Digital Alpha Advisors, LLC, a Delaware limited liability company and a registered
investment adviser (“Digital Alpha Advisors”), and its affiliated investment advisers provide
investment advisory services to investment funds privately offered to qualified investors in the
United States and elsewhere. Digital Alpha Advisors commenced operations in November 2016.
Digital Alpha Advisors’ clients include the following (each, a “Fund” and, together with
any future private investment fund(s) to which Digital Alpha Advisors or its affiliates provide
investment advisory services, the “Funds”):
•
Digital Alpha Fund, LP
• Digital Alpha Fund A, LP (together with Digital Alpha Fund, LP, “Fund I”)
• Digital Alpha Fund II, LP
• Digital Alpha Fund II-A, LP (together with Digital Alpha Fund II, LP, “Fund II”)
•
Digital Alpha Overflow Fund 1, LP (“Overflow Fund 1”)
• Digital Alpha Overflow Fund 2, LP (“Overflow Fund 2”)
•
Digital Alpha Solutions Fund, LP
• DA Energybox Holdings 1, LP
• Digital Alpha Fund III, LP
• Digital Alpha Fund III-A, LP
• Digital Alpha Fund III SCSp (together with Digital Alpha Fund III, LP and Digital
Alpha Fund III-A, LP, “Fund III”)
The following general partner entities are affiliated with Digital Alpha Advisors:
Digital Alpha GP, LP
Digital Alpha GP II, LP
Digital Alpha Fund III, LP
Digital Alpha Fund III, S.a.r.l
(each, a “General Partner,” collectively, the “General Partners” and, together with Digital
Alpha Advisors and their affiliated advisory entities, “Digital Alpha”).
The General Partner is subject to the Advisers Act pursuant to Digital Alpha Advisors’
registration in accordance with SEC guidance. This Brochure also describes the business practices
of the General Partner, which operates as a single advisory business together with Digital Alpha
Advisors.
The Funds are private equity funds and invest through negotiated transactions in operating
entities and in opportunities relating to a participation right with regard to the revenue, cash flow,
cost savings, profits or other financial measurements of an entity, generally referred to herein as
“portfolio companies.” Digital Alpha’s investment advisory services to the Funds consist of
identifying and evaluating investment opportunities, negotiating the terms of investments,
managing and monitoring investments and achieving dispositions for such investments. Although
investments are made predominantly in non-public companies, investments in public companies
are permitted. From time to time, where such investments consist of portfolio companies, the
senior principals or other personnel of Digital Alpha or its affiliates generally serve on such
portfolio companies’ respective boards of directors or otherwise act to influence control over
management of portfolio companies in which the Funds have invested.
Digital Alpha’s advisory services to the Funds are detailed in the applicable private
placement memoranda or other offering documents (each, a “Memorandum”), limited partnership
or other operating agreements (each, a “Partnership Agreement” and, as applicable, together
with any relevant Memorandum, the “Governing Documents”) and are further described below
under “Methods of Analysis, Investment Strategies and Risk of Loss.” Investors in the Funds
participate in the overall investment program for the applicable Fund, but may be excused from a
particular investment due to legal, regulatory or other agreed-upon circumstances pursuant to the
relevant Governing Documents. The Funds or the General Partner have entered into side letters or
other similar agreements (“Side Letters”) with certain investors that have the effect of establishing
rights under, or altering or supplementing the terms (including economic or other terms) of, the
relevant Governing Documents with respect to such investors.
Additionally, from time to time and as permitted by the relevant Governing Documents,
Digital Alpha expects to provide (or agree to provide) co-investment opportunities (including the
opportunity to participate in co-invest vehicles) to certain investors or other persons, including
other sponsors, market participants, finders, consultants and other service providers, Digital
Alpha’s personnel and/or certain other persons associated with Digital Alpha. Digital Alpha
expects that such co-investments typically will involve investment and disposal of interests in the
applicable portfolio company at the same time and on the same terms as the Fund making the
investment. However, from time to time, for strategic and other reasons, a co-investor or co-invest
vehicle may purchase 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). Any such purchase from a Fund by a co-investor or co-invest vehicle generally is
expected to occur at or shortly after the Fund’s completion of the investment to avoid any changes
in valuation of the investment. Where appropriate, and in Digital Alpha’s sole discretion, Digital
Alpha is authorized 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 such amounts are not
so charged or reimbursed, they generally will be borne by the relevant Fund.
As of December 31, 2023, Digital Alpha managed $1,813,040,549 in client assets on a
discretionary basis. Digital Alpha Advisors is controlled by Rick Shrotri.