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Adviser Profile

As of Date 05/03/2024
Adviser Type - Large advisory firm
Number of Employees 38 5.56%
of those in investment advisory functions 33 6.45%
Registration SEC, Approved, 3/30/2012
AUM* 1,538,053,907 17.58%
of that, discretionary 1,538,053,907 17.58%
Private Fund GAV* 1,539,543,698 17.47%
Avg Account Size 139,823,082 28.27%
SMA’s No
Private Funds 11 1
Contact Info 435 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
1B 1B 969M 775M 581M 388M 194M
2015 2016 2017 2018 2019 2020 2021 2022 2023

Private Funds



Employees

Private Funds Structure

Fund Type Count GAV
Fund TypePrivate Equity Fund Count11 GAV$1,539,543,698

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Brochure Summary

Overview

Firm Description DW Management Services, L.L.C. d/b/a DW Healthcare Partners, together with its fund general partners (unless otherwise specified) (together “DWHP” or the “Adviser”), is a Delaware limited liability company based in Park City, Utah with offices in Toronto, Canada. A private equity fund manager founded in 2003, DWHP focuses on healthcare related investments in the lower and middle market including product and device manufacturers, healthcare services and consumer healthcare principally in North America. The Adviser is typically the first institutional capital for its portfolio companies. The Adviser serves as the investment adviser for and provides discretionary investment advisory services to (i) private funds (each, a “Fund”), (ii) a co-investment special purpose Fund established to invest alongside a Fund in a single portfolio company (the “Co-Investment Fund”) and (iii) affiliate investment vehicles (“Affiliate Funds”) through which certain current and former employees, members, officers, advisors, portfolio company executives or persons close to the Adviser invest pro- rata alongside a main Fund in an investment opportunity. The Co-Investment Fund and Affiliate Funds are generally contractually required, as a condition of investment, to purchase and exit their investment in each investment opportunity at substantially the same time and on substantially the same terms as the applicable main Fund that is invested in that investment opportunity. In addition, in circumstances as more fully described in Item 7 below, the Adviser permits certain investors and third parties to co-invest alongside a Fund directly into a portfolio company. Unlike the Co- Investment Fund, such direct co-investments are not considered Funds or clients of the Adviser. More information regarding about the Funds is available in the Adviser’s Form ADV Part 1, Schedule D, Section 7.B.(1). Each Fund is affiliated with a general partner (“General Partner”) with authority to make investment decisions on behalf of such Fund. The General Partners are deemed registered under the Investment Advisers Act of 1940, as amended, and the rules and regulations promulgated thereunder (“Advisers Act”), pursuant to the Adviser’s registration in accordance with SEC guidance. The applicable General Partner of each Fund retains investment discretion and investors in the Funds do not participate in the control or management of the Funds. While the General Partners maintain ultimate authority over the respective Funds, the Adviser has been designated the role of investment adviser. For more information about the General Partners, please see the Adviser’s Form ADV Part 1, Schedule D, Section 7.A. Investment Advisory Services DWHP provides investment advisory services as a private equity fund manager to its Funds. The Funds invest through privately negotiated transactions in operating companies, generally referred to as “portfolio companies,” and typically take control or near-control investment positions in portfolio companies that require capital for consolidation, growth or expansion. “Near-control” positions describe those investments in which a Fund has less than a majority of the voting power, but has certain other rights, which can include, but are not necessarily limited to, negative control rights, governance rights and the ability to force a sale of the portfolio company at some point in the future. Each portfolio company has its own independent management team responsible for managing its day- to-day operations, although (i) members of the Adviser or in some cases, representatives appointed by the Adviser, serve on the boards of such portfolio companies and will therefore have a significant impact on the long-term direction of the company, including the selection of management team members and (ii) in some cases, the Adviser will
more directly influence the day-to-day management of the company by recruiting and installing certain individuals in various leadership roles, such as chief executive officer, chief operating officer, chief financial officer or in other roles. The Adviser’s advisory services to the Funds consist of investigating, identifying and evaluating investment opportunities, structuring, negotiating and making investments on behalf of the Funds, managing and monitoring the performance of such investments and achieving dispositions of such investments. Investments are made predominantly in non-public companies, although investments in public companies are permitted in certain instances. Specifically, on occasion, the Adviser has invested in a public company, a DWHP portfolio company has been purchased by a public company or a DWHP portfolio company has gone public through a special purpose acquisition merger. The Adviser’s investment advice and authority is provided directly to the Funds, subject to the discretion and control of the applicable General Partner, and not individually to the investors in the Funds. Services are provided to the Funds in accordance with the private placement memorandum, limited partnership agreement, subscription agreement, investment advisory agreements, side letter agreements and other governing documents of the relevant Fund (collectively, the “Governing Documents”) and investors determine the suitability of an investment in a Fund based on, among other things, the Governing Documents. Fund investors generally cannot impose restrictions on investing in certain securities or types of securities, other than through side letter agreements. Investors in the Funds participate in the overall investment program for the applicable Fund, but in certain circumstances can be excused from a particular investment due to legal, regulatory or other agreed-upon circumstances pursuant to the Governing Documents. In accordance with industry common practice, the Funds have entered into side letters or similar agreements with certain investors including those who make substantial commitments of capital or were early-stage investors in the Funds, or for other reasons in the sole discretion of the Adviser, in each case that have the effect of establishing rights under, or altering or supplementing, a Fund’s Governing Documents. Examples of side letter and other agreements entered into include governance provisions, investment sector restrictions, provisions whereby investors have expressed an interest in participating in co-investment opportunities, notification provisions, reporting requirements, “most favored nations” provisions and limited partner advisory committee representation, among others. These rights, benefits or privileges are not always made available to all investors, consistent with the Governing Documents and general market practice. Commencing in March 2025, the Adviser will make required disclosure of certain side letters to all investors (and in certain cases, to prospective investors) in accordance with the new Private Fund Rule. Side letters are negotiated at the time of the relevant investor’s capital commitment, and once invested in a Fund, investors generally cannot impose additional investment guidelines or restrictions on such Fund. There can be no assurance that the side letter rights granted to one or more investors will not in certain cases disadvantage other investors. Principal Owners The Adviser is directly or indirectly owned and controlled by the Co-Founders John B. Benear and Andrew C. Carragher and by Managing Directors Douglas Schillinger, Aly Champsi and Lance Ruud. Regulatory Assets Under Management As of December 31, 202, the Adviser managed regulatory assets under management of $1.54 billion, all on a discretionary basis.