Firm Description
Founded in 1993, Waud Capital Partners, L.L.C. (referred to herein as “WCP” or the
“Firm”) and its related entities are a growth-oriented private equity investment firm based in
Chicago that aims to acquire, improve and grow companies in the U.S. middle‐market primarily
through control‐oriented equity investments. WCP partners with experienced management teams
with the goal of building market leading companies within Healthcare and Software & Technology
verticals and their intersection: companies that use technology to enable the delivery of traditional
healthcare services and healthcare IT. WCP targets businesses in large, growing, inefficient and
highly fragmented markets within these sectors and seeks to grow companies both organically and
through follow-on acquisitions.
WCP provides investment advisory services to the following private funds (collectively
referred to herein as the “WCP Funds”): Waud Capital Partners III, L.P., Waud Capital Partners
QP III, L.P. and Waud Capital Partners FIF III, L.P. (collectively, “Fund III”); Waud Capital
Partners IV, L.P., Waud Capital Partners QP IV, L.P. and Waud Capital Partners FIF IV, L.P.
(collectively, “Fund IV”); Waud Capital Partners QP V, L.P. and Waud Capital Partners FIF V,
L.P. (collectively, “Fund V”); and Waud Capital Partners QP VI, L.P. and Waud Capital Partners
FIF VI, L.P. (collectively, “Fund VI”). More information about the WCP Funds is available in
WCP’s Form ADV Part 1, Schedule D, Section 7.B.(1).
In addition to the WCP Funds, WCP also manages co-investment funds that facilitate co-
investments in portfolio companies of the WCP Funds. WCP currently manages two types of co-
investment funds: one type of co-investment fund includes certain WCP Fund limited partners or
third-party investors investing in a single WCP portfolio company alongside a WCP Fund (“WCP
Fund Co-Invest Funds”) and which is managed by the relevant WCP Fund general partner. The
second type of co-investment fund includes only WCP senior management employees and WCP
affiliated persons (i.e., no WCP Fund limited partners or third-party investors) investing on a side-
by-side basis with the WCP Funds in the same portfolio companies as the relevant WCP Fund
(“WCP Employee/Affiliate Co-Invest Funds” and together with the WCP Fund Co-Invest
Funds, “WCP Co-Invest Funds”). Collectively, the WCP Funds, the WCP Fund Co-Invest Funds
and Employee/Affiliate Co-Invest Funds are referred to in this Brochure as the “Funds”, unless
the context otherwise requires. More information about the Funds is available in WCP’s Form
ADV Part 1, Schedule D, Section 7.B.(1).
Additionally, in certain circumstances, as more fully described in Item 7 below, WCP also
permits certain limited partners and third parties to co-invest directly into a portfolio company.
Unlike the Funds mentioned above, such direct co-investments are not considered clients of WCP.
The Funds are private equity funds that invest through negotiated transactions in operating
entities, generally referred to as “portfolio companies”, in the Healthcare and Software &
Technology verticals and their intersection. Each portfolio company has its own management
team responsible for managing its day-to-day operations, although the WCP senior investment
professionals and other related persons of WCP and/or third-party persons appointed by WCP
serve on such portfolio companies’ respective boards of directors or otherwise act to influence the
management of portfolio companies held by the Funds. In addition, in some cases, WCP will more
directly influence the day-to-day management of the portfolio company by recruiting and retaining
certain individuals in various leadership roles, such as chief executive officer, chief operating
officer, chief financial officer or in other roles. WCP’s investment advisory services to the Funds
consist of identifying and evaluating investment opportunities, negotiating investments, managing
and monitoring investments, and achieving dispositions for such investments. Investments are
made predominantly
in non-public portfolio companies, although investments in public portfolio
companies are permitted and on occasion, the Funds will own a public security position.
WCP’s investment advisory services for the applicable Fund are governed by and detailed
in the relevant private placement memoranda (each, “Private Placement Memorandum”),
limited partnership agreements (each, “Partnership Agreement”), subscription agreements, side
letters and investment management agreements (together with the Private Placement
Memorandum and the Partnership Agreement, the “Governing Documents”) and investors
determine the suitability of an investment in a Fund based on, among other things, the Governing
Documents. WCP provides investment advisory services to the applicable Fund through its
affiliated general partner entities (collectively, “WCP Fund GPs”), each of which is deemed
registered under the Advisers Act pursuant to WCP’s registration in accordance with SEC
guidance. The applicable WCP Fund GP retains investment discretion and limited partners in the
Funds do not participate in the control or management of the Funds. While the WCP Fund GPs
maintain ultimate authority over their respective Funds, WCP has been designated the role of
investment adviser. This Brochure describes the business practices of the WCP Fund GPs, which
operate as a single advisory business together with WCP, and unless the context otherwise
requires, references in this Brochure to “WCP” should be construed to mean the relevant WCP
Fund GP and/or Waud Capital Partners, L.L.C. and its personnel. More information about the
WCP Fund GPs is available in WCP’s Form ADV Part 1, Schedule D, Section 7.A.
Limited partners in a WCP Fund participate in the overall investment program for the
applicable WCP Fund but under the relevant Governing Documents can be excused in certain
circumstances from a particular investment due to legal, regulatory or other applicable constraints
(however to date no such excuse has occurred). In addition, in accordance with industry common
practice, WCP Fund GPs have entered into side letters or other similar agreements (“Side
Letters”) with certain WCP Funds’ and WCP Fund Co-Invest Funds’ limited partners that have
the effect of establishing rights under or supplementing the applicable Partnership Agreement. A
WCP Fund GP reserves the right to enter into a Side Letter with certain limited partners of a Fund
which provides such limited partners with different or preferential rights or terms, including, but
not limited to, information rights, specialized reporting, priority co-investment rights or targeted
co-investment amounts, rights to serve on a Fund’s Board of Advisors, transfer rights,
confidentiality protections and disclosure rights, modification of default remedies, as well as
economic, procedural and other terms. These rights, benefits or privileges are not always made
available to all limited partners nor in some cases are they required to be disclosed to all limited
partners. The Side Letter is negotiated at the time of the relevant limited partner’s capital
commitment and once invested in a Fund, the limited partners generally cannot impose additional
guidelines or restrictions on such Fund, consistent with general market practice. There can be no
assurance that the side letter rights granted to one or more limited partners will not in certain cases
disadvantage other limited partners.
As of December 31, 2023, WCP managed regulatory assets under management of
approximately $4.562 billion, all on a discretionary basis in WCP’s sole discretion. This
calculation includes regulatory assets under management for all Funds.
Principal Owners
The WCP Fund GP entities are owned by Reeve B. Waud, his related entities and other
WCP senior management employees. WCP is ultimately owned and controlled by Mr. Waud and
entities under his control. For more information about WCP’s owners and executive officers,
please see WCP’s Form ADV Part 1, Schedule A.