FIRM DESCRIPTION AND OVERVIEW
Sequel Holdings, L.P., a Texas limited partnership and private equity fund manager (“Sequel,”
“we,” “our,” or “us”), was formed in 2002. We provide or will provide investment management,
portfolio management, and other services to various affiliated private equity funds, including
Sequel Capital Fund II, L.P. (“Fund II”), Sequel Capital Fund III, L.P. (“Fund III,”), Sequel Capital
Fund IV, L.P., Sequel Capital IV QP, L.P. (together with Sequel Capital Fund IV, L.P., “Fund IV”,
and together with Fund II, Fund III, and Fund IV, the “Capital Funds”), SCF III/SG Structured
Fund, L.P. (the “SG Fund”), SCF IV/SG Structured Fund, L.P. (“SCF IV SG”, and together with
the SG Fund, the “Co-Investment Funds,” and the Co-Investment Funds, together with the Capital
Funds, the “Funds” and each, a “Fund”), and various other special purpose vehicles (the “SPVs”,
and together with the Funds, “clients”), with respect to investments in Portfolio Companies (as
defined below).
Our investment advice is provided in accordance with the investment objectives, strategies,
guidelines, restrictions and limitations described in the applicable offering and/or governing
documents of each client, and as further disclosed in correspondence with investors in each client,
and the information in this Brochure is qualified in its entirety by the information set forth in such
documents.
We do not act as general partner of any Fund. Instead, certain of our affiliates serve as general
partners of the Funds and rely on our investment adviser registration instead of separately
registering as investment advisers with the SEC under the Investment Advisers Act of 1940, as
amended (the “Advisers Act”). See Item 10. Except as the context otherwise requires, any
reference to “we,” “us,” or “our” in this document includes Sequel and any affiliates relying on
our registration.
PRINCIPAL OWNERS
Sequel is ultimately owned and controlled (indirectly through one or more intermediate entities)
by John W. Madden.
TYPES OF ADVISORY SERVICES
We provide investment management, portfolio management and other services to our clients,
which invest primarily in small- to medium-sized middle market companies (“Portfolio
Companies”). In general, we provide advice with respect to investments (either directly or
indirectly) in the securities of a limited number of lower middle-market Portfolio Companies
primarily in the food and beverage and agribusiness sectors. We do not provide advice with respect
to any investments other than private equity investments. Information about each client is set forth
in the applicable offering and/or governing documents. Investment in a client does not and shall
not create an advisory relationship between an investor in such client and Sequel. See Item 8
below.
Even though investment decisions with respect to the Funds are ultimately made by their respective
general partners, we provide portfolio management, investment advisory and supervisory services,
and other services with respect to each Fund in accordance with the investment objectives, policies,
and guidelines set forth in such Fund’s applicable offering and/or governing documents.
In addition, the Co-Investment Funds were established as co-investment vehicles for an investor
in Fund III and Fund IV, respectively, to invest on a side-by-side basis with those funds in
applicable co-investment opportunities (subject to certain exceptions). A Co-Investment Fund may
not necessarily co-invest alongside the respective Fund (or be required to co-invest alongside the
respective Fund) in all investments made by the respective Fund on a going forward basis pursuant
to the terms and conditions set forth in the partnership agreement of the Co-Investment Fund. See
Item 11 below.
Each of the SPVs was established to facilitate an investment in a particular Portfolio Company by
one or more clients and third-party investors. In particular, certain of the Funds invest or may
invest in Portfolio Companies indirectly through SPVs.
INVESTMENT RESTRICTIONS
We provide investment advice to each client in accordance with the investment objectives,
policies, and guidelines set forth in the applicable offering and/or governing documents, and not
in accordance with the individual needs or objectives of any particular investor. Investors generally
are not permitted to impose restrictions or limitations on the management of our clients.
Certain of the Funds and their general partners or controlling persons have entered into, and may
from time-to-time in the future enter into, side letter agreements or other similar agreements or
arrangements (commonly referred to as “side letters”) with certain investors in such Fund that have
the effect of establishing rights or terms and/or otherwise benefitting such investors in a manner
that is more favorable in various material respects than the rights and benefits established in favor
of other investors pursuant to the applicable governing documents. Such rights or benefits in any
side letter or similar agreement include or may include, without limitation, (i) most favored nations
status, (ii) fees and/or carried interest reductions or waivers, (iii) reporting obligations of the
applicable general partner, manager or us and/or preferential information rights, (iv) waiver of
certain confidentiality obligations, (v) consent of the general partner to certain transfers by such
investor, (vi) board seats and/or board observer rights, or (vii) rights or terms necessary or
advisable in light of particular legal, regulatory or public policy considerations of an investor.
Certain investors that have the benefit of “most favored nation” protection are given the
opportunity to elect the rights and terms in any side letter or other similar agreement that are
applicable to such investors.
ASSETS UNDER MANAGEMENT
As of December 31, 2023, we had approximately $344,964,750 in regulatory assets under
management. All of these assets were managed on a discretionary basis. Please note that certain
of the Funds invest in Portfolio Companies indirectly through SPVs and our regulatory assets
under management includes the gross assets of the Funds and the SPVs (including the assets of
each SPV that are attributable to a Fund). As a result, certain assets of the Funds may be “double
counted” for purposes of our regulatory assets under management.