Spring Lake Equity GP LLC is a limited liability company formed for the purpose of serving as
the managing member of Spring Lake Equity Partners LLC, a private equity fund (“Spring Lake
Equity Partners”). This Brochure also relates to affiliated entities that were formed for the
purposes of serving as managing member of other Spring Lake Funds (as defined below), each of
which is a private equity fund. Those entities are Spring Lake Equity II GP LLC (“Spring Lake
Equity II GP”), Spring Lake/MM Co-Investment GP LLC, (“Spring Lake/MM Co-Investment
GP”), Spring Lake Equity III GP LLC (“Spring Lake Equity III GP”), Spring Lake/WK Co-
Investment GP LLC (“Spring Lake/WK Co-Investment GP”) and Spring Lake/MM Co-Investment
III GP LLC (Spring Lake/MM Co-Investment III GP”). We refer to these entities collectively with
Spring Lake Equity GP as the “Spring Lake Equity GP Entities” or as “we” or “us”.
The Spring Lake Equity GP Entities are managing members of the following private equity funds:
• Spring Lake Equity GP serves as managing member of Spring Lake Equity Partners.
• Spring Lake Equity II GP serves as managing member of Spring Lake Equity Partners II
LLC (“Spring Lake Equity Partners II”).
• Spring Lake/MM Co-Investment GP serves as managing member of Spring Lake/MM Co-
Investment LLC (“Spring Lake/MM Co-Investment”).
• Spring Lake Equity III GP serves as the managing member of Spring Lake Equity Partners
III LLC (“Spring Lake Equity Partners III”).
• Spring Lake/WK Co-Investment GP LLC serves as the managing member of Spring
Lake/WK Co-Investment LLC (“Spring Lake/WK Co-Investment”).
• Spring Lake/MM Co-Investment III GP LLC serves as the managing member of Spring
Lake/MM Co-Investment III LLC (“Spring Lake/MM Co-Investment III”).
We refer to these funds collectively as the “Spring Lake Funds” or as “Clients” and individually
as a “Fund” or as a “Client.”
Spring Lake Equity Partners, Spring Lake Equity Partners II, and Spring Lake Equity Partners III
invest in operating companies, generally companies whose equity securities are privately held. The
co-investment Funds are each invested in a single operating company. Each of the Spring Lake
Funds may temporarily invest cash in short-term instruments such as money market instruments,
certain government securities or bank certificates of deposit.
Spring Lake Equity GP began operations in July 2013 and the other Spring Lake Equity Entities
began operation thereafter.
Spring Lake Equity Management LLC (“Spring Lake Equity Management”) is the investment
manager for each of the Spring Lake Funds. Spring Lake Equity Management is also the managing
member of each of the Spring Lake Equity GP Entities and controls each of them. Spring Lake
Equity Management and the Spring Lake Equity GP Entities share office space and personnel.
They have a common Code of Ethics and Chief Compliance Officer. The Spring Lake Equity GP
Entities, the Spring Lake Funds, and the Spring Lake Equity Management do business under the
name “Spring Lake Equity Partners.”
Spring Lake Equity Management has entered into an amended and restated sub-advisory
agreement with WestRiver
Management, LLC (“WestRiver Management”), pursuant to which
WestRiver Management provides investment advisory and related services, as requested, with
respect to Spring Lake Equity Partners II. See Item 11 (“Code of Ethics, Participation or Interest
in Client Transactions and Personal Trading” / “Certain Other Conflicts of Interest”).
The largest owners of each of the Spring Lake Equity GP Entities are Robert F. Forlenza (“Mr.
Forlenza”) and Carmen J. Scarpa Jr. (“Mr. Scarpa”). Mr. Forlenza and Mr. Scarpa left Tudor
Investment Corporation (“Tudor”) in July 2013 to operate Spring Lake Equity Partners GP LLC
and Spring Lake Equity Management. At Tudor, Mr. Forlenza and Mr. Scarpa were principal
members of the Tudor Growth Equity Group, the private equity arm of Tudor. Other direct owners
of each of the Spring Lake Equity GP Entities include Tudor Global Trading LLC, a Tudor
affiliated entity, and WestRiver Management, the sponsor of WestRiver Equity Partners, LLC
(“WestRiver Equity”), an investor in Spring Lake Equity Partners, Spring Lake Equity Partners II,
and two of the Spring Lake co-investment vehicles. Some Spring Lake Equity Management
personnel also own an interest in one or more of the Spring Lake Equity GP Entities.
Each Spring Lake Equity GP Entity has the discretionary authority to purchase or sell securities
on behalf of the Fund for which it is the managing member, though the co-investment vehicles are
not expected to purchase additional securities.
Spring Lake Equity Partners and Spring Lake Equity Partners II each have certain large investors
referred to as “Anchor Investors.” The Anchor Investors, either directly or through WestRiver
Equity, have invested in the Spring Lake Funds.
Currently, each of the Spring Lake Equity GP Entities, other than the General Partners for Co-
investment funds, has an advisory committee (as to each Fund, the “Advisory Committee” and as
to the Funds, the “Advisory Committees”). The Spring Lake Equity GP Entities select the
members of the respective Advisory Committees.
The principal purpose of each Advisory Committee is to provide such advice and counsel to the
Spring Lake Equity GP Entities as may be requested from time to time. Each of the Spring Lake
Equity GP Entities expect to consult the pertinent Advisory Committee in the ordinary course on
potential investments, although all decisions with respect to such investments remain vested in the
Spring Lake Equity GP Entities. The responsibilities of the Advisory Committees are detailed in
the Funds’ offering documents.
The Anchor Investors have entered into “side letters” with some of the Spring Lake Equity GP
Entities that afford them certain rights, including more favorable economic terms and in some
instances co-investment rights under certain circumstances. Some other investors have entered
into “side letters” with some of the Spring Lake Equity GP Entities that afford them more favorable
economic terms. See Item 11 (“Code of Ethics, Participation or Interest in Client Transactions and
Personal Trading” / “Certain Other Conflicts of Interest.”)
As of December 31, 2023, we managed $328,955,000 in discretionary assets.