VCM, L.P. is a Delaware limited partnership and the principal registered investment adviser of Versa Capital, a private investment management firm that commenced operations in December 2004. VCM, L.P. wholly owns 1801 Admin, LLC, a Delaware limited liability company and the prior principal registered investment adviser of Versa Capital (“1801 Admin”). 1801 Admin is separately registered as an investment adviser with the SEC. VCM, L.P. has filed an umbrella registration pursuant to which VCM Fund Management, LP, a Delaware limited partnership (“VCMFM”), and VCM Fund Advisors, LLC, a Delaware limited liability company (“VCMFA”), have registered as investment advisers pursuant to VCM, L.P.’s registration. VCM, L.P., VCMFM and VCMFA operate as a single advisory business together and provide investment advisory services to private investment funds.
The following are certain of the affiliated advisers of VCM, L.P. (each, a “General Partner,” and collectively, together with any future affiliated general partner entities, the “General Partners,” and together with VCM, L.P., VCMFM and VCMFA, “Versa Capital”):
•Versa FGP-II, L.P. (“Versa II GP”); and
•Versa FGP-III, L.P. (“Versa III GP”).
Each General Partner is deemed registered under the Advisers Act pursuant to VCM, L.P.’s registration in accordance with SEC guidance. This Brochure also describes the business practices of each General Partner, which operate as a single advisory business together with Versa Capital.
Versa Capital’s clients include the following private investment funds (each a “Versa Fund” and collectively, the “Versa Funds”):
•Versa Capital Fund II, L.P.;
•Versa Capital Fund II-A, L.P. (together with Versa Capital Fund II, L.P., the “Versa II Funds”);
•Versa Capital Fund III, L.P.;
•Versa Capital Fund III-A, L.P.;
•Versa Capital Fund III-B, L.P. (together with Versa Capital Fund III, L.P. and Versa Capital Fund III-A, L.P., the “Versa III Funds”);
•Versa AIV Investments III, L.P.; and
•Versa AIV Ancillary Investments III, L.P. (together with Versa AIV Investments III, L.P., the “Versa AIV Funds”).
The General Partners listed above each serve as general partner to one or more Versa Funds and have the authority to make the investment decisions for the Versa Funds to which they provide advisory services. Additionally, references herein to advisory services provided by the General Partners should be construed, where applicable, to include such services (whether on a discretionary or non-discretionary, advisory or sub-advisory basis) provided by VCM, L.P., 1801 Admin, VCMFM, VCMFA and/or their respective personnel, which are described herein.
The

Versa Funds are private equity funds and invest through negotiated transactions in operating entities. The General Partners’ investment advisory services to the Versa Funds consist of identifying and evaluating investment opportunities, negotiating investments, managing and monitoring investments and achieving dispositions for such investments. Investments are made predominantly in non-public companies, although investments in public companies are permitted. From time to time, where such investments consist of portfolio companies, the senior principals or other personnel of Versa Capital or its affiliates may serve on such portfolio companies’ respective boards of directors or otherwise act to influence control over management of portfolio companies held by the Versa Funds. The General Partners’ advisory services for the Versa Funds are detailed in the applicable private placement memorandum and limited partnership agreements of the Versa Funds (each, a “Partnership Agreement”) and are further described below under “Methods of Analysis, Investment Strategies and Risk of Loss.” Limited partners in the Versa Funds participate in the overall investment program for the applicable Versa Fund, but may be excused from a particular investment due to legal, regulatory or other applicable constraints. The Versa Funds or the General Partners have entered into side letters or other similar agreements with certain investors that have the effect of establishing rights (including economic or other terms) under or altering or supplementing the terms of the Partnership Agreements with respect to such investors.
Additionally, from time to time, the Advisers may provide (or agree to provide) co- investment opportunities to certain investors or other persons, including the opportunity to participate in co-invest vehicles that will invest in certain portfolio companies alongside a Versa Fund. Such co-investment opportunities typically involve investment and disposal of an investment in the applicable portfolio company at the same time and on the same terms as the Versa Fund making the investment. However, from time to time, for strategic and other reasons, a co-investor or co-invest vehicle may purchase a portion of an investment from a Versa Fund, which generally would occur shortly after the Versa Fund’s completion of the investment to avoid any changes in valuation of the investment, and in such instances the co-investor co-invest vehicle may be charged interest on the purchase to compensate the relevant Versa Fund for the holding period.
As of December 31, 2022, Versa Capital managed approximately $330,140,833 in client assets on a discretionary basis. VCM, L.P. is controlled by Gregory L. Segall.