A. Description of Advisory Firm
Encore is a private equity firm which primarily provides advice on and manages investments in lower
middle-market companies in the consumer product industry. Encore is a Delaware limited
partnership, originally formed as a limited liability company in 2005. Encore provides discretionary
investment advisory services to a number of private investment funds (the “Funds”) and co-
investment vehicles. At the present, the only advisory clients of Encore are the Funds.
The principal owners of Encore are Sellers Trust and Hoefer Brown Family Trust. The trustees of
such trusts include Scott Sellers and Robert Brown, the founders and principals of Encore (the
“Principals”). Investors in the Funds should refer to the Schedule A of Form ADV Part 1A for details
on Encore’s ownership information.
Encore serves as the investment manager to private investment funds exempt from registration under
the Investment Company Act of 1940, as amended (the “Investment Company Act”). In addition, the
securities of the Funds are not registered under the Securities Act of 1933, as amended (the
“Securities Act”). A full list of Funds can be found on Encore’s Form ADV Part 1A, Section 7.B.(1).
In 2016, Encore formed two Alternative Investment Vehicles for the special purpose of investing in
one of its portfolio companies: Encore Consumer Capital Taxable III, LP and Encore Consumer
Capital Tax-Exempt III, LP (together the “Encore Vehicles”). Encore does not receive any
management fees or performance allocation directly from the Encore Vehicles. Encore does not
consider the Encore Vehicles as advisory clients for purposes of this Brochure.
Affiliates of Encore serve as the general partners of the Funds (the “Affiliated General Partners”).
Each Fund is governed by a limited partnership agreement or an operating agreement (each, a “Fund
Agreement”) that outlines the specific investment guidelines and restrictions applicable to each Fund.
In addition, a private placement memoranda, if applicable, is prepared for the investors of each Fund
and contains information regarding the intended investment program. Encore, together with the
Affiliated General Partners, provide investment management and administrative services to the
Funds in accordance with the applicable Fund Agreements, private placement memoranda and other
offering materials. Each of the Affiliated General Partners retains management authority over the
business and affairs, including investment decisions of the Funds, for which it serves as general
partner.
B. Types of Advisory Services
Encore
maintains broad investment authority with respect to the administration and direction of the
Funds. Each Fund’s investment objectives and strategy are set forth in a confidential private
placement memorandum. All investors in the Funds (“Investors”) are provided with a confidential
private placement memorandum prior to investing in the Funds and are urged to carefully review
Fund documents.
Encore typically will invest in lower middle market companies with between $10 million and $100
million of annual revenue and with leading positions in attractive segments of the consumer products
industry. Encore believes that its consumer products expertise and its large network will allow the
investment team to identify investment opportunities within the industry and add significant value to
its portfolio companies. Within the consumer products industry, Encore will seek investments that
the Principals believe have a favorable combination of the following characteristics:
• Strong brand name or leading market position;
• Strong management team;
• Low cost operations or sourcing advantages;
• Leverageable, consistent cash flows;
• Opportunity to expand into new product lines or channels; and/or
• Clearly identifiable and attractive exit strategy.
Encore will (through the Funds) make investments in various sectors of the consumer products
industry including food, beverages, personal care, household products, and pet products. Encore
typically will not invest in traditional retailers or restaurants, or service businesses.
C. Client Objectives and Restrictions
As noted above, the clients of Encore are the Funds. Encore does not tailor its advisory services to
the individual needs of Investors.
Notwithstanding the fact that Encore has not accepted any sort of investment restrictions for
individual Investors, it should be noted that Encore has agreed to modify certain rights and privileges
for certain Investors which are not available to other Investors (including without limitation,
transparency rights, reporting rights, capacity rights, approval rights and certain other protections
and the right to receive certain special allocations). Typically, such modifications are contained
within side letters which are negotiated prior to an investment in the Funds.
D. Wrap Fee Programs
Encore does not participate in wrap fee programs.
E. Regulatory Assets Under Management
As of December 31, 2023, Encore manages $662,333,181of client assets on a discretionary basis. Encore
does not currently manage any client assets on a non-discretionary basis.