2
general partner, and/or managing member, may include: organizing and managing each Fund’s business affairs;
acquiring, financing and disposing of investments; seeking board of director representation and operational
authority to manage the Target Company’s turnaround; preparing financial statements; preparing tax related
schedules; and providing investor relations functions such as drafting, printing and distributing
correspondence to Investors and prospective investors.
We manage each Fund based on the investment objectives and investment restrictions set forth in the
organizational documents of each such Fund (together with any amendments thereto, each an “Organizational
Document”) and any investment management agreement between us and such Fund (together with any
amendments thereto, each a “ManagementAgreement,” and together with the Organizational Document of
each Fund and the offering documents of each Fund, the “OfferingDocuments”).
Pursuant to the Organizational Documents of each Fund, we may be prohibited from investing more than a
certain amount of a Fund’s assets in any single Target Company.
Investors are not advisory clients of SIM and do not impose restrictions on how we invest our Funds, other than
through negotiation of the Organizational Documents, Management Agreement, their subscription agreement
and side letter entered into with us, if any.
As of December 31, 2023, we managed $732,478,516 of investments for the Funds.1 This entire amount is
managed on a discretionary basis.
1 Assets under management represents uncalled commitments, cash and gross fair market value of the
assets managed by us on behalf of the Funds, including any leverage.
C.ClientTailoredServicesandClientTailoredRestrictions
D.AssetsUnderManagement
We receive a management fee (“ManagementFee”) generally payable in advance on a monthly basis based on
the net assets of the respective Fund. Management fees are more specifically set forth in the Offering Documents
of the respective Fund and are generally
negotiable and are deducted from respective Fund assets.
We, in our discretion, may waive or reduce the Management Fee applicable to all or any of the Investors in each
Fund or agree with an Investor to waive or alter the Management Fee as to that Investor.
An affiliate of SIM, Sherborne Investors LP (“SILP”), serves as the special limited partner to WIG and as the
special member to SIGC LLC and Newbury. A wholly-owned subsidiary of SILP, Sherborne Investors Master GP,
LLC (formerly known as Sherborne Investors (Guernsey) GP, LLC), is the general partner of WIG and the
managing member of SIGC LLC and Newbury. The special limited partner or special member, as appropriate,
receives an allocation of a percentage of capital gains (“PerformanceAllocation”) realized by each Investor
that invests in the Fund at the time the Target Company is sold or its shares distributed to Investors. The
percentage is negotiated and may incorporate hurdle rates or other factors that may increase or decrease the
percentage. If an Investor invests in multiple Funds, the Performance Allocation is assessed separately on a
Fund-by-Fund basis and therefore a loss realized in one Fund is not netted against a gain realized in another
Fund.
We or our affiliates, in our discretion, may waive or reduce the Performance Allocation as to all or any of the
Investors in a Fund.
Sherborne Investors (Guernsey) C Limited (“SIGC”) was incorporated and registered in Guernsey on May 25,
2017, and its shares were admitted to trading on the London Stock Exchange on July 12, 2017. SIGC was formed
to act as a feeder vehicle to the Funds. SIGC has a 99.97% interest in SIGC LLC.
While Investors in SIGC hold publicly listed securities that are freely tradable, the Fund does not provide
Investors with interim liquidity prior to the sale or distribution of Target Company securities.
Investors should refer to each Fund’s Organizational Documents for additional or supplementary information
regarding such Fund as well as the fees paid by such Fund.