Snow Phipps is a limited liability company formed under the laws of the state of Delaware. Snow
Phipps is primarily owned and controlled by Mr. Ian Snow, the Chief Executive Officer (the
“CEO”). Mr. Ogden Phipps, Mr. Alan Mantel and Mr. John Pless, each an Investment Partner (as
defined below), are minority owners. Snow Phipps commenced operations in April 2005.
We provide discretionary investment advice to three private equity funds, Snow Phipps Group, L.P.
and its parallel investment vehicles (“SPG, LP”), Snow Phipps II, L.P. (“SPII”), and Snow Phipps
III, L.P. (“SPIII”) and their related alternative investment vehicles and special purpose vehicles
(collectively, the “Funds” or “Clients”). The Funds seek significant long-term capital appreciation
through private investments in middle-market companies utilizing an investment strategy that
leverages the experience of senior operating executives. SPG GP, LLC is the general partner of
SPG, LP, Snow Phipps GP II, LLC is the general partner of SPII, and Snow Phipps GP III, LLC is
the general partner of SPIII (collectively, the “General Partners”). Each General Partner is subject
to the Investment Advisers Act of 1940, as amended, and the rules and regulations promulgated
thereunder (the “Advisers Act”), pursuant to the Firm’s registration in accordance with SEC
guidance. This brochure also describes the business practices of the General Partners, which operate
as a single advisory business together with Snow Phipps.
Snow Phipps primarily targets companies for investment that are located in North America. Such
companies generally have enterprise values ranging from $100 million to $500 million that require
equity investments between $50 million and $150 million. We have occasionally led smaller and
larger transactions, up to $525 million of equity capital, with certain limited partners as co-investors.
We generally focus on investments to obtain controlling positions in companies, which are achieved
using leveraged acquisitions, build-ups, recapitalizations, restructurings and growth equity
transactions.
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 of the
applicable Fund. Investment restrictions for the Funds, if any, are generally established
in the
governing documents of the applicable Fund. Once invested in a Fund, an investor cannot impose
restrictions on the types of securities in which such Fund may invest. Investors in the Funds
participate in the overall investment program for the relevant Fund, but in certain circumstances are
excused from a particular investment due to legal, regulatory, or other agreed-upon circumstances
pursuant to the governing documents; provided that such arrangements generally do not and will
not create an adviser-client relationship between the Firm and any investor. Investments in the
Funds involve significant risks and should be regarded as long-term in nature, forming only one
portion of an investor’s diversified investment portfolio.
TruArc Partners, LP (“TruArc”) has been established as a successor business to Snow Phipps and
serves as a sub-adviser to SPG, LP, SPII, and SPIII. TruArc provides discretionary investment
advice to TruArc Fund IV, LP and TruArc Fund IV (Parallel), LP (together with any additional
parallel investment vehicles and their respective feeder vehicles and alternative investment vehicles,
“Fund IV”), a successor fund to continue to execute the same investment strategy employed in
SPIII. TruArc Fund IV GP, LLC is the general partner of Fund IV. The Fund IV General Partner
has also formed TruArc Fund IV Co-Invest, LP (“TruArc Fund IV Co-Invest”), a co-investment
vehicle that co-invests in all or substantially all of Fund IV’s portfolio investments alongside Fund
IV. TruArc also provides discretionary investment advice to TruArc Structured Opportunities Fund,
LP (together with any additional parallel investment vehicles and their respective feeder vehicles
and alternative investment vehicles, “SOF”). TruArc SOF GP, LLC is the general partner of SOF.
TruArc is primarily owned and controlled by Alan Mantel, Ogden Phipps, and John Pless. In
addition, Mr. Ian Snow has a minority economic interest in the TruArc. Please see Items 8 and 10
below for further information regarding the Snow Phipps and TruArc relationship.
Assets Under Management
As of December 31, 2023, Snow Phipps had $1,603,800,000 of Client assets under management on
a discretionary basis. This includes the committed capital that may be called by the Funds from
their respective limited partners. We do not manage Client assets on a non-discretionary basis.