ShoreView Industries II LLC and its “relying advisers” (ShoreView Industries III, LLC, and
ShoreView Industries IV, LLC) (collectively, “Shoreview”) provide discretionary investment
advisory services for private investment funds (the “Funds” or “Advisory Clients”). ShoreView
commenced operations in 2002. The Advisory Clients make primarily private equity and equity-
oriented investments principally in lower middle-market companies located in the United States
and Canada. Affiliates of ShoreView serve as the general partners of the Funds (the “GPs”), as
further described below. The GPs will target investments in a variety of leveraged acquisition,
recapitalization and build-up transactions, typically in established, niche businesses with revenues
ranging between $20 million and $300 million and stable cash flow, high margins and strong
growth potential. The Funds have limited terms, at the conclusion of which final distributions will
be paid to investors.
David J. Wakefield and Jeffrey A. Mudge are the principal owners (collectively the “Principals”)
of ShoreView Industries II, LLC through direct ownership interests in ShoreView Industries SC
II, Inc.. Jeffrey A. Mudge is the principal owner (collectively the “Principals”) of ShoreView
Industries III, LLC through direct ownership interests in ShoreView Industries SC III, Inc. No
individual owns 25% or greater ownership interests in ShoreView Industries IV, LLC.
Each Fund is governed by a limited partnership agreement or similar document that sets forth the
specific investment guidelines and restrictions applicable to each Fund (the “Governing
Documents”). In addition, investors in each Fund are provided with a Private Placement
Memorandum or other offering document (“PPM”) prior to their investment, which contains
information regarding the intended investment program for such Fund.
Affiliates of ShoreView serve as the general partners of the Funds (each a “GP” and collectively
the “GPs”). Each GP has full and exclusive management authority over all investments, asset
dispositions, distributions, and other affairs of their respective Fund. Each GP is a related person
of ShoreView and is under common control with ShoreView. While the GPs maintain ultimate
discretionary investment authority, ShoreView has been delegated the role of investment adviser
for the Funds. The GPs and their employees and personnel will be subject to the Investment
Advisers Act of 1940 (the “Advisers Act”) and rules thereunder, and to all of ShoreView’s
compliance policies and procedures. References to ShoreView
in this Brochure should also be
considered references to the GPs in the appropriate context.
In accordance with the terms and conditions of the relevant Fund’s PPM and other Governing
Documents and subject to the direction and control of the GP of each Fund, ShoreView directs and
manages the investment and reinvestment of each Fund’s assets. Investment advice is provided
directly to the Funds and not individually to the limited partners, members or investors of the
Funds (the “Investors”). ShoreView does not tailor its advisory services to the individual needs of
Investors in the Funds and Investors may not impose restrictions on investing in certain securities
or types of securities.
In certain cases, the GPs may, and have, entered into side letter agreements with certain investors
in a Fund establishing rights under, or supplementing or altering the terms of, the applicable
Governing Documents (including without limitation, “most favored nations” rights, transparency
rights, reporting rights, capacity rights, approval rights and certain other protections and the right
to receive certain special allocations). Once invested in a Fund, Investors generally cannot impose
additional investment guidelines or restrictions on such Fund. Except in limited circumstances,
Investors are not permitted to withdraw from a Fund prior to such Fund’s dissolution.
Co-Investments
Depending on the size and other relevant factors associated with an investment opportunity,
investment allocation decisions may be made with respect to a potential co-investment in an
investment opportunity. In making this determination, ShoreView will first ensure that the
applicable ShoreView Fund receives the full amount of its desired allocation in respect of a
particular investment opportunity prior to offering to any third party the opportunity to co-invest
alongside such Fund in any surplus portion of such investment opportunity. ShoreView may offer
(and has in the past offered) the opportunity to co-investment in one or more investment
opportunities to deal-sourcing business brokers involved in sourcing such investment opportunities
as well as to third parties prior to offering to Shoreview Fund limited partners.
Wrap Fee Programs
ShoreView does not participate in wrap fee programs.
Assets Under Management
As of December 31, 2023, ShoreView has $1,059,559,568 of regulatory assets under management
(as defined by the SEC) on a discretionary basis. ShoreView does not currently manage any assets
on a non-discretionary basis.