through (i) management
buyouts, (ii) family restructuring, (iii) recapitalizations, (iv) minority recapitalizations, and (v)
corporate divestitures. The principals of KLH are James B. Darnell, William L. Dowden III, and
Kyle P. Madden. KLH was founded in 2004.
KLH serves as an investment adviser to KLH Capital Fund III, L.P., KLH Capital Fund IV, L.P.
and KLH Capital Fund V, L.P. (and certain feeder funds and alternative investment vehicles
thereof), (each, a “Fund” and collectively, together with any future private investment funds to
which KLH and/or its affiliates provide investment advisory services, the “Funds”). Fund IV and
Fund V are collectively referred to as the “SEC Funds” (each an “SEC Fund” and collectively, the
“SEC Funds”).
KLH Capital Fund III, L.P. is currently licensed as a small business investment company by the
United States Small Business Administration (“SBA”). The Fund uses private capital and leverage
from the SBA to make investments in companies.
In the future, KLH and its affiliates may, and may permit certain related persons, to form one or
more partnerships or other entities to invest side-by-side with the Funds, or form one or more
partnerships or other entities to invest with the same or substantially similar criteria and objectives
of the Funds. KLH and its affiliates may also form one or more partnerships, joint ventures or other
entities or arrangements to facilitate investment by certain investors (a “Co-investment
Opportunity”). A Co-investment Opportunity typically will be offered to some limited partners and
not other limited partners in a Fund, and may be offered to other persons who are not limited partners
in any Fund. Decisions regarding whether and to whom to offer co-investment opportunities may
be made by KLH and/or its affiliates in accordance with a Fund’s applicable private placement
memorandum or term sheet, limited partnership agreement and investment management agreement
(collectively, the “Governing Documents”). Such co-investments typically involve investment and
disposal of interests
in the applicable Portfolio Company (as defined herein) at substantially the
same time and on substantially the same terms as the Fund making the investment. However, for
strategic and other reasons, a co-investor or co-invest vehicle (including a co-investing Fund)
purchases a portion of an investment from one or more Funds after such Funds have consummated
their investment in the Portfolio Company (also known as a post-closing sell-down or transfer),
which generally will have been funded through Fund investor capital contributions and/or use of a
Fund credit facility. Any such purchase from a Fund by a co-investor or co-invest vehicle generally
occurs shortly after the Fund’s completion of the investment to avoid any changes in valuation of
the investment, but in certain instances could be well after the Fund’s initial purchase. Where
appropriate, and in KLH’s sole discretion, KLH reserves the right to charge interest on the purchase
to the co-investor or co-invest vehicle (or otherwise equitably to adjust the purchase price under
certain conditions), and to seek reimbursement to the relevant Fund for related costs. However, to
the extent any such amounts are not so charged or reimbursed (including charges or reimbursements
required pursuant to applicable law), they generally will be borne by the relevant Fund.
KLH has the general authority to recommend investments to the Funds, subject to the limitations
set forth in the relevant Governing Documents. However, the management and the conduct of the
activities of each Fund remain the ultimate responsibility of each Fund’s general partner. The
investment advice provided by KLH and its affiliates to the Funds is tailored to meet the individual
investment objectives and restrictions of each Fund, as set forth in the relevant Governing
Documents. Investors in the Funds (generally referred to herein as “investors,” “limited partners”
or “partners”) participate in the overall investment program for the applicable Fund, but in certain
circumstances are excused from a particular investment due to legal, regulatory or other agreed-
upon circumstances pursuant to the Governing Documents; for the avoidance of doubt, such
arrangements generally do not and will not create an adviser-client relationship between KLH and
any investor.
Investments made by the Funds are referred to herein collectively as “Portfolio Companies” and
individually as a “Portfolio Company.”
As of December 31, 2023, KLH has $734,002,335 of regulatory assets under management.