Lakewood, a Delaware limited partnership, and Lakewood Capital Advisors, LLC (“LC GP” or the
“General Partner”), a Delaware limited liability company, were formed in January 2007 to serve as
investment manager and general partner, respectively, to Lakewood Capital Partners, LP (“LC LP”),
a private investment fund organized as a Delaware limited partnership, which commenced investing
on July 2, 2007. Lakewood also serves as the investment manager to Lakewood Capital Offshore
Fund, Ltd. (“LC Ltd”), a Cayman Islands exempted company, which commenced investing on July
2, 2007. LC Ltd invests substantially all of its assets in LC LP through a master-feeder structure.
Therefore, all investing is done at the LC LP level. Together, LC LP and LC Ltd are referred to
herein as the “Funds.” Each of the Funds offers two classes; LC LP offers Series One Interests and
Series Two Interests and LC Ltd offers Sub-Class One Shares and Sub-Class Two Shares.
Lakewood is majority owned and controlled by Lakewood Capital Management (GP), LLC (“LC
GP LLC”). LC GP LLC is owned by Anthony T. Bozza and William L. Jackson, Jr. (the “Senior
Investment Team”). Mr. Bozza is the Managing Member of LC GP LLC. The General Partner is
majority owned and controlled by Bozza Jackson Holdings, LLC (“BJ Holdings”). BJ Holdings is
owned by Messrs. Bozza and Jackson. Mr. Bozza is the Managing Member of BJ Holdings. The
Petershill II funds managed by Goldman Sachs Asset Management, L.P., hold a passive, minority
investment in Lakewood and the General Partner.
Lakewood invests the Funds in equity (both long and short equity) and fixed income securities.
Lakewood seeks to capitalize on the best risk/reward opportunities. In addition, Lakewood believes
that concentrating the Funds’ capital on the Investment Manager’s best ideas leads to the best
outcomes. Therefore, Lakewood may take concentrated positions in securities.
Lakewood provides investment advice directly to each Fund and not individually to the shareholders
(“Investors” or “Limited Partners”) of the Funds. The General Partner manages
the Funds’ assets
in accordance with the terms of the governing documents applicable to each Fund.
The Funds and the General Partner may from time to time enter into agreements with one or more
prospective Limited Partners whereby in consideration for agreeing to invest certain amounts in the
Funds or other consideration deemed material by the General Partner, such Limited Partners may
be granted favorable rights not afforded to other Limited Partners, generally. Such rights may
include one or more of the following: special rights to make future investments in the Funds, other
investment vehicles or managed accounts, as appropriate; special withdrawal rights, relating to
frequency, notice and/or other terms; rights to receive reports from the Funds on a more frequent
basis or that include information not provided to other Limited Partners (including, without
limitation, more detailed information regarding portfolio positions); rights to receive reduced rates
of the Incentive Allocation and/or the management fee; and such other rights as may be negotiated
between the Funds, the General Partner and such Limited Partners. In this regard, the Funds and the
General Partner may enter into such agreements without the consent of or notice to the existing
Limited Partners. No other Limited Partner shall be entitled to participate in any such special
arrangement without the approval of the General Partner. The General Partner shall have no
obligation to offer any special arrangement to any other Limited Partner, and no Limited Partner
that is not offered any such special arrangement shall have any right or claim against the General
Partner or the Limited Partner in relation to such special arrangement.
As of January 1, 2023, Lakewood’s assets under management were approximately $2,165,400,000
on a discretionary basis on behalf of 2 clients. (This calculation is based on the aggregate net asset
value of the Funds and differs from the “regulatory assets under management” that Lakewood
reported in Item 5.F of Part 1A.)