The Adviser, a Delaware limited liability company, is based in Sonoma, California, together (where
the context permits) with its affiliated general partners of the Funds and other affiliates that provide
advisory services to and/or receive advisory fees from the Funds. Such affiliates are currently and
would typically be under common control with Sonoma Brands and possess a substantial identity of
personnel and/or equity owners with Sonoma Brands.
The Adviser provides investment supervisory services to pooled investment vehicles (each a “Fund”,
or collectively the “Funds” or “Clients”) that are exempt from registration under the Investment
Company Act of 1940, as amended (the “1940 Act”) and whose securities are not registered under
the Securities Act of 1933, as amended (the “Securities Act”).
The Adviser provides growth and expansion capital to both early-stage and established consumer
brands. The Funds typically target equity investments of approximately $5 million to $15 million in
high-growth branded consumer companies with annual revenues between $5 million and $30 million.
Sonoma Brands believes this represents an attractive opportunity in the marketplace not well served
by traditional private equity firms that have raised increasingly larger funds that tend to focus on
larger investments in more mature businesses. Sonoma Brands will focus on growth-stage consumer
brands, with an emphasis on food and beverage, personal care, household and pet, but will also
evaluate opportunities in adjacent consumer categories on an opportunistic basis.
The Adviser provides investment supervisory services to each Fund in accordance with the limited
partnership agreement (or analogous organizational document) of such Fund or separate investment
and advisory, investment management or portfolio management agreements (each, an “Advisory
Agreement”).
Investment advice is provided directly
to the Funds, subject to the discretion and control of the
applicable general partner, and not individually to the investors in the Funds. Services are provided
to the Funds in accordance with the advisory agreements with the Funds and/or organizational
documents of the applicable Fund. Investment restrictions for the Funds, if any, are generally
established in the organizational or offering documents of the applicable Fund, advisory agreements
and/or side letter agreements negotiated with investors in the applicable Funds (the organizational
and offering documents, advisory agreements and side letters referred to herein as a Funds’
“Governing Documents”).
The Adviser may enter and has entered into side letters or other similar agreements with certain
investors that have the effect of establishing rights under, supplementing or altering a Funds’
partnership agreement or an investor’s subscription agreement. Such rights or alterations could be
regarding economic terms, fee structures, excuse rights, information rights, investment limitations,
co-investment rights, or transfer rights, among others. For the most part, 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 additional rights but not all rights, terms or conditions may be
elected by certain sizeable investors with “most favored nations” rights pursuant to a Funds’ limited
partnership agreement.
The information provided in this Brochure about the investment advisory services provided by the
Adviser is qualified in its entirety by reference to the Governing Documents.
Sonoma Brands was formed in 2017 and is wholly owned by Jonathan Sebastiani. The Adviser
manages a total of $357,025,399 of Client assets as of December 31, 2023, all of which is managed
on a discretionary basis.