ADVISORY BUSINESS
A. EMP Management, LLC (“EMP”), a Georgia limited liability company, was
organized in 2002 and is headquartered in Atlanta, GA. The Firm is owned by E.
Stockton Croft IV and William A. Lundstrom (together the “Principals”).
B. EMP and its affiliates currently manage a number of pooled investment vehicles
(each, a “Fund” or a “Private Fund” and, collectively, the “Funds” or the “Private
Funds”). Affiliates of EMP serve as the general partner for each of the Funds (each,
a “General Partner” and, collectively, together with any future general partner
entities, the “General Partners,” and together with EMP and its affiliated entities,
the “Firm”). The Funds are private equity funds and invest through negotiated
transactions in operating entities, generally referred to herein as “Portfolio
Companies” or “portfolio companies”).
EMP advises the Private Funds on matters related to the acquisition, disposition, and
management of interests in the Portfolio Companies managed by EMP and its
affiliates. EMP manages the assets of these Private Funds on a discretionary basis.
In addition to investment advisory services, EMP or its affiliates provide
management, finance, acquisitions, marketing, and strategic and operational planning
services to Portfolio Companies pursuant to an agreement entered between such
Portfolio Companies and EMP (“Portfolio Services”). Please refer to Items 5 and 10
for more information.
The Private Funds are offered exclusively to individuals and other persons who
qualify as “accredited investors” under Regulation D promulgated under the
Securities Act of 1933, as amended (the “Securities Act”), and “qualified clients” as
defined under Section 205(3) of the Investment Advisers Act of 1940, as amended
(the “Advisers Act”) and are therefore not required to register as investment
companies with the SEC in accordance with the exemption set forth in Sections
3(c)(1) or 3(c)(7) of the Investment Company Act of 1940, as amended.
C. The Private Funds are managed in accordance with the investment objectives,
strategies, restrictions and guidelines, as described in the relevant offering documents
and
governing documents of the Private Funds (together, the “Governing
Documents”). Investors and prospective investors in each Private Fund should refer
to the Governing Documents of that Private Fund for information on the investment
objectives and investment restrictions with respect to that Private Fund. There can be
no assurance that any of the Private Funds’ investment objectives will be achieved,
and EMP’s services are generally not tailored to the individualized needs of any
investor of the Private Fund (generally referred to herein as “investors” or “limited
partners”). Since EMP does not provide individualized advice to investors (and an
investment in the Private Fund does not, in and of itself, create an advisory
relationship between the investor and EMP), investors must consider whether a
particular Private Fund meets their investment objectives and risk tolerance prior to
investing. Notwithstanding the foregoing, the General Partner of a Private Fund is
permitted in the future to enter into side letter agreements or similar arrangements
(“Side Letters”) with one or more investors in a Private Fund that have the effect of
establishing rights under, or altering, modifying, waiving or supplementing the terms
of, the Governing Documents of the Private Fund in respect of such investors. Among
other things, these agreements are expected to entitle an investor in a Private Fund to
lower fees, information or transparency rights, co-investment rights, most favored
nations status, notification rights, rights or terms necessary or advisable in light of
particular legal, regulatory or public policy considerations of or related to an investor
and/or other preferential rights and terms. Any rights established or any terms of the
Governing Documents of such applicable Private Fund altered or supplemented in or
by a side letter or similar arrangement with an investor will govern solely with respect
to such investor notwithstanding any other provision of the Governing Documents of
such applicable Private Fund related thereto.
D. EMP does not participate in wrap fee programs.
E. EMP currently provides discretionary investment advisory services to Private Funds
with a total of approximately $383 million in assets under management.