The Management Company is a private investment management firm, including several
investment advisory entities and other organizations affiliated with the Management Company
(collectively, “Thompson Street”).
The Management Company, a Delaware limited liability company and a registered
investment adviser, and its affiliated advisers provide discretionary investment advisory services
to private investment funds. The Management Company commenced operations in September
2000.
The following general partner entities are affiliated with the Management Company (each,
an “Adviser,” and collectively with the Management Company, the “Advisers”):
• Thompson Street Capital II GP, L.P. (“GP II”);
• Thompson Street Capital III GP, L.P. (“GP III”);
• Thompson Street Capital IV GP, L.P. (“GP IV”);
• Thompson Street Capital V GP, L.P. (“GP V”);
• Thompson Street Capital VI GP, L.P. (“GP VI”); and
• TSC CV I GP, L.P. (“CV I GP” and together with GP II, GP III, GP IV, GP V, GP
VI and any future affiliated general partner entities, the “General Partners”).
The Advisers’ clients include the following (each, a “Partnership,” and collectively the
“Partnerships,” and together with any future private investment fund to which Thompson Street
or its affiliates provide investment advisory services, “Private Investment Funds”):
• Thompson Street Capital Partners II, L.P. (“Fund II”);
• Thompson Street Capital Partners III, L.P. (“Fund III”);
• Thompson Street Capital Partners IV, L.P. (“Fund IV”);
• Thompson Street Capital Partners V, L.P. (“Fund V”);
• Thompson Street Capital Partners VI, L.P.;
• Thompson Street Capital Partners VI-A, L.P. (together with Thompson Street Capital
Partners VI, L.P., “Fund VI”); and
• TSCP CV I, L.P. (the “Continuation Fund”).
The General Partners each serve as general partner to a Partnership and have the authority
to make the investment decisions for the Partnerships to which they provide advisory services. The
Management Company provides the day-to-day advisory services for the Partnerships on behalf
of the General Partners. Each General Partner is subject to the Advisers Act pursuant to the
Management Company’s registration in accordance with SEC guidance. This Brochure also
describes the business practices of the Advisers, which operate as a single advisory business.
References contained in this Brochure to the strategy and operations of a General Partner should
be read to include, to the extent applicable, the current activities of the Management Company and
other Thompson Street affiliates
that collectively engage in the investment process and ongoing
management of the Partnerships’ portfolio companies.
The Partnerships and any other Private Investment Funds that may be formed by the
Advisers (or their affiliates) at a later date or that may otherwise become clients of the Advisers
are private equity funds and invest through negotiated transactions in operating entities, generally
referred to herein as “portfolio companies.” The Advisers’ investment advisory services to the
Partnerships consist of identifying and evaluating investment opportunities, negotiating
investments, managing and monitoring investments and achieving dispositions for such
investments. Investments are made predominantly in non-public companies, although investments
in public companies are permitted, subject to certain limitations in the limited partnership
agreement of each Partnership, In most cases, the senior Principals (as defined herein) or other
personnel of the Advisers or their affiliates generally serve on a portfolio company’s board of
directors or otherwise act to influence control over management of portfolio companies held by
the Partnerships.
The Advisers’ advisory services for Private Investment Funds are detailed in the applicable
private placement memoranda or other offering documents (each, a “Memorandum”) and limited
partnership or other operating agreements or governing documents (each, a “Partnership
Agreement” and, together with the relevant Memorandum, the “Governing Documents”) and
are further described below under “Methods of Analysis, Investment Strategies and Risk of Loss”
and “Investment Discretion.” Investors in Private Investment Funds (generally referred to herein
as “investors” or “limited partners”) participate in the overall investment program for the
applicable Private Investment Fund, but may be excused from a particular investment due to legal,
regulatory or other applicable constraints or agreed-upon circumstances pursuant to the relevant
Partnership Agreement. The Private Investment Funds or the General Partners generally enter
into side letters or other similar agreements (“Side Letters”) with certain investors that have the
effect of establishing rights under, or altering or supplementing the terms (including economic or
other terms) of, the relevant Partnership Agreement.
As of December 31, 2023, the Management Company managed approximately
$4,898,053,783 in client assets on a discretionary basis. The Management Company is principally
owned by, James A. Cooper and Robert C. Dunn, who serve as the Management Company’s
Managing Partners.