Overview
SunTx is a private equity investment management firm that, since its inception in 2000, has pursued its
investment strategy of making control investments in middle-market companies primarily in the Sunbelt
region (the “Sunbelt” or the “Region”). SunTx was co-founded in 2000 by Ned N. Fleming III, Mark R.
Matteson, Craig J. Jennings (collectively, the “Principals”) and Richard Boyle (who has retired and is no
longer a Firm Principal). SunTx is wholly-owned by Ned N. Fleming III; SunTx Capital II Management
Corp. (“SunTx II”) and SunTx Capital III Management Corp. (“SunTx III”), each an affiliate of SunTx
and a Relying Adviser (as discussed below), are owned by Ned N. Fleming III, Mark R. Matteson and Craig
J. Jennings.
SunTx, SunTx II, and SunTx III provide investment management services on a discretionary basis to private
equity investment funds (the “Private Equity Funds”), including the following: SunTx Fulcrum Fund
Prime, L.P., into which former SunTx Fulcrum Fund, L.P. was merged in March 2017 (“Fulcrum Prime”),
SunTx Fulcrum Dutch Investors Prime, L.P., into which former SunTx Fulcrum Dutch Investors, L.P. was
merged in March 2017 (“Fulcrum Dutch Prime,” together with Fulcrum Prime referred to as “Fund I”)1,
SunTx Capital Partners II, L.P. (“Capital II”), SunTx Capital Partners II Dutch Investors, LP (“Dutch II”
and together with Capital II referred to as “Fund II”), SunTx Capital Partners III, L.P. (“Fund III” and
together with Fund I and Fund II, the “SunTx Funds”). Certain of SunTx’s affiliates (and not SunTx) serve
as general partners to the SunTx Funds.
SunTx or a SunTx affiliate also serve as general partner and/or investment manager to single purpose private
investment funds established for the purpose of acquiring a Portfolio Company (“Acquisition Vehicles”).
Each Acquisition Vehicle that has one or more third party co-investors in addition to SunTx or a SunTx
Fund are deemed to be an investment advisory client. Such Acquisition Vehicles currently include SunTx
Big Outdoor Holdings, L.P. SunTx expects to establish additional Acquisition Vehicles for future portfolio
company investments. Current and any future Acquisition Vehicles together with the SunTx Funds, are
referred to as “Clients” or “Accounts”. SunTx II and SunTx III, together with those affiliates that serve as
general partner to the SunTx Funds are together referred to in this Brochure as “SunTx Affiliates”.
Companies in which the SunTx Funds invest are referred to as “Portfolio Companies”.
SunTx, SunTx II, and SunTx III have together filed a single Form ADV. SunTx II and SunTx III are each
a “Relying Adviser” of SunTx. SunTx, SunTx II and SunTx III are subject to a unified compliance program
administered by a single Chief Compliance Officer (“CCO”) and hold themselves out to current and
potential investors
as conducting a single advisory business. References in this Brochure to SunTx shall
include the Relying Advisers and all SunTx Affiliates, as appropriate.
As of December 31, 2023, SunTx had approximately $306 million in discretionary gross assets under
management, which amount includes uncalled capital commitments as of that date. SunTx does not
currently manage any assets in a non-discretionary manner.
Nature of Clients and Investors
The SunTx Funds are SunTx’s Clients. SunTx does not have a separate client relationship with investors in
the SunTx Funds, which are referred to throughout this Brochure as “Investors.” The SunTx Funds are
typically U.S. limited partnerships and other investment vehicles (“Private Funds”) that are not registered
1 All investments in SunTx Fulcrum Fund II - SBIC, L.P., previously part of the Fund I structure, were disposed of
and the SBIC license surrendered as of December 2021 and SunTx Capital SBIC Corporation no longer provides
investment management services to such fund.
or required to be registered under the U.S. Investment Company Act of 1940 (the “Investment Company
Act”) or the U.S. Securities Act of 1933 (the “Securities Act”) and are privately placed to qualified investors
in the United States and elsewhere. See also Item 7 below. Investors in the SunTx Funds are typically
domiciled in the U.S., Europe or Asia and include public and private defined benefit retirement plans,
endowments and foundations, family offices, wealth management firms, healthcare entities, financial
institutions and high net worth individuals that are accredited investors and qualified clients.
Investment Mandates
The SunTx Funds are managed in accordance with the investment objectives, strategies and guidelines as
set forth in the relevant Fund’s confidential offering memorandum, organizational documents and other
related documents (collectively “Governing Documents”) or investment agreement, and in all cases
investments are selected on the basis of the Client’s investment needs and objectives.
The SunTx Funds are not tailored to the individualized needs of any particular Investor, though certain
SunTx Funds may take into consideration the general characteristics (e.g., tax status) of its target Investors
when structuring its operations. An investment in a SunTx Fund does not, in and of itself, create an advisory
relationship between the Investor and SunTx and SunTx typically does not enter into separate advisory
arrangements with any Investor. Therefore, each Investor must consider for itself whether any SunTx Fund
meets the Investor’s investment objectives and risk tolerance before investing in the Fund. Information
about each SunTx Fund is set forth in its Governing Documents, which will be available to current and
eligible prospective Investors only through SunTx or another authorized party.