A. Grant Avenue Capital LLC (the “Firm” or “Adviser”), a Delaware limited liability company and a
registered investment adviser, and its affiliates, provides investment advisory services to
investment funds privately offered to qualified investors in the United States and elsewhere. The
Adviser, which is located in New York, NY, commenced opera ons in May 2018. The Firm is
controlled, through intermediate en es, by William Gumina who owns a substan al majority of
the Firm.
B. The Adviser’s clients include the following (each, a “Fund,” and collec vely, together with any
future private investment fund to which the Adviser and/or its affiliates provide investment
advisory services, the “Funds”):
• Grant Avenue Capital Fund II, LP and Grant Avenue Capital Fund II-A, LP (collec vely,
“Fund II”)
• GAC - Buckeye, LLC (“Buckeye”)
• GAC - For s, LLC (“For s”)
• GAC - Helios, LLC (“Helios”)
• GAC - Lincoln, LLC (“Lincoln,” and collec vely with Buckeye, For s and Helios, the
“Pre-Fund Vehicles”)
The following general partner en es are affiliated with the Adviser:
• Grant Avenue Capital Fund II UGP, LLC
(each, a “General Partner,” and collec vely, together with any future affiliated general partner
en es, the “General Partners,” and together with the Adviser and their affiliated en es “Grant
Avenue”).
Each General Partner is subject to the Advisers Act pursuant to the Adviser’s registra on in
accordance with SEC guidance. This Brochure also describes the business prac ces of the General
Partners, which operate as a single advisory business together with the Adviser.
Grant Avenue pursues control buyout investments in lower middle market healthcare companies.
The Firm primarily focuses on highly fragmented categories within healthcare services, such as
providers and outsource services, pharmaceu cal and pharmaceu cal services, medical
technology and healthcare informa on technology, that are recession resilient and have a
demonstratable customer value proposi on with no new product launch or FDA approval risk.
The Funds are private equity funds and invest through nego ated transac ons in opera ng
en es, generally referred to herein as “por olio companies.” Grant Avenue’s investment
advisory services to the Funds consist of iden fying and evalua ng investment opportuni es,
nego a ng the terms of investments, managing and monitoring investments and achieving
disposi ons for such investments. Although investments are made predominantly in non-public
companies, investments in public companies are permi ed subject to limita ons set forth in the
respec ve Governing Documents (as defined below). Where such investments consist of por olio
companies, the senior principals or other personnel of the Adviser or its affiliates generally serve
on such por olio companies’ respec ve boards of directors or otherwise act to influence control
over management of por olio companies in which the Funds have invested.
Grant Avenue’s advisory services to the Funds are detailed in the relevant private placement
memoranda or other offering documents (each, a “Memorandum”), management services
agreements, limited partnership or other opera ng agreements of the Funds (each, a
“Partnership Agreement” and, together with any relevant Memorandum, the “Governing
Documents”) and are further described below under Item
8 (Methods of Analysis, Investment
Strategies and Risk of Loss). Investors in the Funds (generally referred to herein as “investors” or
“limited partners”) par cipate in the overall investment program for the applicable Fund, but in
certain circumstances may be excused from a par cular investment due to legal, regulatory or
other agreed-upon circumstances pursuant to the Governing Documents; for the avoidance of
doubt, such arrangements generally do not and will not create an adviser-client rela onship
between Grant Avenue and any investor. The Funds or the General Partners have entered into
side le ers or other similar agreements (“Side Le ers”) with certain investors that have the effect
of establishing rights under, or altering or supplemen ng the terms (including economic or other
terms) of, the Governing Documents with respect to such investors.
Addi onally, as permi ed by the Governing Documents, Grant Avenue expects to provide (or
agree to provide) investment or co-investment opportuni es (including the opportunity to
par cipate in co-invest vehicles) to certain current or prospec ve investors or other persons,
including other sponsors, market par cipants, finders, consultants and other service providers,
por olio company management or personnel, Adviser personnel and/or certain other persons
associated with the Adviser and/or its affiliates (e.g., a vehicle formed by the Adviser’s principals
(the “Principals”) to co-invest alongside a par cular Fund’s transac ons). Such co-investments
typically involve investment and disposal of interests in the applicable por olio company at the
same me and on the same terms as the Fund making the investment. However, for strategic and
other reasons, a co-investor or co-invest vehicle (including a co-inves ng Fund) may purchase a
por on of an investment from one or more Funds a er such Funds have consummated their
investment in the por olio company (also known as a post-closing sell-down or transfer), which
generally will have been funded through Fund investor capital contribu ons and/or use of a Fund
credit facility. Any such purchase from a Fund by a co-investor or co-invest vehicle generally
occurs shortly a er the Fund’s comple on of the investment to avoid any changes in valua on of
the investment, but in certain instances could be well a er the Fund’s ini al purchase. Where
appropriate, and in Grant Avenue’s sole discre on, Grant Avenue reserves the right to charge
interest on the purchase to the co-investor or co-invest vehicle (or otherwise equitably to adjust
the purchase price under certain condi ons), and to seek reimbursement to the relevant Fund
for related costs. However, to the extent any such amounts are not so charged or reimbursed
(including charges or reimbursements required pursuant to applicable law), they generally will
be borne by the relevant Fund.
C. Grant Avenue does not tailor advisory services to the individual or par cular needs of investors.
Such investors accept the terms of advisory services as set forth in the Governing Documents. The
Adviser has broad investment authority with respect to the Funds and, as such, investors should
consider whether the investment objec ves of the Fund are in line with their individual
investment objec ves and risk tolerance prior to investment.
D. The Adviser does not par cipate in wrap fee programs.
E. As of December 31, 2023, Grant Avenue managed $490,522,778 in client assets on a discre onary
basis.