A. Description of Advisory Firm
Halifax Investment Management, L.L.C. (“Halifax”), a Delaware limited liability company, was
organized in 2004 to act as the investment advisory affiliate of The Halifax Group, L.L.C. (“The
Halifax Group”), its sole member and principal owner. The sole members of The Halifax Group
are Scott Plumridge, Christopher Cathcart, David Bard and Doug Hill. The Halifax Group is a
private equity investment firm with offices in Raleigh, North Carolina and Washington, D.C. The
Halifax Group has been in business since 1999. Halifax provides investment advice to investment
vehicles sponsored by The Halifax Group and its affiliates (the “Halifax Funds”) relating to the
portfolios of such vehicles, focused on small-cap and lower middle-market buyout and growth
capital investments, typically in private companies.
B. Types of Advisory Services Offered
Halifax provides advice to the Halifax Funds in respect of their investment portfolios, as well as
certain ancillary managerial and administrative services, including, without limitation, identifying
and screening potential investments, recommending strategies for the management and disposition
of investments, monitoring the performance of portfolio companies, and preparing reports
necessary or appropriate for compliance with the governing agreements for the Halifax Funds.
Investments in Halifax Funds are privately offered only to qualified investors, typically
institutional investors (for example, public and private pension funds) and eligible high-net-worth
individuals. See also Item 4.A. above.
C. Services Tailored to Individual Needs of Clients
Halifax’s advisory services are geared to the management of the Halifax Funds, the investment
objectives, parameters and restrictions of which are disclosed to investors in the applicable fund
agreements before they invest. Such agreements customarily restrict the applicable Halifax Fund
to an investment program focused on small-cap and lower middle-market investing, with
investment restrictions as set forth in the applicable governing agreements.
Halifax or certain affiliates may also enter into side letters or other writings with specific Halifax
Fund investors which have the effect of establishing rights under, or altering or supplementing,
the terms of Halifax Fund agreements, in respect of the investor to whom such letter or writing is
addressed. Any rights established, or any terms altered or supplemented, will govern only that
Halifax Fund investor and not a Halifax Fund as a whole. Such side letters may impose restrictions
on participation in certain investments or types of investments made by the Halifax Funds in
accordance with the excuse provisions of the applicable fund documents, and may also provide
benefits to certain investors in a Halifax Fund not provided to investors in such Halifax Fund
generally (for example, adjustments to fees or other economics, access to information, ability to
transfer interests in a Halifax Fund or compliance with specified laws or regulations). Halifax will
not enter into a particular side letter if Halifax determines that the provisions contained in such
side letter would be disruptive to the applicable Halifax Fund or its investment program. While
the ability of a Halifax Fund or its general partner to enter into a side letter or similar agreement
affording preferential rights to certain investors is generally disclosed to other investors in such
Halifax Fund, the terms of such side letters or similar agreements are generally not disclosed to
other investors in such Halifax Fund, except to investors that have separately negotiated for the
right to review such agreements.
Certain limited partners have entered into co-investment vehicles alongside two Fund IV
holdings and one Fund V holding. Halifax does not receive management fees or carried interest
on these co-investment vehicles. A related person of Halifax is the general partner of these co-
investment vehicles. Additionally, the general partner does not have ownership interest and no
Halifax employees are invested in the co-investment vehicles.
D. Wrap Fee Programs
Wrap fees are comprehensive fees charged to a client for providing a bundle of services, such as
investment advice, investment research and brokerage services. Halifax does not participate in
wrap fee programs.
E. Client Assets
As of December 31, 2023, Halifax managed $1,570,095,198 of client assets on a discretionary
basis. Halifax does not manage any assets on a non-discretionary basis.