Benford Capital Partners Management, L.P. (“Benford Capital Partners” or the “Firm”) is a limited
partnership formed under the laws of the State of Illinois. The Firm commenced operations in 2020.
Except where specified, references to Benford Capital Partners in this Brochure collectively refer to
Benford Capital Partners and its affiliates. Edward Benford and Benjamin Riefe are each a limited
partner in Benford Capital Partners. Benford Capital Partners is controlled by Benford Capital
Partners Management, LLC which acts as the general partner of Benford Capital Partners. Benford
Capital Partners Management, LLC is owned equally by Edward Benford and Benjamin Riefe.
Edward Benford and Benjamin Riefe are referred to as “Principals” hereinafter.
Benford Capital Partners is a private equity firm focused on buying and building lower middle market
companies, focusing on privately held businesses with $1 million to $10 million of EBITDA. Benford
Capital Partners broadly focuses on investments in (i) industrial technology, (ii) business-to-business
(“B to B”) direct marketing, (iii) consumer packaged goods (“CPG”), and (iv) agricultural products and
services. Additionally, Benford Capital Partners will opportunistically consider investments in other
niche markets that meet the Firm’s investment screening criteria.
Benford Capital Partners, and its affiliated entities, primarily provide advisory services to private equity
funds. Currently, Benford Capital Partners provides advisory services to four funds – Benford Capital
Partners I, L.P., Benford Capital Partners I-A, L.P., Benford Capital Partners II, L.P. and Benford
Capital Partners II-A, L.P. (each a “Fund,” and collectively the “Funds”). The Funds are privately
offered to qualified investors in the United States and elsewhere.
Benford Capital Partners I GP, LP and Benford Capital Partners II, GP, LP (each a “General Partner”
and together with any future affiliated general partner entities, the “General Partners”), entities
affiliated with Benford Capital Partners through common ownership, act as the general partners of the
Funds. The General Partners maintains ultimate authority over the respective Fund and delegate
investment advisory services to Benford Capital Partners.
Additionally, Benford Capital Partners may, in its sole discretion, form additional investment vehicles
(“Co-Investment Fund”) for the purposes of allowing one or more Fund investors (but not
necessarily all Fund investors) and/or other persons (including Executive Partners, as described
in more detail in Item 8, members of Benford Capital Partners’ Operations Group, and any of the
Firm’s members and/or affiliates of the General Partner) to invest alongside the Funds in a single
investment.
Between 2004 and 2019, the Principals raised 15 independent investment vehicles and invested
approximately $56 million of capital in aggregate. Benford Capital Partners, LLC, an affiliate of
Benford Capital Partners Management, L.P., serves as the manager of these investments (“Pre-Fund
Investments”). Each Pre-Fund Investment is structured as a separate legal entity with unique
ownership specific to the investment.
The Funds, Co-Investment Funds and Pre-Fund Investments shall be
referred to herein as “Clients.”
For the avoidance of doubt, Benford Capital Partners does not offer or provide investment advice to
any individual persons or to investors in any of the Funds, Co-Investment Funds or Pre-Fund
Investments.
Benford Capital Partners, the General Partners and Benford Capital Partners, LLC operate a single
advisory business and are deemed registered and subject to the Advisers Act pursuant to Benford
Capital Partners Management L.P.’s registration in accordance with SEC guidance.
Clients invest through privately negotiated transactions in operating entities, generally referred to
herein as “portfolio companies.” Benford Capital Partners’ investment advisory services to Clients
consists 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 or
publicly listed securities are permitted under certain conditions (most likely in the event of Benford
Capital Partners taking an investment public). From time to time, the Principals or other investment
professionals of Benford Capital Partners may serve on portfolio companies’ respective boards of
directors or otherwise act to influence control over management of portfolio companies in which
Clients have invested.
Benford Capital Partners’ advisory services to the Funds are detailed in the applicable private
placement memoranda or other offering documents (each, a “Memorandum”), limited partnership
agreement or other operating agreements or governing documents (each, a “Partnership Agreement”
and, as applicable, together with any relevant Memorandum, the “Governing Documents”) and are
further described below under “Methods of Analysis, Investment Strategies and Risk of Loss.”
Benford Capital Partners does not tailor its advisory services to the individual needs of investors. The
Firm’s investment advice and authority for each Client is tailored to the investment objectives of that
particular Client. For the Funds, the Firm does not seek or require investor approval regarding each
investment decision; however, for the Pre-Fund Investments, investors fund a specific amount of
capital in each deal and receive a right of first refusal for follow-on investments in an amount pro rata
to their committed capital. Investors in the Funds participate in the overall investment program for the
applicable Fund. Investors generally cannot impose restrictions on investments made by Benford
Capital Partners. However, an investor may be excused from a particular investment due to legal,
regulatory or other agreed-upon circumstances pursuant to the relevant Partnership Agreement or an
applicable side letter. The Funds or the General Partners have entered 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 relevant
Partnership Agreement with respect to such investors.
As of December 31, 2023, the Firm managed $547,619,888 in client assets, all on a discretionary
basis.