The Organization
Silverfern Capital Management, LLC (“SCM”), a Delaware limited liability company formed in 2005,
is an investment adviser registered with the United States Securities and Exchange Commission
(“SEC”). SCM is a global middle-market, multi-asset class private equity firm with offices in
Greenwich, CT, Frankfurt and Sydney. SCM serves as the investment adviser for and provides
discretionary investment advisory services to privately offered pooled investment partnerships.
SCM is affiliated with two relying advisers: (i) SREP Capital Management, LLC (“SRM”), a Delaware
limited liability company formed in 2007 and (ii) Ninety Mile Capital Partners, LLC (“NMCP”), a
Delaware limited liability company formed in 2018 (SCM, SRM and NMCP, collectively, the
“Managers”). The Managers collectively operate as a single advisory business, each managing and
providing investment advisory services solely to private funds that are qualified clients. SCM’s
principal office and place of business is in the United States and SRM and NMCP and the persons
acting on their behalf are subject to SCM’s supervision and control. The advisory activities of the
Managers are each subject to the Investment Advisers Act of 1940, as amended, (“Advisers Act”);
and the Managers all operate under a single code of ethics administered by a single chief compliance
officer.
Principal Owners
The Managers are each owned jointly by Clive R. Holmes and Reeta K. Holmes. Mr. Holmes has
been the owner of SCM and SRM since its formation, and the indirect owner of each since January 1,
2014. Ms. Holmes has been the indirect owner of each of SCM and SRM since January 1, 2014. Mr.
Holmes and Ms. Holmes have been indirect owners of NMCP since March 1, 2018. Mr. Holmes and
Ms. Holmes are control persons of the Managers and are related by marriage. For more information
about each Manager’s owners and executive officers, see SCM’s Form ADV Part 1, Schedule A and
Schedule R.
Types of Advisory Services Offered
The Managers provide certain management, investment advisory and administrative services to certain
single-purpose limited partnerships and separately managed accounts (each a “Silverfern Investment
Partnership”, and collectively, the “Silverfern Investment Partnerships”), interests in which are
privately placed with accredited investors and qualified purchasers. The interests in the Silverfern
Investment Partnerships are exempt from registration under the U.S. Securities Act of 1933, as
amended (the “Securities Act”), and the other applicable U.S. federal and state securities laws, “blue
sky” laws and other non-U.S. securities laws and regulations in each jurisdiction in which such interests
are offered and/or sold. The Managers make investments in 1) private equity (co-control minority,
equity and private equity credit) in buyouts, build-ups, acquisitions, growth equity and recapitalizations
worldwide, 2) real estate (co-control minority, majority control, equity and preferred equity), and 3)
U.S. commercial real estate debt (“U.S. CRE”) (ground-up, new construction, renovations,
redevelopments, repositionings, and recapitalization of existing real estate properties).
The Managers typically organize Silverfern Investment Partnerships to provide accredited investors
and qualified purchasers the opportunity to invest in private equity and real estate alongside certain
sophisticated family offices, non-traditional investment partners, leading private equity firms, leading
real estate operating partners, institutional real estate owners (each, as applicable, an “Investment
Partner”), and in a transaction (or series of related transactions) with respect to a target investment,
and
determined by the relevant Manager, in its sole discretion, to be appropriate for the Silverfern
Investment Partnership. Currently, the only advisory clients of the Managers are the Silverfern
Investment Partnerships.
Each Silverfern Investment Partnership is affiliated with a general partner (each a “General Partner”)
with authority to make investment decisions on behalf of the Silverfern Investment Partnerships.
These General Partners are deemed registered under the Advisers Act, pursuant to SCM’s registration
in accordance with SEC guidance. While the General Partners maintain ultimate authority over the
respective Silverfern Investment Partnerships, SCM, SRM or NMCP has been designated the role of
investment adviser.
Each Manager generally provides investment advisory services to each Silverfern Investment
Partnership pursuant to a separate investment advisory agreement (each, an “Advisory Agreement”).
The terms of the investment advisory services to be provided by the relevant Manager to a Silverfern
Investment Partnership, including any specific investment guidelines or restrictions, are set forth in
the Advisory Agreement. These guidelines generally include investigating, analyzing, structuring and
negotiating potential investments, monitoring the performance of portfolio companies and/or real
estate investments, and advising the General Partner of each Silverfern Investment Partnership as to
disposition opportunities.
These Silverfern Investment Partnerships are organized as either domestic or non-U.S. limited
partnerships that are intended to be exempt from registration as investment companies under the
Investment Company Act of 1940, as amended (the “Investment Company Act”) in reliance on
certain exemptions thereunder. A description of each Silverfern Investment Partnership and the terms
of an investment therein is set forth in the confidential offering materials and the applicable limited
partnership agreement (or other similar organizational document), side letter agreements and other
governing documents (each, a “Governing Document”) for each Silverfern Investment Partnership.
Limited partners in the Silverfern Investment Partnerships (“Investors”) participate in the overall
investment program for the applicable Silverfern Investment Partnership and generally cannot be
excused from a particular investment except pursuant to the terms of the applicable Governing
Documents. The relevant Manager or its related entities has entered into side letter agreements with
certain Investors in the Silverfern Investment Partnerships, establishing rights under, or
supplementing or altering the terms of, the applicable Governing Documents and subscription
agreements relating to such Silverfern Investment Partnerships with respect to such Investors’ rights
including co-investment preferences, certain fee arrangements, notification provisions, reporting
requirements and “most favored nations” provisions, among others; provided, however, that the
decision to enter into such side letter agreements will be at the sole discretion of the relevant Manager
or its related entities. The relevant Manager has no obligation to offer all such additional rights, terms
or conditions to any other Investor in such Silverfern Investment Partnerships nor in some cases are
they required to be disclosed to all Investors. Once invested in a Silverfern Investment Partnership,
Investors cannot impose additional investment guidelines or restrictions on such Silverfern
Investment Partnership.
Assets Under Management
As of December 31, 2023, the Managers managed client assets on a discretionary basis in the amount
of $204,054,035 and do not manage client assets on a non-discretionary basis.