For purposes of this Brochure, the “Adviser” means Golden Gate Private Equity, Inc. (“Golden
Gate”) together (where the context permits) with its affiliated general partners of the Funds (as
defined below) and other affiliates (excluding certain other registered investment advisers that may
be deemed to be affiliates of Golden Gate, including, but not limited to, NGC Capital Management
LLC f/k/a/ Angel Island Capital Management, LLC (“AICM”)) that provide advisory services to
and/or receive advisory fees and other compensation from the Funds. Such affiliates are generally
under common control with Golden Gate or otherwise possess a substantial identity of personnel
and/or equity owners with Golden Gate. These affiliates may be formed for tax, regulatory, or
other purposes in connection with the organization of, or the advisory services provided to, the
Funds, or may serve as general partners (or equivalent) of the Funds (the “General Partners”).
The Adviser provides investment supervisory services to funds that primarily make private equity
investments (collectively, the “Funds”). Additionally, the Adviser expects to organize and serve
as general partner (or in an analogous capacity) of certain other entities which are AIVs (as defined
below) organized to address, for example, specific tax, legal, business, accounting, or regulatory-
related matters that may arise in connection with a transaction or transactions.
The General Partners each serve as general partner to one or more Funds and have the authority to
make the investment decisions for the Funds to which they provide advisory services. In general,
the Adviser provides the day-to-day advisory services for the Funds. As described elsewhere
herein, the Adviser also expects in certain instances to establish (and, in the case of AICM, has
established) sub-advisory relationships with certain other investment advisers, including, but not
limited to, AICM, pursuant to which such investment adviser(s) provide investment advisory
services to one or more of the Funds and/or certain portfolio company investment vehicles.
Each General Partner is deemed registered under the Investment Advisers Act of 1940, as amended
(the “Advisers Act”), pursuant to the Adviser’s registration in accordance with SEC guidance and
is under common control with the Adviser. This Brochure describes the business practices of the
Adviser and the General Partners 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 the activities of the Adviser and other Golden Gate affiliates that collectively engage in
the investment process and ongoing management of the Funds’ portfolio companies and other
Fund investments.
The Funds make investments in private equity and, in certain instances, other indebtedness or
equity and debt securities of public and private issuers (including securities convertible into equity
and debt securities), derivative instruments and any other financial instruments or assets (including
real estate) that
the Adviser believes may help achieve the Funds’ respective investment objectives.
In accordance with the Funds’ respective investment objectives, investments are made in
companies doing business in a variety of industries, including, without limitation: consumer
products and services; financial services (including insurance, asset management and broker-
dealer services); industrials; software, information systems, and tech-enabled services.
More detailed descriptions of the Funds’ investment strategies are included in Item 8 below.
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 typically will serve as the investment adviser or general partner to the Funds in order to
provide such services, and, with respect to certain Funds, the Adviser expects in certain instances
to delegate (and, in the case of AICM, has delegated) such responsibilities to a sub-adviser
(including, but not limited to, AICM and other portfolio company asset managers).
The Adviser provides investment supervisory services to each Fund in accordance with the limited
partnership agreement (or analogous organizational document) of such Fund, separate investment
and advisory, investment management or portfolio management agreements and/or side letters
entered into with certain Funds or their investors (each, a “Governing Document”).
Investment advice is provided directly to the Funds and not individually to the investors in the
Funds. Services are provided to the Funds in accordance with the Governing Documents.
Investment restrictions for the Funds, if any, are generally established in the Governing
Documents.
The terms of the investment advisory services to be provided to a Fund, including any restrictions
on investments in certain types of securities, are generally established by the Adviser and modified
by negotiations with investors in the applicable Fund, and are set forth in such Fund’s Governing
Documents and other documentation received by each investor prior to investment in such Fund.
Once invested in a Fund, investors cannot impose restrictions on the types of securities in which
such Fund may invest.
The information provided above about the investment advisory services provided by the Adviser
is qualified in its entirety by reference to the Governing Documents and the Funds’ subscription
agreements.
The principal owner of Golden Gate is David Dominik. The Adviser has been in business since
2000. As of December 31, 2023, the Adviser had approximately $10,463,732,884 of regulatory
assets under management, all of which was managed on a discretionary basis (though the Adviser
expects in certain instances to delegate (and, in the case of AICM, has delegated) day-to-day
investment advisory responsibility for all or a portion of certain Funds to a sub-adviser, including,
but not limited to, AICM).