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Adviser Profile

As of Date 03/28/2024
Adviser Type - Large advisory firm
Number of Employees 29 -91.52%
of those in investment advisory functions 15 -87.29%
Registration SEC, Approved, 5/24/2013

Client Types

- Pooled investment vehicles

Advisory Activities

- Portfolio management for pooled investment vehicles

Compensation Arrangments

- A percentage of assets under your management
- Performance-based fees

Recent News

Reported AUM

Discretionary
Non-discretionary
11B 10B 8B 6B 5B 3B 2B
2015 2016 2017 2018 2019 2020 2021 2022 2023

Private Funds



Employees

Private Funds Structure

Fund Type Count GAV
Fund TypePrivate Equity Fund Count14 GAV$9,821,763,821

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Brochure Summary

Overview

Description of the Registrant The Registrant serves as investment manager for a series of private investment funds which focus primarily on making investments in minority interests in alternative asset managers, including Blackstone Strategic Capital Holdings L.P., a Delaware limited partnership, and its parallel investment vehicles, alternative investment vehicles and related entities, as applicable, which was established to invest primarily in public market managers with a secondary focus on private market managers (“BSCH I”); Blackstone Strategic Capital Holdings II L.P., a Delaware limited partnership, and its parallel investment vehicles, alternative investment vehicles and related entities, as applicable, which was established to invest primarily in private market managers (“BSCH II”); and Blackstone Strategic Capital Holdings (Side Car), L.P., a Delaware limited partnership, and its parallel investment vehicles, alternative investment vehicles and related entities, as applicable (together with BSCH I, BSCH II and any other, or future, account, client, fund, vehicle or any other similar arrangement managed by the Registrant, the “Funds”), which was established to make co- investments as part of the Investment Program (as defined below). Affiliates of the Registrant serve as general partner (each, a “General Partner”) of the Funds. The Registrant will seek to achieve income and capital appreciation primarily through the acquisition of Fund Manager Interests (as defined herein) by the Funds as part of the Registrant’s investment program and activities (the “Investment Program”) which includes making (i) minority investment in public market managers and (ii) minority investments in private market managers. A wholly-owned subsidiary of the Registrant, BSCA Advisors L.L.C. (“BSCA Advisors”), also manages certain co-investment vehicles relating to the Funds (collectively, the “BSCA Advisors Co-Investment Vehicles”). The BSCA Advisors Co- Investment Vehicles are expected to participate side-by-side with the Funds in certain co- investment opportunities (“Co-Investments”) to the extent such Co-Investments become available. BSCA Advisors is not effectuating a separate registration; rather it is a “relying adviser” of the Registrant. All references herein to the Registrant are deemed to include BSCA Advisors and all references to the Funds are deemed to include BSCA Advisors Co-Investment Vehicles, unless expressly stated to the contrary or the context otherwise requires. The Registrant was founded in 2012, and BSCA Advisors was founded in 2013. The ultimate parent of the Registrant is Blackstone Inc., which is a publicly traded corporation listed on the New York Stock Exchange and which trades under the ticker symbol “BX”. Blackstone is a leading global alternative investment manager with investment vehicles focused on private equity, real estate, hedge fund solutions, credit, secondary funds, tactical opportunities, infrastructure, insurance solutions and life sciences. Subject to applicable information walls, the Registrant shares employees and facilities with SPFSA, a registered investment adviser. Please see Item 10 – Other Financial Industry Activities and Affiliations for more information. The Registrant is an affiliate of SPFSA, a leading secondaries advisor which has regulatory assets under management of approximately $71,279,836,478 as of December 31, 2023, all of which are managed on a discretionary basis. Please note that this figure is an unaudited estimate. The Registrant derives significant benefits from the experience of SPFSA in the investment, operational, legal, structuring and compliance aspects of alternative investments. The assets reported above include assets with respect to which an investment adviser that is a “related person” (as defined in Form ADV) of SPFSA has delegated investment advisory authority to SPFSA. Such sub-advisory assets are excluded from the regulatory assets under management reported in the ADV Part 2As of the affiliated advisers that delegated the authority. The assets reported above include assets attributable to the amount that clients of SPFSA have invested in clients advised by an investment adviser that is a related person of SPFSA. As a result, those assets are included in the regulatory assets under management of both SPFSA and such other affiliated advisers. The assets reported above include assets attributable to the amount that clients advised by an investment adviser that is a related person of SPFSA have invested in clients of SPFSA. As a result, those assets are included in the regulatory assets under management of both SPFSA and such other affiliated advisers. The assets reported above exclude assets attributable to an investment by one client of SPFSA in another client of SPFSA that would represent a duplication of assets already included in calculating regulatory assets under management (so that such assets are counted only once). The Registrant’s investment advice is subject to each Fund’s investment objectives and guidelines as set forth in such Fund’s Confidential Private Placement Memorandum (or other similar disclosure document), Limited Partnership Agreement, Articles of Association, Subscription Agreement, Investment Advisory Agreement and/or other applicable constituent documents (“Constituent Documents”). The investment objectives and guidelines were or will be negotiated by investors in the Funds prior to the final closing of the respective Fund. Description of Advisory Services As investment adviser to the Funds, the Registrant (i) identifies and implements investment opportunities for the Funds, (ii) participates in the monitoring of the Funds’ investments; (iii) makes decisions on behalf of the Funds to make and/or sell investments, (iv) could engage in foreign currency hedging transactions and/or the hedging of certain market exposures for certain Funds, and (v) enters into credit arrangements with third parties on behalf of certain Funds to allow a Fund to borrow on a short-term basis for purposes of (x) funding acquisitions of Fund Manager Interests (or other permitted investments), expenses or management fees prior to receipt of capital from investors in respect of capital calls, (y) acquiring a portion of a Fund Manager Interest (or other permitted investment) prior to syndicating such portion to co-investors and (z) leveraging its investments (within the leverage limits stated in the Constituent Documents). As described above, the strategy of the Funds is to seek to acquire minority equity, equity- related, debt, revenue and/or other interests in general partners, management companies, investment advisers and their affiliates that derive a significant portion of their revenues from the sponsorship and management of hedge funds, private equity funds, private credit funds, real estate and infrastructure funds and/or other alternative asset management products (“Fund Managers”, and such interests, “Fund Manager Interests”), although the Funds are
authorized to acquire majority economic and/or controlling interests in Fund Managers and to make investments in the funds and other related investment vehicles sponsored by the Fund Managers (“Manager-Sponsored Funds”), in each case on a primary or secondary basis, subject to the limitations in the Constituent Documents. As part of the Investment Program, BSCH I has invested in both public market managers and private market managers, while BSCH II invests primarily in private market managers. The existing owners of the Fund Managers are generally expected to retain both autonomy over the day- to-day operations of their business and a majority ownership stake in such Fund Managers, although the Funds will retain customary consent rights over certain matters. The Funds endeavor to diversify Fund Manager Interests across investment strategies, geography, and asset classes, although there is no guarantee as to the extent such diversification will be achieved. The Funds continue to generally target prospective Fund Managers with assets under management of $5 billion or greater, though opportunistically may invest in smaller alternative asset managers with institutional platforms and/or attractive growth prospects. The Registrant believes that larger, more diversified and established managers offer greater predictability and stability of cash flows, as well as potentially presenting more compelling opportunities for Blackstone to add value as a strategic partner (through co-investment, access to new pools of capital, facilitation of succession plans). The Registrant generally plans to target leading managers with strong brands, institutional infrastructure, and diversified revenue drivers and client bases. The ultimate goal of the Funds is to assemble a portfolio of Fund Manager Interests and ultimately to seek to monetize this portfolio through a public offering, recapitalization, financing or other method of achieving liquidity. BSCA Advisors’ activities will be limited to serving as co-investment advisor to certain co- investment vehicles, which will generally invest side-by-side with the Funds to the extent such Co-Investments become available. BSCA Advisors’ authority with respect to the BSCA Advisors Co-Investment Vehicles typically will be more limited than the Registrant’s authority with respect to the Funds. The Funds permit certain persons to make selected Co-Investments. The General Partner, in its sole discretion and on a priority basis, has, and in the future can be expected to offer Co- Investments and related follow-on Co-Investments to (i) any person participating in the origination of such investment opportunity, (ii) any person whose participation in such investment the General Partner believes would be beneficial to the consummation or success of the investment, (iii) affiliates of Blackstone, including Other Blackstone Clients, current/former employees of Blackstone, and endowment funds, charitable programs and/or other similar or related entities associated with the foregoing, (iv) certain strategic partners and/or other important relationships of Blackstone, including key advisors, strategic partners and/or “anchor” investors with respect to the Funds, and/or (v) as otherwise provided in the Constituent Documents of the Funds. As a practical matter, due to constraints that may be imposed by Fund Managers, the Funds may not be in a position to offer Co-Investments to certain types of investors (or any investors). It is expected that investors will participate in Co-Investments on a no-fee basis, although the Registrant reserves the right to charge management fees and/or carried interest (or other similar arrangements) with respect to Co-Investments on a case-by-case basis. As a general matter, the size of the investment opportunities pursued by the Funds and the investment guidelines of the Funds are such that the Funds may elect to hold the entire investment in the event Co- Investments are not offered or in the event that Co-Investments are offered, but are ultimately not consummated. In such cases, the Funds would acquire the entire investment opportunity and, accordingly, the Funds would bear all of the costs and expenses associated with such investment, including those costs and expenses that would otherwise have been borne by co-investors. Consequently, co-investors with respect to particular co-investments will generally not bear any share of broken-deal expenses and such expenses will be borne by the Funds (unless otherwise provided for in the Constituent Documents). The General Partner and the Registrant generally will seek to ensure that the Funds and any co-investors participate in any Co-Investments and any related transactions on comparable terms to the extent practicable or appropriate. However, this may not be practicable or appropriate in all circumstances and certain co-investors enjoy terms more favorable or less favorable than those available to other co-investors or Investors in the Funds. Such differences may create a conflict for the Registrant in terms of allocating an opportunity among the Funds and co-investors. Generally, Co-Investment vehicles will share with the Funds, pro rata, in expenses relating to the applicable Co-Investment (based on the relative amounts invested thereby). Assets Under Management The Registrant’s regulatory assets under management are approximately $10,353,176,966 billion (as of December 31, 2023), all of which are managed on a discretionary basis. This includes committed capital that has not been drawn for any purpose (including for the purpose of acquiring Fund Manager Interests). Please note this figure is an unaudited estimate. The assets reported above include assets with respect to which an investment adviser that is a “related person” (as defined in Form ADV) of the Registrant has delegated investment advisory authority to the Registrant. Such sub-advisory assets are excluded from the regulatory assets under management reported in the ADV Part 2As of the affiliated advisers that delegated the authority. The assets reported above include assets attributable to the amount that clients of the Registrant have invested in clients advised by an investment adviser that is a related person of the Registrant. As a result, those assets are included in the regulatory assets under management of both the Registrant and such other affiliated advisers. The assets reported above include assets attributable to the amount that clients advised by an investment adviser that is a related person of the Registrant have invested in clients of the Registrant. As a result, those assets are included in the regulatory assets under management of both the Registrant and such other affiliated advisers. The assets reported above exclude assets attributable to an investment by one client in another client that would represent a duplication of assets already included in calculating regulatory assets under management (so that such assets are counted only once).