Generally
The Adviser, a Delaware limited liability company, was formed in October 2009.
The Adviser succeeded Clayton, Dubilier & Rice, Inc. (“CD&R Inc.”) in November 2009
as the manager of various private equity funds. CD&R Inc. was founded in 1978 and
acted as manager to such private equity funds until it was succeeded by the Adviser.
Principal Owners
The sole and managing member of the Adviser is Clayton, Dubilier & Rice
Holdings, L.P. (“Holdco”). Holdco and its indirect general partner, Clayton, Dubilier &
Rice Holdings, LLC, are owned by senior professionals of the firm. The firm’s
governance structure is consensus-based and includes established management and
committee structures. In addition, the firm’s governance framework includes an
Executive Committee comprised of Mr. Donald J. Gogel, Mr. David A. Novak, Mr.
Richard J. Schnall and Mr. Nathan K. Sleeper. Approval of the Executive Committee is
required for certain critical strategy and talent issues. For certain matters, approval of the
rest of the Adviser’s senior professionals is also required.
Advisory Services
The Adviser provides investment advice to private equity funds (each, a “Fund”)
with respect to the Funds’ investments. The investment strategy of the Adviser is
described in Item 8 below and set forth more fully in the private placement memorandum
(as supplemented or amended, the “Private Placement Memoranda”) of each “Primary
Fund” described below. The Adviser provides services to each Fund in accordance with
the limited partnership or similar governing agreement of such Fund (each, a “Partnership
Agreement”) and, where applicable, the management agreement between the Adviser and
such Fund (each, a “Management Agreement”). The Adviser’s sole clients are the Funds.
The Adviser’s investment advice to the Funds is limited to the type of advice described in
this Brochure. In addition, the Adviser relies on a third-party “AIFM” (as such term is
defined in the Alternative Investment Fund Managers Directive 2011) to manage its
Funds domiciled in Luxembourg from time to time and acts as a delegated portfolio
manager to such Funds.
Fund
Structure
In connection with the structuring and marketing of a new Fund, the Adviser
forms a Primary Fund, the Partnership Agreement of which typically permits the general
partner of such Fund to form one or more co-investment vehicles (each, a “Co-
Investment Vehicle”) for purposes of investing in some or all of the investments made by
the Primary Fund. The Funds include a number of Co-Investment Vehicles formed for
such purpose. Certain of the Co-Investment Vehicles are structured as limited liability
companies or other similar entities, where applicable. When we refer to limited partners
and general partners in this Brochure, we also are referring to the equivalent investors
and managers of such entities.
Each Fund is managed by the Adviser, which investigates, analyzes, structures
and negotiates potential investments. The Adviser has general authority to recommend
investments to the Fund’s general partner, subject to the limitations set forth in the
Management Agreement and/or Partnership Agreement of such Fund. The Adviser
monitors such investments and makes recommendations with respect to the disposition of
such investments, but the management and the conduct of the activities of each Fund
remain the ultimate responsibility of such Fund’s general partner. The general partner of
each Fund is an affiliate of the Adviser.
Investment Restrictions
Each Partnership Agreement contains or incorporates by reference restrictions on
investing in certain securities or types of securities, including shares of capital stock,
partnership interests, limited liability company interests, warrants, options, bonds, notes,
debentures and other equity and debt instruments (“Securities”). Such restrictions may in
certain cases be waived in accordance with the Partnership Agreement of a Fund with the
consent of the Fund’s advisory committee, consisting of representatives of limited
partners in the Fund who are not affiliated with the Adviser.
Management of Client Assets
As of December 31, 2023, the Adviser managed $$81,029,432,136 of client assets on a
discretionary basis and no client assets on a nondiscretionary basis.