For purposes of this Brochure, the “Adviser” means Berkshire Partners LLC, a Massachusetts limited
liability company, together (where the context permits) with its affiliates that provide advisory services to
and/or receive advisory fees from the Funds (as defined below). Such affiliates may or may not be under
common control with Berkshire Partners LLC but possess a substantial similarity of personnel and/or equity
owners with Berkshire Partners LLC. These affiliates are generally formed for tax, regulatory or other
purposes in connection with the organization of the Funds or may serve as general partners of the Funds.
The Adviser is wholly owned by BPSP, L.P., which is in turn wholly owned by Berkshire Partners Holdings
LLC. Stockbridge Partners LLC (together with its affiliates, including general partner entities, that provide
advisory services to and/or receive fees from pooled investment vehicles and other clients advised by
Stockbridge Partners LLC, “Stockbridge”), which is also wholly owned by BPSP, L.P., is an investment
adviser and affiliate of Berkshire Partners LLC and has prepared a separate brochure and Form ADV. For
the avoidance of doubt, the term “Adviser” as used herein does not include Stockbridge, and the term
“Stockbridge” does not include the Adviser.
The Adviser provides investment advisory services to investment vehicles (the “Funds”), including certain
Coinvestment Vehicles (as defined herein), that are exempt from registration under the Investment
Company Act of 1940, as amended (the “1940 Act”), the interests of which are not registered under the
Securities Act of 1933, as amended (the “Securities Act”).
The Adviser pursues two strategies: Berkshire Private Equity (“Berkshire PE”), which is focused on middle
market private equity; and Berkshire Digital Infrastructure (“Berkshire DI”), which is focused on digital
infrastructure (“DI”).
The Funds managed by Berkshire PE (the “PE Funds”) make primarily long-term private equity and equity-
related investments. The Funds managed by Berkshire DI (the “DI Funds”) target
investments that provide
the infrastructure that is expected to enable delivery of a range of products and services that are
components of the evolving digital economy. In accordance with the Funds’ respective investment
objectives, the Funds’ investments historically have been focused in industries where the Adviser has
developed particular expertise, including, for the PE Funds, consumer, healthcare, services & industrials,
and technology & communications and, for the DI Funds, wireless access, data centers & cloud, and
network infrastructure. The Adviser’s advisory services 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 disposing of such investments.
The Adviser provides investment advisory services to each Fund in accordance with separate investment
advisory, investment management, or portfolio management agreements, as applicable (each, an “Advisory
Agreement”), the applicable governing agreement of a Fund (such as a limited partnership agreement or
analogous organizational document (each, an “Organizational Document”)), and/or side letters with limited
partners of the Funds (“Side Letters,” and together with the Advisory Agreements and the Organizational
Documents, the “Governing Documents”).
Investment advice is provided directly to the Funds (subject to the discretion and control of the applicable
general partner, if applicable) and not individually to the investors in the Funds. Services are provided to
the Funds in accordance with the applicable Governing Documents of each Fund. Investment restrictions
for the Funds, if any, are generally established in the Governing Documents of each applicable Fund.
The Adviser has been in business since 1986. As of December 31, 2023, the Adviser managed a total of
$23,272,526,513 of client assets, all of which is managed on a discretionary basis.
The Adviser does not participate in wrap fee programs.
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