Bertram Capital Management, LLC (the “Management Company” or the “Adviser”), an
investment adviser registered with the U.S. Securities & Exchange Commission (the “SEC”), is a
private investment management firm with approximately $3.525 billion in total client assets
under management as of December 31st, 2023, which it manages on a discretionary basis. The
Management Company is a California limited liability company that commenced operations in
2006. The Management Company’s Managing Partner is Jeffrey M. Drazan.
The Management Company and its affiliates, including Bertram Growth Capital I (GP),
L.P. (“General Partner I”), Bertram Growth Capital II (GP), L.P. (“General Partner II”), Bertram
Growth Capital III (GP), L.P. (“General Partner III”), Bertram Growth Capital III Annex Fund
(GP), L.P. (“General Partner III Annex”), Bertram Growth Capital IV (GP), L.P. (“General
Partner IV”), Bertram Capital V (GP), L.P. (“General Partner V”), and Bertram Ignite I (GP),
L.P. (General Partner Ignite I” and together with General Partner I, General Partner II, General
Partner III, General Partner III Annex, General Partner IV and General Partner V, each, a
“General Partner” and, together with any future affiliated general partner entities, the “General
Partners”) (collectively, with the Adviser, the “Advisers” or “Bertram”), provide investment
supervisory services to their clients, which currently consist of private investment funds (each, a
“Fund,” and together with any future private investment funds to which the Management
Company or its affiliates provide investment advisory services, including employee and
alternative investment vehicles, the “Private Investment Funds”). Additionally, as further
described in Item 11 “Participation or Interest in Client Transactions,” Bertram expects to
provide (or agree to provide) certain current or prospective investors or other persons the
opportunity to participate in co-invest vehicles (each a “Co-Invest Fund”) that will invest in
certain portfolio companies alongside a Fund. Unless otherwise noted, references throughout this
Brochure to “Funds” or “Private Investment Funds” are generally intended to include the Co-
Invest Fund. Each of General Partner I, General Partner II, General Partner III, General Partner
III Annex and General Partner IV is subject to the Advisers Act, and pursuant to and in reliance
upon the Management Company’s registration in accordance with SEC guidance. The
Management Company, General Partner I, General Partner II, General Partner III, General
Partner III Annex, General Partner IV, General Partner V, and General Partner Ignite I operate as
a single investment advisory firm and are all under common control.
General Partner I is the general partner of Bertram Growth Capital I, L.P. (“Fund I”), a
Delaware limited partnership. General Partner II is the general partner of Bertram Growth
Capital II, L.P. and Bertram Growth Capital II-A, L.P., each a Delaware limited partnership
(collectively, “Fund II”). General Partner III is the general partner of Bertram Growth Capital III,
L.P. and Bertram Growth Capital III-A, L.P., each a Delaware limited partnership (collectively,
“Fund III”). General Partner III Annex is the
general partner of Bertram Growth Capital III
Annex Fund, L.P. (“Fund III Annex”). General Partner IV is the general partner of Bertram
Growth Capital IV, L.P. and Bertram Growth Capital IV-A, L.P., each a Delaware limited
partnership (collectively, “Fund IV”). General Partner V is the general partner of Bertram
Capital V, L.P. and Bertram Capital V-A, L.P., each a Delaware limited partnership
(collectively, “Fund V”). General Partner Ignite I is the general partner of Bertram Ignite I, L.P.
and Bertram Ignite I-A, L.P., (collectively “Ignite I”).
Bertram Capital Management, LLC Page 2
The Funds are private equity funds and invest through negotiated transactions in
operating entities. Pursuant to each Fund’s agreement of limited partnership (each, a “Partnership
Agreement”), General Partner I, General Partner II, General Partner III, General Partner III
Annex and General Partner IV, General Partner V, and General Partner Ignite I (together with
any future general partner of a Private Investment Fund, the “General Partners”) have the
authority to manage the business and affairs of Fund I, Fund II, Fund III, Fund III Annex, Fund
IV, Fund V, and Ignite I, respectively. Each General Partner has delegated, subject to its
oversight, day-to-day responsibility for the management and operations of the Funds to the
Management Company, pursuant to a management agreement (each, a “Management
Agreement”).
The Advisers’ investment advisory services to the Funds consist of identifying and
evaluating investment opportunities, negotiating investments, managing and monitoring
investments and achieving dispositions for such investments. Each Fund invests predominantly
in non-public companies, although each Fund may invest in public companies, subject to any
limitations set forth in its Partnership Agreement. The Advisers generally seek to take a
controlling position when investing in a portfolio company, and generally at least one Bertram
partner or other Bertram investment professional serves on a portfolio company’s board of
directors in order to represent the applicable Fund’s interests in the portfolio company.
The Advisers’ advisory services for the Funds are detailed in the applicable private
placement memoranda, Management Agreements and Partnership Agreements (collectively, the
“Fund Documents”) and are further described below under “Methods of Analysis, Investment
Strategies and Risk of Loss.” Investors in Private Investment Funds participate in such Fund’s
overall investment program, but in certain circumstances are excused from a particular
investment due to legal, regulatory or other applicable constraints. Each Fund or General Partner
typically enters into side letters or other similar agreements with certain investors that have the
effect of establish rights under, altering or supplementing the Partnership Agreement, including
providing informational rights, addressing regulatory matters or varying fees and carried interest,
with respect to such investors. For the most part, any rights established, or any terms altered or
supplemented will govern only the investment of the specific investor and not the terms of a
Fund as a whole.