Irving Place Capital Management, L.P. (the “Management Company”), is a registered
investment adviser and is a Delaware limited partnership. The Management Company and its
affiliated investment advisers provide investment supervisory services to their clients, which
consist of investment funds privately offered to qualified investors in the United States and
elsewhere. The Management Company commenced operations in 2008.
The Management Company’s clients include the following (each, a “Fund,” and together
with any future private investment fund to which the Management Company or its affiliates
provide investment advisory services, including employee and co-investment vehicles, the
“Funds”):
• Irving Place Capital Partners III SPV, L.P. (“Fund III SPV”); and
• the following entities formed in connection with co-investments or other transactions:
MNO Investor Holdings, LLC (the “Star Co-Invest / Deal Fund”), and IPC/UHS Co-
Investment Partners, L.P (collectively with the Star Co-Invest / Deal Fund, the “Co-
Invest / Deal Funds”).
IPCIII GP, LLC and IPC Advisors III SPV, L.P. (each, a “General Partner,” and together
with any future general partner to a Fund, the “General Partners”) are entities affiliated with the
Management Company that serve as general partners to IPC/UHS Co-Investment Partners, L.P. and
Fund III SPV, respectively. IPC Manager III SPV, L.P. and IPC Group III, L.P. are entities that are
also affiliated with the Management Company. In addition, the following entities are general
partners, managing members or entities with management or similar authority over one or more
Funds, including without limitation the Star Co-Invest / Deal Fund: the Management Company;
IPCM GP, LLC; and Star Avenue Holdings I, LLC; (together, the “Affiliated Advisers,” and
together with the Management Company, the General Partners, and their affiliated advisory entities,
“Irving Place Capital”). Each Affiliated Adviser and General Partner is deemed registered under the
Advisers Act pursuant to the Management Company’s registration in accordance with SEC
guidance. This Brochure also describes the business practices of each Affiliated Adviser and
General Partner, which together operate as a single advisory business together with the Management
Company.
The Funds are private equity funds and invest through negotiated transactions in operating
entities, generally referred to herein as “portfolio companies.” Irving Place Capital’s investment
advisory services to the Funds consist of identifying and evaluating investment opportunities,
negotiating the terms of investments, managing and monitoring investments and achieving
dispositions for such investments. Although investments are made predominantly in non-public
companies, investments in public companies are permitted. From time to time, where such
investments consist of portfolio companies, the senior principals or other personnel of or consultants
to Irving Place Capital may and typically do serve on such portfolio companies’ respective boards
of directors or otherwise act to influence control over management of portfolio companies in which
the Funds have invested.
No Funds are currently making investments in new portfolio companies. Any references to
investment activities of the Funds should be read accordingly as referring to during the investment
periods of such Funds.
Irving Place Capital’s advisory services for the Funds
are detailed in the applicable private
placement memorandum or other offering document (each, a “Memorandum”) and/or limited
partnership agreement or other operating agreement (each, a “Limited Partnership Agreement”
and together with the Memorandum, the “Governing Documents”) and are further described
below under “Methods of Analysis, Investment Strategies and Risk of Loss.” Investors in a Fund
participate in the overall investment program for such Fund, but may be excused from a particular
investment due to legal, regulatory or other agreed-upon circumstances pursuant to the relevant
Limited Partnership Agreement. The Funds or the General Partners may enter and have entered
into side letters or other similar agreements with certain investors that have the effect of
establishing rights (including economic or other terms) under, or altering or supplementing the
terms of, the relevant Limited Partnership Agreement with respect to such investors.
Additionally, from time to time, Irving Place Capital provides (or agrees to provide) limited
partners of the Funds as well as certain third party investors or other persons, including Irving
Place Capital’s principals, personnel and certain other persons associated with Irving Place Capital
(to the extent not prohibited by the applicable Limited Partnership Agreement), co-investment
opportunities (including the opportunity to participate in co-invest vehicles) that will invest in
certain portfolio companies alongside a Fund. Such co-investments typically involve investment
and disposal of interests in the applicable portfolio company. However, from time to time, for
strategic and other reasons, a co-investor (or co-invest vehicle) may purchase a portion of an
investment from a Fund. Any such purchase from a Fund by a co-investor (or co-invest vehicle)
generally occurs shortly after the Fund’s completion of the investment to avoid any changes in
valuation of the investment, and the co-investor (or co-invest vehicle) may be charged interest on
the purchase to compensate the relevant Fund for the holding period, and generally will be required
to reimburse the relevant Fund for related costs.
As of December 31, 2023, Irving Place Capital managed approximately
$253,373,103 in regulatory assets under management on a discretionary basis. IPCM GP, LLC, a
Delaware limited liability company, acts as the general partner of the Management Company, and
is ultimately owned and controlled by JDH Management LLC (the sole owner of which is John
Howard) and Radial Management LLC (the sole owner of which is Philip Carpenter III). Mr.
Carpenter is also the principal owner of Radial Equity Partners LP (“Radial”), a registered
investment adviser that began operations in 2019. Certain personnel of Irving Place Capital are
expected to become personnel of Radial during a transition period in which such personnel will
continue to provide services to Irving Place Capital generally and to the Funds specifically. Irving
Place Capital expects that such personnel will devote such business time and attention to Irving
Place Capital and the Funds as they reasonably consider necessary. While none of the Funds is
currently making new investments, the Irving Place Capital team - including Mr. Carpenter -
continues to provide services to the Funds solely with respect to existing investments, including
dispositions of such investments, while the Funds conclude their activities.