1. The Adviser
PPC Enterprises LLC, a Delaware limited liability company, commenced operations in 2011 and
has its principal office in New York, NY. This Brochure provides an overview of the Adviser.
Perry Golkin and Michael T. Tokarz (the “Co-Founders”) are the founders of the Adviser and
Perry Golkin is the principal owner of the Adviser. Additional information related to the
ownership of the Adviser can be found on Schedule A of PPC’s Form ADV Part 1.
The Adviser provides investment management services exclusively to entities that qualify as
“accredited investors” under Regulation D promulgated under the Securities Act of 1933, as
amended (the “Securities Act”). The Fund is not required to register with the SEC as an
investment company in accordance with the exemptions set forth in Sections 3(c)(1) and 3(c)(7)
of the Investment Company Act of 1940, as amended (the “Investment Company Act”).
The Adviser provides advisory services to Series A of the Company and Series A of PPC AV 1,
LLC, an alternative vehicle of the Company formed November 4, 2016 (“PPC AV 1” and, together
with the Company, the “Fund”) and intends to provide advisory services to any additional series
that may be established in accordance with the limited liability company agreements of the
Company and PPC AV 1 (each, an “LLC Agreement”), any other alternative vehicle or co-
investment vehicle that may be formed by the Company’s and PPC AV 1’s managing member,
PPC MM, L.P., a Delaware limited partnership (the “Managing Member”), or its affiliates for the
purpose of co-investing alongside any series of the Company in accordance with the LLC
Agreement.
Neither the Company nor PPC AV 1 intends to make any investments on their own behalf.
Instead, their assets and its associated liabilities will be divided into separate series of interests
through which it will conduct its business. Each series will be separate and distinct from the
Company and PPC AV 1 and from each other series, and the interest of any member in a series
will be separate and distinct from a member’s interest in any other series. Initially, both the
Company and PPC AV 1 will have only one series, each called “Series A.” Unless and until other
series are established in accordance with the LLC Agreements under the limited circumstances
provided therein, all investments by the Company and PPC AV 1 will be made on behalf of their
respective Series A and will be assets of such series, and all liabilities incurred by the Company,
PPC AV 1 or their respective Series A will be liabilities of the relevant Series A. The
establishment of a new series of the Company and PPC AV 1 may only occur in connection with
the reduction in the capital commitment of one of the Company’s founding Special Members or
such Special Member’s (as defined below) withdrawal from Series A.
Unless otherwise indicated by the context, the terms “Members,” “Special Members,” “series,”
“Series A,” and “interests” as used in this Brochure, shall refer to the Members, Special Members,
series, Series A and interests of the Company and PPC AV 1 as a whole.
As of December 31, 2023, the Fund had $1.481 billion in aggregate capital commitments. As of
December 31, 2023, PPC had approximately $2,048,906,142 in regulatory assets under
management in respect of which PPC or an affiliate of PPC has full investment discretion, subject
to the Fund’s established investment guidelines. PPC does not manage any client assets on a non-
discretionary basis.
a. Investment Team and Relationship with TTGA
PPC’s investment team (the “Investment Team”) is led by Mr. Golkin, who is the chief executive
officer of the Adviser (the “CEO”) and Mr. Tokarz. In addition to Messrs. Golkin and Tokarz, the
Investment Team includes Max Alper, James Lynch, John Morgan, Scott Schuenke, Peter
Seidenberg, Thomas Uger, Asif Zaman and other investment professionals of PPC who, as
described below, provide investment advisory services to the Fund as needed. The Investment
Team has significant private equity, investment banking, corporate finance, entrepreneurial
leadership, acquisition integration, intellectual property, operations and turnaround experience.
Additional senior and junior investment professionals and industry experts are expected to join the
Investment Team as PPC grows its operations.
Mr. Tokarz, a Co-Founder, is also a manager of The Tokarz Group Advisers (“TTGA”), a
registered investment adviser that provides advisory services to the MVC Private Equity Fund,
L.P. (the “MVC PE Fund”) and its subsidiaries and portfolio company. Please refer to Item 8 –
Conflicts of Interest for more information regarding TTGA and the MVC PE Fund.
Mr. Tokarz provides investment advisory services to assist the Adviser in its management of
the Fund, including the referral to the Adviser and the Fund of potential investments within the
Fund’s investment focus, pursuant to an employee sharing and administrative services agreement
between PPC and TTGA. In addition, certain employees of PPC provide investment advisory and
administrative services to TTGA. TTGA has an existence independent of PPC. For purposes
of this Brochure, references to “PPC” and the “Adviser” do not include references to TTGA.
2. Description of Advisory Services
a. Advisory Services
PPC provides investment advisory services to (i) Series A of the Company pursuant to an
investment management agreement, dated as of May 16, 2014, as amended, by and among the
Company, for itself and on behalf of each series thereof, the Managing Member and PPC and
(ii) Series A of PPC AV 1 pursuant to an investment management agreement, dated as of
December 31, 2016, by and among PPC AV 1, for itself and on behalf of each series thereof, the
Managing Member and PPC. If any additional series or alternative vehicle is established in
accordance
with the LLC Agreements or any co-investment vehicle is formed for the purpose of
co-investing alongside any series of the Company or PPC AV 1 in accordance with their respective
LLC Agreement, then PPC also intends to provide investment advisory services to any such series,
alternative vehicle and co-investment vehicle. The Adviser’s services are furnished pursuant to a
management agreement with the Managing Member and the applicable series, alternative vehicle
or co-investment vehicle, as the case may be. Pursuant to the management agreements, the Adviser
identifies and makes recommendations regarding prospective investments and exit strategies and
other liquidity options and provides such other management, advisory and strategic assistance as
the Fund may request from time to time.
The Adviser tailors its advisory services to the specific investment objectives and restrictions of
the Fund pursuant to the investment guidelines and restrictions set forth in the PPM, the LLC
Agreements, the subscription agreements between the Fund and each investor and other governing
documents (collectively, the “Governing Documents”).
Information about the Fund and its investment objectives, strategies, restrictions and risks
associated with an investment are described in the Governing Documents, which are made
available to investors only through PPC and its authorized agents. See Item 8 — Methods of
Analysis, Investment Strategies and Risk of Loss and Item 16 — Investment Discretion.
The Company and PPC AV 1 both have two classes of members: m anaging members and special
members (collectively, the “Members”). The special members of the Company and PPC AV 1
(excluding members of the Investment Team and any of their affiliates and affiliates of the
Managing Member and the Adviser) are referred to herein as the “Special Members.” The Special
Members are U.S. public pension plans (e.g., state and local governmental public pension plans)
and other long-term investors. Investment strategies and guidelines are not tailored to the
individualized needs of any particular investor in the Fund.
Subject to the terms of the LLC Agreements, Special Members are permitted to opt out of a
particular investment if their participation in such investment constitutes a violation of law or if
the applicable LLC Agreement otherwise permits such opt-out. Investments in the Fund involve
significant risks and should be regarded as long-term in nature, forming only one portion of an
investor’s diversified investment portfolio. There can be no assurance that the investment
objectives of any client will be achieved. See Item 8 — Methods of Analysis, Investment Strategies
and Risk of Loss — Material, Significant or Unusual Risks Relating to Investment Strategies.
The investment committee of the Fund (the “Investment Committee”) is responsible for approving
all of the Fund’s investment opportunities. The composition of the Investment Committee is
subject to change and currently consists of Messrs. Golkin, Tokarz, Alper and Uger.
b. Investment Strategies and Types of Investments
The Fund’s investment objective is to make equity or equity-oriented investments (including debt
or hybrid debt/equity investments expected to offer equity-like returns) in small or middle- market
companies located in the United States and Canada. The Fund is currently focused on investments
in the following industries: business and financial services; industrial services (including specialty
chemicals and ingredients); and healthcare services.
The Fund also opportunistically pursues transactions in additional industries in which the
Investment Team has experience and in which the Adviser believes that opportunities exist to
profit from the applicable market dynamics in those industries.
The Fund seeks to invest in stable businesses having clear value propositions, recurring revenue
and non-discretionary demand characteristics. The Fund will target investments with large
addressable markets that are growing and fragmented in nature. PPC targets management teams
and owners looking for partners to transform the underlying business.
The Fund currently focuses on making investments in companies that are expected to require,
either at the time of the Fund’s initial investment therein or over time, between $25 million and
$150 million (or possibly higher if unfunded commitments in excess of $500 million are received
from Special Members) in aggregate equity capital from the Fund.
The Fund primarily invests in private companies, although it may invest in public companies
subject to any limits set forth in the Fund’s Governing Documents. The Fund also may hold
public company investments because of a sale of all or a portion of the Fund’s investments in a
portfolio company, such as when a portfolio company conducts an initial public offering or is
sold to a public company and the Fund receives public company stock in connection with the
sale.
Following an investment in a portfolio company, PPC personnel may serve on the portfolio
company’s board of directors, or otherwise act to influence the management of the companies until
the Fund exits the investment. See Item 10 — Other Financial and Industry Activities and
Affiliations.
PPC provides investment management services exclusively to the Fund and, if formed, certain
alternative vehicles or co-investment vehicles, and offers no other advisory services. However,
certain PPC employees may provide services to TTGA and Navigate Capital Management LP
(“Navigate”). See Item 11— Code of Ethics, Participation or Interest in Client Transactions
and Personal Trading. PPC does not perform any type of financial planning, quantitative
analysis, tax planning or market timing services for any client. It also does not participate in wrap
fee programs.