Radial Equity Partners LP (the “Management Company”) is a Delaware limited
partnership and registered investment adviser that began operations in 2019. The Management
Company (collectively with any future affiliated investment adviser to be formed by the
Management Company, the “Advisers,” and each, an “Adviser”) provides investment advisory
services to one or more private investment funds (collectively with any future private investment
fund to which an Adviser provides investment advisory services, including employee and co-
investment vehicles, the “Funds,” and each, a “Fund”). An affiliated entity formed by an Adviser
serves as general partner to each Fund (collectively with any future general partner to a Fund, the
“General Partners,” and each, a “General Partner”). The Advisers and the General Partners
(collectively, “Radial”) generally operate as a single advisory business. Each of the Advisers is,
or will be when formed, registered under the Advisers Act pursuant to the Management Company’s
registration as an investment adviser in accordance with SEC guidance.
Radial is principally owned by Philip M. Carpenter III. Mr. Carpenter is also currently a
principal owner of Irving Place Capital Management, L.P. (“Irving Place Capital”), a registered
investment adviser that began operations in 2008 and provides investment advisory services to
private investment funds (collectively, the “IPC Funds”). None of the IPC Funds is currently
making new investments.
As of the date of this Brochure, the Funds include: Radial Equity I LP (“Fund I”). The
General Partner of Fund I is Radial Equity I GP LP (“Fund I GP”). Interests in the Funds are
privately offered to qualified investors in the United States and elsewhere. The Funds are private
equity funds and invest through negotiated transactions in operating entities, generally referred to
herein as “portfolio companies.” Radial’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 or consultants to Radial expect to in most cases 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.
Radial’s advisory services for the Funds are detailed in the applicable private placement
memorandum or other offering document (each, a “Memorandum”) and/or limited partnership
agreement or other operating agreement (each, a “Limited Partnership Agreement” and together
with the Memorandum, the “Governing Documents”) and are further described below in “Methods
of Analysis, Investment Strategies and Risk of Loss.” Investors in a Fund participate in the overall
investment program for such Fund, but could be excused from a particular investment due to legal,
regulatory or other agreed-upon circumstances pursuant to the relevant Limited Partnership
Agreement. Radial has and could in the future enter into side letters or other similar agreements
with certain investors that have the effect of establishing rights (including economic or other terms)
under, or altering or supplementing the terms of, the relevant Limited Partnership Agreement with
respect to such
investors.
Additionally, from time to time, Radial provides (or agrees to provide) limited partners of
the Funds as well as certain third-party investors or other persons, including Radial’s principals,
personnel and certain other persons associated with Radial (to the extent not prohibited by the
applicable Limited Partnership Agreement), co-investment opportunities (including the
opportunity to participate in co-invest vehicles) that will invest in certain portfolio companies
alongside a Fund. Radial has sole discretion in offering such investment opportunities (through a
co-invest vehicle or otherwise), and such investment opportunities typically will be offered to
some and not to other Fund, third-party or other investors. Such co-investments typically involve
investment and disposal of interests in the applicable portfolio company. However, from time to
time, for strategic and other reasons, a co-investor (or co-invest vehicle) will be permitted to
purchase a portion of an investment from a Fund. 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, and the co-investor (or co-invest vehicle) could
be charged interest on the purchase to compensate the relevant Fund for the holding period, and
generally will be required to reimburse the relevant Fund for related costs.
As discussed above, Radial has entered, and could in the future enter, into side letters or
other similar agreements with certain investors that have the effect of establishing rights under,
supplementing or altering a Limited Partnership Agreement or an investor’s subscription
agreement. Such rights or alterations could be regarding economic terms, fee structures, excuse
rights, information rights, co-investment rights (including the provision of priority allocation rights
to investors who have capital commitments in excess of certain thresholds to one or more Funds),
or transfer rights. Other side letter rights are likely to confer benefits on the relevant investor at the
expense of the relevant Fund or of investors as a whole, including in the event that a side letter
confers additional reporting, information rights and/or transfer rights, the costs and expenses of
which are expected to be borne by the relevant Fund. As a result of such rights, certain limited
partners in the same Fund could experience different returns or have access to information to which
other limited partners do not have access. Generally, any rights established, or any terms altered
or supplemented will govern only the investment of the specific investor and not the terms of a
Fund as whole. Certain such additional rights but not all rights, terms or conditions have been and
could in the future be elected by certain sizeable investors with “most favored nations” rights
pursuant to a side letter. To the extent required by applicable law or otherwise agreed by a Fund
or Radial, material terms of certain side letters have been and could in the future be made available
to certain investors on a redacted basis without making such terms available to all investors.
Investors generally will not otherwise receive disclosure of side letter agreements.
The information provided herein about the investment advisory services provided by
Radial is qualified in its entirety by reference to the Governing Documents and the Funds’
subscription agreements.
As of December 31, 2023, Radial managed client assets of approximately $590,366,246 on
a discretionary basis. Radial does not manage any client assets on a non-discretionary basis.