Firm Description
Founded in 2005, Rock Island Capital, LLC (together with its fund general partners (unless otherwise
specified), “RIC” or the “Firm”) is a private equity firm that invests in lower middle market companies
to support their ownership transition and growth strategies. RIC invests in both majority and minority
equity positions through recapitalizations, management buyouts and growth equity opportunities. The
Firm targets manufacturing, distribution and service companies primarily based in the United States
and Canada, with initial enterprise values up to $150 million and revenue ranging from $10 million to
$250 million. RIC invests in profitable companies and does not invest in companies whose primary
business is real estate or the exploration of natural resources.
RIC serves as the investment manager to the following private funds: Rock Island Capital Fund I,
L.P. (“RIC Fund I”) and Rock Island Capital Q Fund I, L.P. (the “RIC Q Fund I” and together with
RIC Fund I, “Fund I”); Rock Island Capital Fund II, L.P. (“Fund II”); Rock Island Capital Fund III,
L.P. (“RIC Fund III”) and Rock Island Capital Fund III-A, L.P. (“RIC Fund III-A” and together with
RIC Fund III, “Fund III”); Rock Island Capital Fund IV, L.P. (“RIC Fund IV”), Rock Island Capital
Fund IV-A, L.P. (“RIC Fund IV-A”) and Rock Island Capital Fund IV-X, L.P. (“RIC Fund IV-X”
and together with RIC Fund IV and RIC Fund IV-A, “Fund IV”) (together, Fund I, Fund II, Fund
III and Fund IV, the “Main Funds”). RIC also manages special purpose vehicle investments created
to facilitate an investment in a single portfolio company alongside a Fund (collectively referred to
herein as the “SPVs,” and collectively with the Main Funds, the “Funds” unless otherwise specified
or as the context requires). An SPV pools together money from an RIC Fund and other eligible
investors, who are referred to herein as “co-investors” (and together with investors in the Funds,
“limited partners” unless otherwise specified).
Additionally, in certain circumstances, as more fully described in Item 7 below, the Firm also permits
certain limited partners and third parties to co-invest alongside a Fund directly into a portfolio
company. Unlike the SPVs mentioned above, such direct co-investments are not considered Funds
or clients of RIC.
The general partners (“General Partners”) of each Fund are affiliated with RIC and are deemed to be
registered under the Investment Advisers Act of 1940, as amended, (“Advisers Act”), pursuant to
RIC’s registration in accordance with SEC guidance. Each General Partner has the authority to make
investment decisions on behalf of the applicable Fund. The applicable General Partner retains
investment discretion and limited partners in the Funds do not participate in the control or
management of the Funds. While the General Partners maintain ultimate authority over the respective
Funds, RIC has been delegated the role of investment adviser. For more information about the Funds
and General Partners, please see RIC’s Form ADV Part 1, Schedule D, Section 7.A. and Section
7.B.(1).
Advisory Business
RIC provides investment advisory services as a private equity fund manager to its Funds. The Funds
invest through privately negotiated transactions in non-public operating companies, generally referred
to as “portfolio companies.” Each portfolio company has its own independent management team
responsible for managing its day-to-day operations, although RIC’s principals or other personnel
and/or third
parties appointed by RIC (including Operating Advisors, as described below) will
generally serve on such portfolio companies’ respective boards of directors or otherwise act to
influence control over management of portfolio companies held by the Funds. In addition, in some
cases, RIC will more directly influence the day-to-day management of the company by recruiting and
installing certain individuals in various leadership roles, such as chief executive officer, chief operating
officer, chief financial officer or in other roles. RIC’s investment advisory services to the Funds
consist of identifying and evaluating investment opportunities, negotiating the terms of investments,
managing and monitoring investments and ultimately achieving dispositions of such investments.
The Firm’s advisory services for each Fund are detailed in and governed by the applicable offering
memorandum, limited partnership agreements (or similar agreement), subscription documents,
investment advisory agreement, side letters and other governing documents of the relevant Fund
(collectively, “Governing Documents”) and limited partners determine the suitability of an investment
in a Fund based on, among other things, the Governing Documents. The Firm’s investment advice
and authority for each Fund is tailored to the investment objectives of that Fund; RIC does not tailor
its advisory services to the individual needs of limited partners in its Funds.
Limited partners in the Funds participate in the overall investment program for the applicable Fund,
and generally cannot be excused from a particular investment except pursuant to the terms of the
relevant Governing Documents. In accordance with industry common practice, the Firm has, in its
sole discretion, entered into side letters or similar agreements with certain limited partners that have
the effect of establishing rights under, altering or supplementing, a Fund’s Governing Documents.
Examples of side letters entered into include certain fee arrangements, advisory board representation,
notification provisions, provisions whereby limited partners have expressed an interest in participating
in co-investment opportunities and timing of capital calls, among others. These rights, benefits or
privileges are not always made available to all limited partners, consistent with the Governing
Documents and general market practice. Commencing in March 2025, RIC will make required
disclosure of certain side letters to all investors (and in certain cases, to prospective investors) in
accordance with the new Private Fund Rule. Side letters are negotiated at the time of the relevant
limited partner’s capital commitment, and once invested in a Fund, limited partners generally cannot
impose additional investment guidelines or restrictions on such Fund. 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.
RIC does not participate in wrap fee programs.
As of December 31, 2023, RIC managed $590,900,000 of regulatory assets under management, all of
which are managed on a discretionary basis. RIC does not manage any investments on a non-
discretionary basis.
Principal Owners/Ownership Structure
Rock Island Capital, LLC is owned by its four principals, Alfred Mattaliano, Michael Nugent, Brian
Bastedo and Daniel Alport. For more information about RIC’s owners and executive officers, see
RIC’s Form ADV Part 1, Schedule A.