4.A. Description of the advisory firm.
MicroVest Capital Management, LLC (“MicroVest”) was founded in 2003 and became an SEC-
registered investment adviser on August 12, 2010.
MicroVest is wholly owned by MicroVest General Partner Holding Company, LLC (the “Holding
Company”). The Holding Company is owned by DAI Asset Management, LLC, a wholly-owned
subsidiary of DAI Global, LLC. The Holding Company also owns all of the equity of MicroVest
General Partner II, LLC (the “GP II”), MicroVest General Partner SD, LLC (the “GP SD”),
MicroVest General Partner Plus, LLC (the “GP Plus”) and MicroVest EDF GP LLC (“GP EDF”,
collectively the “GPs”). All investment activities related to the GPs are conducted pursuant to
MicroVest’s procedures and any disclosures related to those activities are included in this Form
ADV.
MicroVest provides investment advisory services to its clients which include: (i) private investment
funds controlled by the GPs (the “Private Investment Funds”); and (ii) other accounts which
include charitable organizations or other private investment funds which are not controlled by the
GPs or the Holding Company (the “Accounts”). The Private Investment Funds and the Accounts
are collectively referred to as “Advisory Clients”.
The Private Investment Funds controlled by MicroVest include:
• MicroVest II-A, LP (“MVII-A”), a Cayman Islands’ exempted limited liability partnership and
together with MVII LP, “MVII” - It should be noted that MVII is no longer accepting new
subscriptions.
• MicroVest II, LP (“MVII LP”), a Delaware limited partnership, which invests all of its
investable assets in MVII-A through a master feeder fund structure.
• MicroVest Short Duration Fund, LP (“MV-SD LP”), a Delaware limited partnership, and
together with MV-SD Ltd., “MV-SD.”
• MicroVest Short Duration Offshore Fund, Ltd. (“MV-SD Ltd.”), a Cayman Islands’
exempted company which invests all of its investable assets in MV-SD LP through a
master feeder fund structure.
• MicroVest+Plus, LP (“MV+Plus LP”), a Delaware limited partnership and together with
MV+Plus, Ltd., “MV+Plus” – It should be noted that MV+Plus is no longer accepting new
subscriptions of limited partnership interests or subscriptions of its notes (the “Notes”).
• MicroVest+Plus Offshore Fund, Ltd. (“MV+Plus Ltd”), a Cayman Islands’ exempted
company, which invests all of its investable assets in MV+Plus LP through a master feeder
fund structure. MV+Plus Ltd is no longer accepting new subscriptions.
• MicroVest EDF Master Fund, Ltd.., (“MV-EDF Master”), a Cayman Islands’ exempted
company and together with MV-EDF LP, and MV-EDF Cayman,” MV-EDF.”
• MicroVest EDF LP (“MV-EDF LP”), a Delaware limited partnership, which invests all of its
investable assets in MV-EDF Master through a master feeder fund structure.
• MicroVest EDF Cayman Feeder, Ltd. (“MV-EDF Cayman”), a Cayman Islands’ exempted
company which invests all of its investable assets in MV-EDF Master through a master
feeder fund structure.
Accounts, including other private investment funds not controlled by MicroVest include:
• Access Africa Fund, LLC (“AAF”), a Delaware limited liability company.
Each of the Private Investment Funds (including AAF) has an Investment Committee, appointed
by the relevant GP or Fund Board. The Investment Committees for MV-SD, MV+Plus, and AAF
are comprised solely of members of MicroVest’s senior management. The Investment Committee
for MV-EDF is comprised of international experts in the fields of finance, investment banking,
private equity, or microfinance. The Investment Committee for MVII-A includes a member of
MicroVest’s senior management, a member of the Board of Directors of the Holding Company,
and other independent individuals who are experts in the fields of finance, investment banking,
private equity, or microfinance. The relevant Investment Committee must approve each
investment made by the private investment funds and are responsible, together with MicroVest,
for the implementation of the investment objectives and policies thereof.
In the case of other Accounts, investments are approved by certain individuals or committees
designated by the Account, independent of MicroVest.
4.B. Description of the type of advisory services offered.
MicroVest provides investment advisory
services to its Advisory Clients. MicroVest’s investment
strategy, in general, is focused on being a capital mobilizing intermediary seeking to provide debt
and equity capital to responsible financial institutions (“RFIs”) and other organizations providing
financial services to populations at the bottom of the economic pyramid (“pro-poor finance
institutions”) around the world. RFIs may include microfinance institutions (“MFIs”), small and
medium enterprise banks (“SME banks”), community development banks, leasing companies, and
other types of financial institutions. The Advisory Clients will generally invest in RFIs or in funds
or entities that invest in or extend credit to MFIs, microenterprises, microentrepreneurs, small and
medium scale businesses, and low-income individuals.
MV-SD and MV-EDF provide short- and medium-term debt financing and hold term
deposits of RFIs, bonds issued by RFIs, and other regulated or unregulated financial
institutions in emerging and developed markets, including the U.S.
MVII holds common shares, preferred shares, other quasi-equity instruments, or debt
instruments issued by MFIs or other pro-poor finance institutions (which may include
remittance companies, leasing companies, and other financing vehicles in developing
countries). MVII’s investment period has expired, and the Fund is no longer making new
investments.
MV+Plus invests in a diversified mix of instruments issued by RFIs including: certificates
of deposit and similar term deposit instruments; senior loans, notes or bonds, equity-linked
or equity-like debt instruments, including subordinated debt, convertible debt, income
participation notes, or fixed coupon, redeemable preferred shares; and equity investments
in common or preferred shares. MV+Plus’ investment period has expired, and the Fund is
no longer making new investments.
AAF holds debt and equity instruments issued by newly formed and existing MFIs in Sub-
Saharan Africa. AAF’s investment strategy is to provide resources to assist emerging
businesses and poor people in developing countries. AAF is no longer making new
investments.
Although MicroVest’s investment advice is generally limited to the above types of investments, it
has broad and flexible investment authority (in conjunction with approval from the relevant
Investment Committee) with respect to the Private Investment Funds. Each Private Investment
Fund’s structure, investment objective, and strategy are set forth in a confidential private offering
memorandum provided to each investor in the relevant Private Investment Fund.
The Accounts’ investment objectives and the types of investments that such portfolios will hold
are individually negotiated and established between MicroVest and the respective Account.
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4.C. Tailoring of advisory services
In the case of the Private Investment Funds, MicroVest neither tailors its advisory services to the
individual needs of the investors in the Private Investment Funds nor accepts investor-imposed
investment restrictions. In the case of the Accounts, MicroVest has tailored the advisory services
to the specific objectives/restrictions of the Account and has individually negotiated the terms and
fees, which are different than the terms and fees of the Private Investment Funds. It should also
be noted that any Account relationship is generally subject to significant account minimums.
MicroVest and the GPs may, in their sole discretion, offer to one or more investors (including,
without limitation, strategic investors and unaffiliated financial investors) the opportunity to co-
invest with certain of the Private Investment Funds in certain transactions.
It should be noted that the Private Investment Funds may enter into separate agreements with
certain investors allowing such investors to invest on different terms than those described in the
respective offering memorandum, including, without limitation, with respect to fees or liquidity
provided to such investors, or with respect to the information and reporting offered to such
investors.
4.D. Wrap fee programs
MicroVest does not participate in WRAP fee programs.
4.E. Client assets under management
As of December 31, 2023, MicroVest manages $225,501,554 of Advisory Client regulatory assets
on a discretionary basis and $824,400 of Advisory Client regulatory assets on a non-discretionary
basis.