TruArc is a limited partnership formed under the laws of the state of Delaware. TruArc commenced
operations in August 2020. TruArc is primarily owned and controlled by Alan Mantel, Ogden
Phipps II and John Pless (the “Principals”). Mr. Ian Snow also has a minority economic interest in
the Firm. In addition, one or more affiliates of Reinet Investments S.C.A. (collectively, “Reinet”)
have a minority interest in the Management Company. Reinet does not have any power to direct
the investments or control the Management Company, but possesses certain minority protection
rights, including information access and periodic reporting rights, economic protections such as
anti-dilution rights and consent rights in respect of certain material actions by TruArc. Further
information regarding Mr. Snow’s and Reinet’s position in the Management Company are described
in Item 10 below.
TruArc has been established as a successor business to Snow Phipps Group, LLC (“Snow Phipps”).
Snow Phipps is a registered investment adviser that provides discretionary investment advice to
three private equity funds, Snow Phipps Group, L.P. (“Fund I”), Snow Phipps II, L.P. (“Fund II”)
and Snow Phipps III, L.P. (“Fund III” and, collectively with Fund I and Fund II, the “Prior Funds”)
and their respective related alternative investment vehicles and special purpose vehicles. SPG GP,
LLC is the general partner of Fund I, Snow Phipps GP II, LLC is the general partner of Fund II and
Snow Phipps GP III, LLC is the general partner of Fund III (collectively, the “Snow Phipps General
Partners”). TruArc serves as a sub-adviser to the Prior Funds.
TruArc currently provides investment advisory services to a group of private pooled investment
vehicles or funds, referred to in this brochure collectively as “Funds” (and each, a “Fund”), which
include:
TruArc Fund IV, LP and TruArc Fund IV (Parallel), LP (together with any additional
parallel investment vehicles and their respective feeder vehicles and alternative investment
vehicles, “Fund IV” and Fund IV, together with the Prior Funds and other private equity
funds sponsored by the Management Company, the “TruArc PE Funds”), a successor fund
to the Prior Funds with $840.1 million in aggregate capital commitments (including related
vehicles) which continues to execute the same investment strategy employed in Fund III.
TruArc Fund IV GP, LLC is the general partner (“Fund IV General Partner”) of Fund IV.
TruArc Structured Opportunities Fund, LP (together with any additional parallel investment
vehicles and their respective feeder vehicles and alternative investment vehicles, “SOF”).
TruArc SOF GP, LLC is the general partner (“SOF General Partner” and, together with the
Fund IV General Partner, the “General Partners” and each, a “General Partner”) of SOF.
TruArc also provides and could in the future provide investment advisory services to other
investment funds, accounts, or other advisory clients. “Other Client Vehicle” as used herein means
an investment fund, account or other advisory client sponsored, formed or managed by the General
Partners, the Management Company or any of their respective affiliates, including any co-
investment vehicle, aggregator or similar vehicle, provided that with respect to any investment fund,
account or advisory client, the term “Other Client Vehicle” will not be deemed to include such fund
(and its related vehicles), such account or such advisory client, respectively. Without limiting the
foregoing, the Fund IV General Partner has also formed TruArc Fund IV Co-Invest, LP (“TruArc
Fund IV Co-Invest”), a co-investment vehicle that co-invests in all or substantially all of Fund IV’s
portfolio investments alongside Fund IV. Reinet is the only investor in TruArc Fund IV Co-Invest.
Further information regarding the allocations to TruArc Fund IV Co-Invest are described
in Item
12 below. The Fund IV General Partner has also formed certain aggregator vehicles in order to
facilitate investments by co-investors alongside Fund IV in certain portfolio investments. For
purposes of this brochure, each of the Prior Funds will also constitute an Other Client Vehicle with
respect to each Fund.
The eligibility and suitability requirements for each Fund are described in the applicable Private
Placement Memoranda (“Memoranda”), limited partnership agreement(s) (“Partnership
Agreements”) and subscription agreements (“Subscription Agreements”) (collectively referred to
as the “Fund Offering Documents”). For purposes of this brochure, references to “the Funds,” “a
Fund” or “each Fund” will also apply to future funds, references to “the General Partner,” “a
General Partner” or “each General Partner” will also apply to future general partner entities that are
affiliates of TruArc, and references to “the Management Company” or “a Management Company”
will also apply to future investment manager entities that are affiliates of TruArc.
With respect to Fund IV, TruArc will continue to pursue the same middle-market strategy that was
executed in Fund I, Fund II and Fund III by the Firm’s senior Investment Team consisting of Messrs.
Alan Mantel, Ogden Phipps II, John Pless, Townsend Bancroft, Brandon Kiss and Gerald Sheehan
(the “Senior Investment Team”). For Fund IV, the Management Company will target investments
in companies primarily headquartered in North America, generally with enterprise values ranging
from $100 million to $500 million that are expected to require equity investments between $50
million and $150 million in the initial investment or through a series of transactions. The
investments in Fund IV are expected to primarily be in the form of controlling positions in
companies achieved through leveraged acquisitions, build-ups, recapitalizations, growth equity
buyouts and restructuring transactions.
With respect to SOF, TruArc will seek to opportunistically invest across a wide range of securities
issued by middle-market companies primarily headquartered in North America, including but not
limited to secured or unsecured debt securities, senior or preferred equity securities or other similar
instruments (collectively, “Structured Securities”), and common equity or similar securities in
connection therewith. SOF will seek to pursue investments in companies in the Specialty
Manufacturing and Business Services sectors, which are also key sectors of focus for the TruArc
PE Funds. The SOF investment team (“SOF Investment Team”) generally intends to seek portfolio
investments for SOF ranging in size from $20 million to $40 million, including subsequent follow-
on investments.
Assets Under Management
As of December 31, 2023, TruArc had $1,401,000,000 in regulatory assets under management
(which includes the committed capital that may be called from investors and the General Partners)
for Fund IV, TruArc Fund IV Co-Invest and Other Client Vehicles (other than the Prior
Funds). Meyer Aggregator LP (a co-investment vehicle to Fund IV) and SOF held closings in 2024.
As of March 29, 2024, TruArc had $1,538,200,000 in regulatory assets under management (which
includes the committed capital that may be called from investors and the General Partners) for SOF,
Fund IV, TruArc Fund IV Co-Invest and Other Client Vehicles (other than the Prior
Funds). Furthermore, TruArc is a sub-adviser to the Prior Funds which had $1,603,800,000 in
regulatory assets under management as of December 31, 2023. As such, TruArc is providing
investment advice to a total of $3,142,000,000 in regulatory assets under management as of March
29, 2024. All assets are and will be managed on a discretionary basis.