O2 Investment Partners, LP (the “Management Company” and, together with its
affiliates, “O2”) is a Delaware partnership and a registered investment adviser. O2 is a private
investment management firm that provides investment advisory services to investment funds
privately offered to qualified investors in the United States and elsewhere. O2 commenced
operations in January 2010.
O2’s clients include the following (each, a “Fund,” and together with any future private
investment fund to which O2 or its affiliates provide investment advisory services, the “Funds”):
• O2 Investment Partners Oxygen Fund, L.P. (“Oxygen Fund”);
• O2 Investment Partners Fund III, L.P. (“Fund III”);
• O2 Investment Partners Fund III-A, L.P. (“Fund III-A”);
• O2 Investment Partners Fund III-B, L.P. (“Fund III-B,” and collectively with Fund
III-A, the “Fund III Institutional Fund”);
• O2 Investment Partners Fund IV, L.P. (“Fund IV”);
• O2 Investment Partners Fund IV-A, L.P. (“Fund IV-A”);
• O2 Investment Partners Fund IV-B, L.P. (“Fund IV-B,” and collectively with Fund
IV-A, the “Fund IV Institutional Fund,” and together with Fund III Institutional
Fund, the “Institutional Fund”);
• O2 Investment Partners Fund IV-C, L.P. (“Fund IV-C”);
• O2 Investment Partners Oxygen Fund II Co-Invest SPV, L.P. (“Co-Invest SPV”);
• O2 VH Investors, LLC (“VH Investors”);
• O2 1 EH Investors, LLC (“EH Investors”); and
• O2 SIB Co-Invest, LLC (“SIB Co-Invest,” and collectively with Co-Invest SPV,
VH Investors, EH Investors and SIB Co-Invest, the “SPVs”).
The following general partner entities are affiliated with O2:
• O2 Investment Partners GP, LLC;
• O2 Investment Partners Fund III GP, L.P.
• O2 Investment Partners Fund IV GP, L.P.
• O2 VH Manager, LLC; and
O2 1 EH Manager, LLC
(each, a “General Partner,” and collectively, together with any future affiliated general
partner entities, the “General Partners,” and together with O2 and their affiliated advisory entities
the “Advisers”).
Each General Partner is subject to the Advisers Act pursuant to the Management
Company’s registration in accordance with SEC guidance. This Brochure also describes the
business practices of the General Partners, which operate as a single advisory business together
with the Management Company.
The Funds are private equity funds and invest through negotiated transactions in operating
entities, generally referred to herein as “portfolio companies.” The Advisers’ 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. From time to time, where such investments consist of portfolio companies, the
senior principals or other personnel of the Advisers or their 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.
The Advisers’ advisory services to the Funds
are detailed in the relevant private placement
memoranda or other offering documents (each, a “Memorandum”), investment management
agreements, limited partnership or other operating agreements (each, a “Partnership Agreement”
and, 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 in certain
circumstances are excused from a particular investment due to legal, regulatory or other agreed-
upon circumstances pursuant to the Governing Documents; for the avoidance of doubt, such
arrangements generally do not and will not create an adviser-client relationship between the
Advisers and any investor. 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
Governing Documents with respect to such investors.
Additionally, from time to time and as permitted by the Governing Documents, the
Advisers expect 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 and
other service providers, O2 personnel and/or certain other persons associated with O2 and/or its
affiliates 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, from time to time, for strategic and
other reasons, a co-investor or co-invest vehicle (including a co-investing Fund) purchases 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), which
generally will have been funded through Fund investor capital contributions and/or use of a Fund
credit facility. 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. Where appropriate, and in an Adviser’s sole discretion, such Adviser reserves the
right 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, 2022, O2 managed $1,1
46,266,281 in client assets on a discretionary
basis. The Management Company is principally owned and controlled by Todd Fink and Luke
Plumpton.