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Adviser Profile

As of Date 05/17/2024
Adviser Type - Large advisory firm
Number of Employees 46
of those in investment advisory functions 32
Registration SEC, 120-Day Approval, 8/18/2023
Other registrations (1)
AUM* 4,249,919,563
of that, discretionary 4,249,919,563
Private Fund GAV* 4,249,919,565 -6.39%
Avg Account Size 354,159,964
SMA’s No
Private Funds 12
Contact Info (61 xxxxxxx
Websites

Client Types

- Pooled investment vehicles

Advisory Activities

- Portfolio management for pooled investment vehicles

Compensation Arrangments

- A percentage of assets under your management
- Performance-based fees

Recent News

Reported AUM

Discretionary
Non-discretionary
1 1 1 1

Private Funds



Employees

Private Funds Structure

Fund Type Count GAV
Fund TypePrivate Equity Fund Count12 GAV$4,249,919,565

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Brochure Summary

Overview

Norwest was organized in 2022 to manage the assets of privately offered pooled investment vehicles and/or separately managed accounts (each, a “Client” and collectively, “Clients”). Timothy C. DeVries, Brian Allingham and Anthony Armand are the direct and indirect owners of Norwest. Norwest focuses on generating returns for its Clients across two strategies, Norwest Equity Partners (“NEP”) and Norwest Mezzanine Partners (“NMP”). The NEP strategy seeks to invest on behalf of Clients in the middle-market primarily as a control investor in later-stage companies with proven business models, aiming to develop the companies for long-term success. The NMP strategy primarily supports control transactions in later-stage companies with proven business models through subordinated debt securities and equity investments in partnership with private equity sponsors, including NEP. Privately Offered Pooled Investment Vehicles Norwest serves as investment adviser to privately offered pooled investment vehicles (collectively, the “Funds”) formed as limited partnerships or limited liability companies (where Norwest or a controlled affiliate is the general partner or managing member (collectively, the “General Partners”)). The Funds are available only to investors who are “accredited investors” under the Securities Act of 1933, as amended (the “1933 Act”), and “qualified clients” under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). In most cases, investors must also be “qualified purchasers” under the Investment Company Act of 1940, as amended (the “1940 Act”). The Funds’ interests are not available to the general public and the Funds are not registered investment companies. The Funds are closed-end funds, where each investor makes an up-front commitment to contribute a stated amount of capital as it is called by Norwest (or a controlled affiliate) for investment and/or expenses, and generally may not withdraw capital prior to the end of the stated multi-year term of the relevant Fund. The Funds are private equity funds and invest through negotiated transactions in operating entities, generally referred to herein as “portfolio companies.” Norwest’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. From time to time, where such investments consist of portfolio companies, the senior principals or other personnel of Norwest or its affiliates generally serve on such portfolio companies’ respective boards of directors and provide advisory services to the portfolio companies in which the Funds have invested. Norwest’s 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 (generally referred to herein as “investors” or “limited partners”) 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 Norwest and any investor. The Funds or the General Partners generally enter into side letters or other similar agreements (collectively, the “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, Norwest expects to provide (or agrees to provide) 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, Norwest’s personnel and/or certain other persons associated with Norwest and/or its affiliates. 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 even though there can be no assurance that this will always be the case. For example, 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, but in certain instances could be well after the Fund’s initial purchase. Where appropriate, and in Norwest’s sole discretion, Norwest 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. Separately Managed Accounts In addition to managing the Funds described above, Norwest serves as investment adviser to separately managed accounts for institutional Clients. Norwest may act in such a capacity under an investment advisory agreement or as the manager of a single investor limited liability company or limited partnership. These accounts will invest in the same strategies generally employed by one or more Funds, but may have modified investment guidelines that are tailored to the individual objectives of the Client. As of December 31, 2023, Norwest managed $4,249,919,563 in client assets on a discretionary basis.1 1 Please note that (i) this figure represents regulatory assets under management and is calculated based on available estimated balances of the relevant funds as of 12/31/2023, and (ii) the final balances of the relevant funds may be different from the estimates used for calculating regulatory assets under management for this filing.