H.I.G. Capital
H.I.G. Capital is a private investment management firm, including a registered investment
advisory entity and other advisory organizations affiliated with H.I.G. Capital, L.L.C., a Delaware
limited liability company (“H.I.G. Capital” and, together with such affiliated organizations,
collectively, “H.I.G.”), that manages, on a discretionary basis, approximately $58 billion in client
assets, based on regulatory assets under management. As more fully described below, H.I.G.,
through such affiliated advisory organizations, focuses on private equity, venture capital,
debt/credit, technology, infrastructure and real estate investments.
H.I.G. Capital is a registered investment adviser that commenced operations in 1993.
H.I.G. Capital and its affiliated investment advisers (collectively, the “Advisers”) provide
investment advisory services to private investment funds and separately managed accounts. Each
Adviser is registered under the Advisers Act pursuant to H.I.G. Capital’s registration in accordance
with SEC guidance. This Brochure also describes the business practices of each Adviser, which
operates as a single advisory business together with H.I.G. Capital.
H.I.G. Capital is principally owned and controlled by its Co-Founders, Sami Mnaymneh,
Co-Executive Chairman and CEO, and Anthony Tamer, Co-Executive Chairman. In addition,
investment funds affiliated with Dyal Capital Partners (“Dyal”), a division of Blue Owl Capital
Inc. (NYSE: OWL), hold a passive non-voting minority interest in H.I.G. Capital. Dyal does not
have any authority over the day-to-day operations or investment decisions of H.I.G. Capital as they
relate to the Funds, but it has certain customary minority protection consent rights. Dyal does not
have representation on the board of H.I.G. Capital or any of its affiliates.
H.I.G. Capital, through its shared control of the affiliated advisers, manages the business
and affairs of its clients (each, a “Fund,” collectively, the “Funds”), which include private equity,
venture capital, debt/credit, infrastructure and real estate funds and separately managed accounts.
The Funds invest pursuant to and in accordance with the investment criteria and limitations set
forth in each Fund’s limited partnership agreement or other governing documents (each a “Limited
Partnership Agreement”). Where such investments consist of portfolio companies, senior
principals or other personnel of H.I.G. Capital or its affiliates serve on such portfolio companies’
respective boards of directors or otherwise act to influence control over the management of a
Fund’s portfolio companies.
H.I.G. Capital’s investment advisory services to the Funds consist of identifying and
evaluating investment opportunities, negotiating the terms of investments, managing and
monitoring investments and achieving dispositions for such investments. These advisory services
are detailed in the applicable private placement memoranda and the supplements thereto (each, a
“Private Placement Memorandum” and, collectively, the “Private Placement Memoranda”)
and the Limited Partnership Agreements of the Funds, and are further described below under
“H.I.G. Capital Investment and Business Strategies.”
The investors in the Funds other than the general partner of each Fund (the “General
Partner” and collectively, together with any future affiliated general partner entities, the “General
Partners”), as applicable, are generally referred to herein as the “Limited Partners”, and the
Limited Partners together with the General Partners are referred to herein as the “Partners.”
Limited Partners should refer to the applicable Limited Partnership Agreement for specific terms
with respect to such Fund.
H.I.G. Capital Investment and Business Strategies
U.S. LBO Funds Investment Strategy
“U.S. LBO Funds” are Funds that primarily focus on leveraged buyouts, equity and other
investments in lower mid-market companies that can benefit from H.I.G.’s in-house operating
professionals and expertise. The U.S. LBO Funds’ investments include: (i) acquisitions of
privately-held companies and non-core subsidiaries of larger companies; (ii) investments in
companies requiring recapitalization or growth capital; and (iii) restructurings. These investments
are typically made through controlling or influential minority investments in companies with
revenues between $25 million and $500 million in a variety of industries. The U.S. LBO Funds
pursue transactions in this market niche because H.I.G. believes (i) the capital markets for
companies of this size are inefficient, allowing the funds to invest on more favorable terms, and
(ii) a large number of companies generally available in that size range are under-managed and can
benefit from the operating expertise of the H.I.G. principals.
U.S. Bayside Funds Investment Strategy
“U.S. Bayside Funds” are Funds that focus on U.S. middle market companies and make
investments across several segments of the primary and secondary debt capital markets including
(i) debt financing to performing middle market companies, (ii) public and private credits in the
secondary debt market, and (iii) special situations. U.S. Bayside Funds are active across a wide
spectrum of industries, including business services, manufacturing, healthcare, retail, food,
agriculture, and specialty finance.
Growth Equity Funds Investment Strategy
“Growth Equity Funds” are Funds that invest in growth-oriented businesses, including
(i) acquisitions of rapidly growing, privately-held companies and non-core divisions of larger
companies and (ii) control investments in companies requiring recapitalization and
growth/expansion capital. Growth Equity Funds also make influential minority investments in a
wide range of high-growth businesses which are used to fund growth capital and/or partial founder
liquidity. Growth Equity Funds invest in a wide range of industries with a focus on certain growth
verticals in market sectors where H.I.G. has extensive experience and resources including business
services, healthcare, tech-enabled businesses, internet, interactive media and industrial technology.
Middle Market Funds Investment Strategy
“Middle Market Funds” are Funds that invest in leveraged buyouts, equity, debt and other
investments in middle-market companies, in the U.S. and Europe, that can benefit from H.I.G.’s
in-house operating professionals and expertise. Middle Market Funds focus on under-managed,
stressed and distressed companies and opportunities characterized by complex business models,
operations and/or transaction dynamics including: (i) acquisitions of privately-held and publicly-
traded companies and noncore subsidiaries of larger companies; (ii) investments in companies
requiring recapitalization or growth capital; and (iii) restructurings and special situations. These
investments will typically be made primarily through controlling equity investments and in some
cases through influential minority equity investments typically in middle market companies in a
variety of industries.
Advantage Funds Investment Strategy
“Advantage Funds” are Funds whose objective is to primarily make control equity
investments in stable middle-market companies with predictable business models, leading market
shares, sustainable competitive advantages, capital efficient models and other high-quality
characteristics.
Strategic Partners Funds Investment Strategy
“Strategic Partners Funds” are Funds whose objective is to primarily invest in underlying
H.I.G. Funds.
BioHealth Funds Investment Strategy
“BioHealth Funds” are Funds that target investments in companies developing products
with short development timelines, clinical trials that are quick and efficient to enroll, and
measurable and definitive developmental endpoints. BioHealth Funds’ approach to healthcare
venture investing involves mitigation of technical and clinical risk and also focuses on market
inefficiencies to maximize investment returns, target underserved geographies that are commonly
overlooked by large venture funds and invest in special situations (e.g.,
recapitalizations,
restructurings, etc.) that typically allow for favorable valuations and return profiles.
VC Funds Investment Strategy
“VC Funds” are Funds that make venture capital investments in emerging high-growth
companies in the information technology and life sciences industries. The VC Funds seek to build
a balanced portfolio of investments in emerging high-growth companies across the information
technology, healthcare and life sciences industries, and in a range of early-stage and mid-stage
companies that have significant potential for growth and value appreciation.
U.S. Realty Funds Investment Strategy
“U.S. Realty Funds” are Funds that make investments in small and mid-size real estate
properties in the United States and focus on investing in repositioning/turnaround assets,
underperforming opportunities, and sectors and markets with improving fundamentals.
Europe LBO Funds Investment Strategy
“Europe LBO Funds” are Funds that principally make private equity, distressed debt,
growth capital and other equity-related investments in lower middle-market companies, primarily
in Europe. Target companies are generally ones that can benefit from the significant professional
management, strategic focus, capital resources and operating skills that H.I.G. has accumulated
over the years. The common characteristics of each portfolio company prior to its acquisition by
the Europe LBO Funds typically include: (i) unrealized value; (ii) a need for operational and/or
financial resources; (iii) high quality products or leading market positions; and (iv) compelling
entry valuations. (Europe LBO Funds and U.S. LBO Funds, collectively hereinafter “LBO
Funds”).
Europe Realty Funds Investment Strategy
“Europe Realty Funds” are Funds whose objective is to principally make value-add
investments in the lower mid-market real estate sector in Europe. (Europe Realty Funds and U.S.
Realty Funds, collectively hereinafter “Realty Funds”).
Brazil and Latin America Funds Investment Strategy
“Brazil and Latin America Funds” are Funds that principally makes private equity,
buyout, and other equity-related investments in lower middle-market companies, primarily in
Brazil and to a lesser extent other countries in Latin America. Brazil and Latin America Fund’s
investments will generally include: (i) acquisitions of privately-held companies and non-core
subsidiaries of larger companies; (ii) investments in companies requiring recapitalization or
growth capital; and (iii) restructurings and special situations. The Brazil and Latin America Fund
targets high growth sectors and portfolio companies with leading market positions, financial and/or
operational resource needs, and/or compelling entry valuations.
Europe Bayside Funds Investment Strategy
“Europe Bayside Funds” are Funds whose objective is to invest primarily in European
senior leveraged loans and newly originated loans to small and medium enterprises which may be
cut off from their traditional source of bank debt financing. Target investments include
stressed/distressed senior loans of mid-market companies, some of which may be the product of
an LBO transaction or in some cases, recapitalizations, mergers, dividends and growth initiatives.
(U.S. Bayside Funds and Europe Bayside Funds, collectively hereinafter “Bayside Funds”).
WhiteHorse Funds Investment Strategy
“WhiteHorse Funds” are Funds whose objective is to provide senior secured financing
solutions to sponsor and non-sponsor U.S. and European lower middle market companies. The
WhiteHorse Funds will target well established, performing companies with proven cash flow
generating capabilities and experienced management teams that lack access to traditional sources
of financing.
Infrastructure Fund Investment Strategy
“Infrastructure Fund” is a Fund whose objective is to make equity and equity-related
investments in value-add and core-plus infrastructure opportunities in the middle market segment.
Managed Account Investment Strategies
H.I.G. Capital, directly or through one or more of its affiliates, also acts and may in the
future act as investment adviser on a discretionary basis to one or more other private investment
funds or separately managed accounts that invest pursuant to one or more of the investment
strategies described herein, or other strategies, as agreed between H.I.G. Capital or such affiliates
and the applicable investors or advisory clients and as provided in the Limited Partnership
Agreements and/or other documentation governing such arrangements (“Managed Accounts”).
Except to the extent expressly provided herein to the contrary, (i) references herein to “Funds”
include any such Managed Accounts and (ii) references herein to “Limited Partnership
Agreement” with respect to any Managed Account that is managed pursuant to another form of
advisory contract include any such advisory contract. Managed Accounts may follow any one or
more of the foregoing strategies, or other strategies, and may acquire some or all of the foregoing
securities and instruments, or other securities and instruments, as agreed between H.I.G. Capital
or its affiliates and the investors or advisory clients in such Managed Accounts, and as provided
in the Limited Partnership Agreements and other documentation governing such arrangements.
Co-Investments
Additionally, from time to time and as permitted by the relevant Limited Partnership
Agreement, the Advisers provide (and agree to provide) co-investment opportunities (including
the opportunity to participate in co-invest vehicles) to certain current or prospective Limited
Partners or other persons, including other sponsors, market participants, finders, consultants and
other service providers, portfolio company management or personnel, H.I.G. personnel and/or
certain other persons associated with H.I.G. Such co-investments typically involve investment and
disposal of interests in the applicable portfolio company at the same time 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-investing Fund) may purchase a portion of an investment from one
or more Funds after such Funds have consummated their investment in the portfolio company (also
known as a post-closing sell-down or transfer), which generally will have been funded through
Fund investor capital contributions and/or use of a Fund credit facility. H.I.G. expects that any
such purchase from a Fund by a co-investor or co-invest vehicle generally would occur shortly
after the Fund’s completion of the investment. Where appropriate, and in H.I.G.’s sole discretion,
H.I.G. 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 conditions), and to seek
reimbursement to the relevant Fund for related costs (including charges or reimbursements
required pursuant to applicable law). However, to the extent any such amounts are not so charged
or reimbursed, they generally will be borne by the relevant Fund.
General
H.I.G. Capital’s advisory services for the Funds are further detailed in the applicable
Private Placement Memoranda and the Limited Partnership Agreements of the Funds. Limited
Partners in the Funds participate in the overall investment program for the applicable fund, but in
certain circumstances are excused from a particular investment due to legal, regulatory or other
agreed-upon circumstances pursuant to the relevant Limited Partnership Agreements and Side
Letters (defined below); such arrangements generally do not and will not create an adviser-client
relationship between the Advisers and any investor. The Funds or the Advisers have entered into
side letters or other similar agreements (“Side Letters”) with certain investors that have the effect
of establishing rights under or altering or supplementing the terms (including economic or other
terms) of the Funds’ Limited Partnership Agreements. The advisory services of H.I.G. Capital are
described herein.