Graham Partners, a Pennsylvania corporation, is a private investment firm, based in
suburban Philadelphia, which focuses primarily on (i) partnering with, acquiring and investing in
growth-oriented companies involved in advanced manufacturing, industrial technology, software
and other technologies and related services in the lower middle market and (ii) making growth
capital investments in privately-held companies involved with advanced manufacturing, industrial
technology, software and other technologies and services, in each case principally in the United
States and Canada. Graham Partners is owned by Steven C. Graham, its Chief Executive Officer
and Senior Managing Principal.
We provide investment advisory services to pooled investment vehicles that are exempt
from registration under the Investment Company Act of 1940, as amended, and whose securities
are not registered under the Securities Act of 1933, as amended. We currently provide investment
advice to Graham Partners III, L.P., Graham Partners IV, L.P., Graham Partners V, L.P. and
Graham Partners VI, L.P. (“Graham VI”) (together with their respective parallel partnerships and
any successor funds, the “Flagship Funds”), in each case, either directly or through Graham
Partners Management III, L.P. or Graham Partners Management IV, L.P., as applicable, each a
wholly-owned subsidiary of Graham Partners and registered as a relying investment adviser in
accordance with SEC guidance under the Advisers Act. In addition, we provide investment advice
to Graham Partners Growth I, L.P. (together with its parallel partnerships and any successor funds,
the “Growth Fund”), either directly or through Graham Partners Growth, LLC (“Graham
Growth”), a wholly-owned subsidiary of Graham Partners and registered as a relying investment
adviser in accordance with SEC guidance under the Advisers Act. Furthermore, we provide
investment advice to a continuation vehicle, Graham Partners OptConnect Continuation Fund, L.P.
(together with its parallel partnerships, the “OptConnect Continuation Fund”), directly, and could
in the future provide investment advice to additional continuation vehicles (together with the
OptConnect Continuation Fund, “Continuation Funds”). We expect to provide investment advice
to a co-investment vehicle, Graham Partners VI Co-Invest (A), L.P., which, for all purposes herein,
will not pay management fees or carried interest, will not have an advisory board, and will be
established for the benefit of an investor in Graham VI to make co-investments alongside Graham
VI and its parallel partnerships (the “GVI Co-Investment Fund”), directly, and could in the future
provide investment advice to additional co-investment vehicles (together with the GVI Co-
Investment Fund, “Co-Investment Funds”). Moreover, we also expect to provide investment
advice to GCI SEI SPV, L.P., GCI KR Operating SPV, L.P. and GCI GMCN SPV, L.P., each a
special purpose vehicle formed for the purpose of making a single portfolio investment, which will
not pay management fees or carried interest and will not have an advisory board (together the “GCI
SPVs”), through a subsidiary of Graham Capital Investments (GCI), LLC (“GCI”), but could in
the future provide investment advice to additional special purpose vehicles (“SPVs”), funds, or
other pooled investment vehicles, which may charge management fees and/or carried interest. The
Flagship Funds, the Growth Fund, and the OptConnect Continuation Fund are referred to herein
as the “Funds”. For the avoidance of doubt, references in this Brochure to “Graham Partners” also
include its relying investment adviser (specifically including Graham Growth) and any related
persons acting as general partners of the Funds, and their affiliates, as applicable.
From time to time, co-investors can invest directly or indirectly into the Funds’ portfolio
companies, including through Co-Investment Funds. We intend to advise other funds in addition
to those listed herein. We also expect to in the
future advise other funds on bespoke investment
strategies that could include “GP-led” secondary transactions, other Continuation Funds or related
transactions, including co-investments alongside of investors such as family offices, independent
sponsors and private capital fund managers, or strategies that could include “GP stakes” and “GP
seeding” transactions.
Prior to the formation of the first Fund in 1999, Graham Partners served in a corporate
finance advisory capacity for a group of industrial and investment businesses founded by
entrepreneur Donald C. Graham, the father of Steven C. Graham. These entities were then
commonly known as “The Graham Companies” or the “Graham Group.” Today, the Graham
Group name has been broadened and is used to refer to an alliance of independently owned and
operated industrial and investment management businesses, which includes Graham Partners.
As investment adviser for each Fund, Graham Partners identifies investment opportunities
and participates in the acquisition, management, monitoring and disposition of investments for
each Fund. Graham Partners provides these investment advisory services to each Fund pursuant
to separate investment advisory agreements (each an “Advisory Agreement”). The terms of the
investment advisory services to be provided by Graham Partners to a Fund, including any specific
investment guidelines or restrictions, are set forth in such Fund’s Advisory Agreement or in its
limited partnership agreements (collectively, the “Fund Documents”). We seek to tailor our
advisory services to the individual needs of each of the Funds. Individual needs are identified
through a review of overall guidelines and objectives, as well as specific investment goals among
other criteria.
Graham Partners has entered, and will in the future enter, into side letters or other similar
arrangements with certain investors that have the effect of establishing rights under, supplementing
or altering a Fund’s partnership agreement or an investor’s subscription agreement. Such rights
or alterations could be regarding economic terms, fee structures, excuse rights, information rights,
co-investment rights (including the provision of priority allocation rights to investors who have
capital commitments in excess of certain thresholds to one or more Funds), or transfer rights. As
a result of such rights, certain investors in the same Fund experience different returns and have
access to information to which other investors do not have access. An investor’s co-investment
rights under a side letter could result in fewer co-investment opportunities or reduced co-
investment allocations provided to other investors. For the most part, any right established, or any
term altered or supplemented, will govern only the investment of the specific investor and not the
terms of a Fund as whole. Certain such additional rights, but not all rights, terms or conditions
have been, and may in the future be, elected by certain investors with “most favored nation” rights
pursuant to their own side letters.
We do not participate in any wrap fee programs.
As of the date hereof, the committed capital raised by us since inception of the Funds, plus
co-investments we have managed, totaled approximately $5.164 billion, comprised of $4.250
billion in committed capital and the balance in co-investments managed by Graham Partners. As
of December 31, 2023, our regulatory assets under management (“Regulatory AUM”) totaled
approximately $3.5055 billion. This Regulatory AUM figure represents the sum of the fair market
value of the assets held by the Funds as of December 31, 2023, plus the aggregate amount of
uncalled capital commitments to the Funds as of December 31, 2023. We manage all of the assets
in the Funds on a discretionary basis. We do not manage any assets on a non-discretionary basis.
As used herein, any references to “or” shall mean “and/or” and any references to
“including” shall mean “including, but not limited to.”