Platinum Equity, LLC (“Platinum Equity” and together with Advisors, “Platinum”) was founded in 1995
by its Chairman and Chief Executive Officer, Tom Gores. In 2003, Platinum Equity sponsored its first
investment fund and formed Advisors, an affiliate of Platinum Equity, to serve as the investment adviser to
the investment funds described herein. In addition, affiliates of Platinum Equity manage and serve as the
general partner or senior managing member of each of the Investment Funds (as defined below) described
herein (each, a “General Partner” and, collectively, the “General Partners”). References to “we” or “us”
herein refer to Advisors.
Advisors is principally owned and controlled by Tom Gores and his affiliates: Platinum Equity, Platinum
Equity Investment Holdings, LLC, Platinum Equity Advisors Holdings, LLC, and the Gores 2003
Investment Trust. In addition, investment funds affiliated with Blue Owl GP Strategic Capital (f/k/a Dyal
GP Capital Solutions and Dyal Capital Partners) (“Dyal”), now a division of Blue Owl Capital Inc., hold a
passive non-voting minority interest in Advisors. Dyal does not have any authority over the day-to-day
operations or investment decisions of Advisors as they relate to the Investment Funds, but it does have
certain customary minority protections with respect to its ownership interest in Advisors. Dyal does not
have representation on the investment committees of the General Partners or any of their affiliates. Dyal
and certain of its affiliates will, subject to certain conditions, make investment commitments to certain
future Investment Funds under terms and conditions which may be more favorable than those applicable to
unaffiliated Investors.
Advisors provides advisory services to private investment funds, including Platinum Equity Capital
Partners L.P. (together with its Parallel Funds (as defined below) and alternative investment vehicles, “Fund
I”), Platinum Equity Capital Partners II, L.P. (together with its Parallel Funds and alternative investment
vehicles, “Fund II”), Platinum Equity Capital Partners III, L.P. (together with its Parallel Funds and
alternative investment vehicles, “Fund III”), Platinum Equity Capital Partners IV, L.P. (together with its
Parallel Funds and alternative investment vehicles, “Fund IV”), Platinum Equity Capital Partners V, L.P.
(together with its Parallel Funds and alternative investment vehicles, “Fund V”), Platinum Equity Capital
Partners VI, L.P. (together with its Parallel Funds, Feeder Funds and alternative investment vehicles, “Fund
VI” and together with Fund I, Fund II, Fund III, Fund IV and Fund V, the “PECP Funds”), Platinum Equity
Small Cap Fund, L.P. (together with its Parallel Funds and alternative investment vehicles, the “Small Cap
Fund I”), Platinum Equity Small Cap Fund II, L.P. (together with its Parallel Funds and alternative
investment vehicles, “Small Cap II Fund”, together with Small Cap I Fund, the “Small Cap Funds” and
together with PECP Funds, the “Platinum Buyout Funds”), Platinum Credit Opportunities Fund, L.P.
(together with its Parallel Funds and alternative investment vehicles, “PCOF” or the “Credit Fund”; the
Credit Fund, together with the PECP Funds and the Small Cap Funds, the “Platinum Funds”), Continuation
Vehicles and Rollover Vehicles (each as defined below) formed in connection with Continuation
Transactions (as defined below); certain other private investment vehicles that co-invest in each portfolio
investment made by the Platinum Funds whose investors are limited to the Platinum Co-Investors (as
defined below) (each such vehicle, a “Platinum Co-Invest Vehicle”) and certain other investment vehicles,
including dedicated or “standing” vehicles, established to facilitate Third Party Co-Investments (as defined
below) (each such vehicle, a “Third Party Co-Invest Vehicle,” each Third Party Co-Invest Vehicle and
Platinum Co-Invest Vehicle, a “Co-Invest Vehicle,” and the Co-Invest Vehicles with the Platinum Funds
and any other private investment funds to which Advisors provides advisory services from time to time, the
“Investment Funds” and each such vehicle individually, an “Investment Fund”), which primarily make
private equity, credit and other investments in undervalued, undermanaged and/or underperforming
businesses and execute operations-intensive transformations that seek to meaningfully create value. Limited
partners or other investors within a particular Investment Fund are referred to herein as “Investors.”
As of December 31, 2023, we had approximately $48,377,629,268 (adjusted for subsequent material
transactions through March 21, 2024) of assets under management solely on a discretionary basis.
1 Our
investment objective is to generate significant capital appreciation for the Investors investing in the
Investment Funds for which we provide investment advisory services. The Platinum Buyout Funds seek to
achieve this objective primarily by making private investments in equity, equity-oriented or debt securities
or other instruments which offer equity-like returns of undervalued, undermanaged and/or underperforming
businesses. In addition, PCOF seeks to extend credit to underperforming, undervalued and undermanaged
companies, primarily in North America.
When advising the Investment Funds, we consider a broad range of transactions, including without
limitation management and leveraged buyouts, recapitalizations, privately negotiated control and minority
investments, consolidations and roll-ups, spin-offs and carve-outs, growth equity investments
and debt
investments.
Generally, the Investment Funds do not invest in other private investment funds. The Platinum Funds are
prohibited from investing in other private investment funds that would result in a net increase in the
management fee or carried interest paid by Investors. Accordingly, in those rare instances where a Platinum
1 Regulatory Assets Under Management is calculated as the sum of (i) the estimated fair value of cash and securities
of the Investment Funds and (ii) any unfunded capital commitments for the Investment Funds that are still in their
commitment period, each as of December 31, 2023 (adjusted for subsequent material transactions through March 21,
2024).
Fund has invested in another private investment fund, the Platinum Fund did not pay any management fees
or carried interest to the private investment fund or its general partner.
Certain affiliates of Platinum and the General Partners co-invest in the portfolio investments of the Platinum
Funds. The applicable General Partner is required to cause the General Partners, Platinum, and/or the
partners, members, shareholders, officers, directors, executives, operating advisors and employees of
Platinum, Advisors, the General Partners and their respective affiliates (and, in certain cases, estate planning
vehicles, friends and family of the foregoing persons) (collectively, the “Platinum Co-Investors”) to co-
invest, via a Co-Invest Vehicle, in each portfolio investment of the Platinum Buyout Funds on the same
economic terms and conditions as any such Platinum Buyout Fund making such investment (“Platinum Co-
Investments”). The amount of such Platinum Co-Investment is determined as a percentage (“Co-Investment
Percentage”) of the total investment opportunity, as determined by the General Partner and subject to the
applicable Governing Agreements. All co-investments, regardless of size, are also subject to a maximum
limit (the “Co-Investment Cap”), which is set by the relevant General Partner annually in advance. Platinum
Co-Investment opportunities (including the Co-Investment Percentage and the Co-Investment Cap) are
subject in all cases to the terms of the relevant Platinum Buyout Fund’s Governing Agreement (as defined
below).
In addition to the required Platinum Co-Investment, as further described in Item 6 - “Performance-Based
Fees and Side-by-Side Management”, other co-investment opportunities, in particular, investments in the
portfolio investments of the Platinum Funds, may be offered, and have been offered, to certain Investors
and other third parties (“Third Party Co-Investments”), generally in the sole and absolute discretion of the
General Partners (except in certain Platinum Funds where we have been contractually obligated to offer a
co-investment opportunity to an Investor that has already been offered to other Investors), generally taking
into account multiple factors, including without limitation, whether a potential co-investor has expressed
an interest in evaluating co-investment opportunities, whether a potential co-investor has a history of
participating in co-investment opportunities, the timing of the Investor’s commitment to the Platinum Fund,
the existence of accounts or vehicles formed to co-invest in investments, whether the potential co-investor
has demonstrated a long-term and/or continuing commitment to the potential success of Platinum, the
overall size of a co-investor’s capital commitments to the Investment Funds, the expected amount of
negotiations required in connection with such co-investor’s capital commitment, the applicable Platinum
Fund’s investment limitations, the size of the investment opportunity and the demand among potential co-
investors. In some cases, as described in the applicable Governing Agreement, the ability of the General
Partners to offer co-investment opportunities to potential Third Party Co-Investors have been limited due
to restrictions that may apply, including, without limitation conflicts concerns, confidentiality obligations,
contractual obligations and legal and regulatory requirements. The terms of any such investment, including
any fees or carried interest applicable to such co-investment, if any, are negotiated by the relevant General
Partner and the potential co-investor on a case-by-case basis in their respective sole and absolute discretion,
in this regard, certain co-investors do not pay Management Fees or bear Carried Interest (each as defined
below).
Assets of each Investment Fund are managed in accordance with its particular investment guidelines and
the terms of the applicable governing documents of each Investment Fund (the “Governing Agreement”).
Further details concerning each Investment Fund’s investment guidelines are set forth in their respective
Governing Agreements. When providing these services to the Investment Funds, the General Partners and
Advisors direct and manage the investment of each Investment Fund’s assets and provide reports to
Investors as described below under Item 13 - “Review of Accounts.” Investment advice is provided directly
to each Investment Fund and not individually to the Investors.
Interests in the Investment Funds are not registered under the U.S. Securities Act of 1933, as amended, and
the Investment Funds are not registered under the U.S. Investment Company Act of 1940, as amended.
Accordingly, interests in the Investment Funds are offered and sold exclusively to investors satisfying the
applicable eligibility and suitability requirements, either in private transactions within the United States or
in offshore transactions.