GreyLion Partners LP (the “Registrant” and, together with its affiliated entities as
described below, “GreyLion”), a Delaware limited partnership, and a registered investment
adviser, provides investment advisory services to investment funds privately offered to qualified
investors in the United States and elsewhere.
GreyLion was formed as part of a spin out (the “Spin Out”) from Perella Weinberg
Partners Capital Management LP (“PWP”). David Ferguson and Chip Baird (the “Founders”),
two of the investment partners of GreyLion, previously served together as the portfolio managers
of the Growth Equity Team at PWP. GreyLion’s clients include the private investment funds (the
“Funds,” and each, a “Fund”) to which GreyLion or its affiliates provide discretionary investment
advisory services.
Affiliates of the Registrant serve as the general partners of the Funds (each such entity in
such capacity, a “General Partner” and collectively, together with any future affiliated general
partner entities, the “General Partners”). Each General Partner is subject to the Advisers Act
pursuant to the Registrant’s registration in accordance with SEC guidance. This Brochure also
describes the business practices of the General Partners and, as applicable, any management
companies or other special purpose entities functioning as “relying advisers” of the Registrant,
including GreyLion Advisors III LP. Collectively, these entities operate as a single advisory
business referred to as “GreyLion.”
The Funds are private equity funds and invest through negotiated transactions in operating
entities, generally referred to herein as “portfolio companies.” GreyLion’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 in certain circumstances. The senior principals or
other personnel of GreyLion 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.
GreyLion’s advisory services to the Funds are detailed in the applicable private placement
memoranda or other offering documents (each, a “Memorandum”), investment management
agreements, limited partnership or other operating agreements of the Funds (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 (generally referred to herein as “investors” or “limited
partners”) 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 Partners generally enter
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, as permitted by the relevant Governing Documents, GreyLion expects to
provide (or agree to provide) investment or co-investment opportunities (including the opportunity
to participate in co-invest vehicles) to certain current or prospective investors or other persons,
including other sponsors, market participants, finders, consultants, vendors, other service
providers and/or third parties, portfolio company management or personnel, and GreyLion’s
personnel and/or certain other persons associated with GreyLion (e.g., Senior and Other Advisers
(defined below) or a vehicle formed by GreyLion’s principals to co-invest alongside a particular
Fund’s transactions). Such co-investments typically 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, 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).
Where appropriate, and in GreyLion’s sole discretion, GreyLion 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 any such amounts are not so charged or reimbursed (including charges or
reimbursements pursuant to applicable law), they generally will be borne by the relevant Fund.
GreyLion Partners GP LLC, a Delaware limited liability company, acts as the general
partner of the Registrant. The Registrant is controlled by GreyLion Partners GP LLC, and
ultimately by the Founders.
GreyLion does not currently participate in any Wrap Fee Programs.
As of December 31, 2023, the Registrant managed approximately $2,443,415,466.64 in
client assets on a discretionary basis.