The Management Company, a Delaware limited liability company and a registered
investment adviser, and its affiliated investment advisers provide investment advisory services to
investment funds privately offered to qualified investors in the United States and elsewhere. The
Management Company commenced operations in February 2021 and Christopher Matthew Laitala
is the Management Company’s principal owner.
The Management Company’s clients include Avesi Partners Fund I LP, Avesi Partners
Fund I-A LP, and Avesi Partners Affiliates Fund I LP, each a Delaware limited partnership (each
with any parallel or alternative investment vehicle formed in connection with the foregoing, a
“Fund,” and collectively, together with any future private investment funds to which the
Management Company and/or its affiliates provide investment advisory services, the “Funds”).
Avesi Partners GP I LP (together with any future general partners that may be formed from
time to time, each a “General Partner,” and together with the Management Company and their
affiliated entities, “Avesi” or the “Advisers”), is affiliated with the Management Company and
serves as the general partner of the Funds.
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.” Avesi’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 Avesi 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.
The advisory services to the Funds are detailed in the relevant private placement
memoranda or other offering documents (each, a “Memorandum”), limited partnership or other
operating agreements of the Funds (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 Avesi 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, Avesi
expects to provide (or agree to provide) co-investment opportunities (including the opportunity to
participate in co-invest vehicles) to certain investors or other persons, including other sponsors,
market participants, finders, consultants, the Operations Group, including Executive Advisors
(each as defined below), and other service providers, Avesi’s personnel and/or certain other
persons associated with Avesi and/or its affiliates (e.g., a vehicle formed by Avesi’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, 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 Avesi’s sole discretion, Avesi 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, 2023, Avesi had regulatory assets under management of
approximately $1,109,898,574.