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| Ecosystem Investment Partners LLC
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| CRD # | 165149 |
| SEC # | 801-77667 |
| CIK # | |
| AUM | 1,278.8 M (2026-03-31) |
| Employees | 20 (100% Investors, 0% Brokers) |
| Fees | |
| Minimum | |
| Phone | 443-921-9441 |
| Address | 5550 Newbury Street Baltimore, MD 21209 |
| Source | [IAPD] [Website] [LinkedIn] |
| Total AUM ($M) |
|---|
| Fees and Compensation — Form ADV Part 2A (3/31/2026) [Brochure] |
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Item 5 – Fees and Compensation
The Firm receives an asset-based fee (“Management Fee”) and its affiliated General Partners are
allocated a performance-based interest allocation (“Carried Interest”) as compensation for providing
services to the Funds. The following is a general description of fees and compensation of the Funds.
Differences exist from Fund to Fund, and certain Funds do not charge certain fees, compensation or
expenses that other Funds charge or charge them in different amounts. Limited partners in the Funds
also bear certain expenses, as described below. Finally, the portfolio investments reimburse the Firm
or a Fund for certain expenses advanced on their behalf. Limited partners should refer to the
Governing Documents of the applicable Fund for a complete understanding of how EIP is
compensated for its services; the information contained herein is a summary only and is qualified in
its entirety by such documents.
Management Fees
The Firm generally charges the Main Funds a Management Fee equal to 2% per annum assessed
quarterly in advance, although certain limited partners are charged lower Management Fees based on
the size of their commitment to a Fund and relationship with the Firm, and the calculation
methodology differs among Funds and limited partners. The General Partners are permitted, in their
sole discretion, to reduce or waive all or a portion of the Management Fee for certain Funds and for
limited partners in the Funds. Specifically, the Co-Investment Funds do not pay Management Fees
and Management Fees are waived for the Funds’ General Partner entities.
Management Fees are generally deducted from the applicable Fund’s account quarterly, in advance,
no earlier than the first business day of each calendar quarter. The Management Fee charged to each
Main Fund is described: (i) in full detail in the relevant Fund’s Governing Documents, and (ii) more
briefly below. Management Fees were generally negotiated with the Main Funds’ limited partners
during the fundraising period of the applicable Fund and are not subject to negotiation thereafter.
Generally, Management Fees are initially calculated based upon each limited partner’s committed
capital for the period of time during which each Fund is making portfolio investments; thereafter, the
Management Fee is calculated based upon either i) the aggregate remaining tax basis of the relevant
Fund’s portfolio investments or ii) a scheduled, per annum reduction to the Management Fee rate.
Tax basis of the portfolio investments is reported annually in the Fund entities’ federal tax returns.
Because Management Fees are calculated and paid quarterly while tax returns are filed annually as of
December 31, tax basis is estimated as of April 1, July 1 and October 1 for purposes of calculating
Management Fees; tax basis is then adjusted once final tax returns are filed for the period for which
estimates were prepared and any amounts due to or from the Funds are settled. Management Fees
for other Funds are also initially calculated based upon each limited partner’s committed capital for
the period of time during which each Fund is making portfolio investments; thereafter, the
Management Fee is calculated based upon a scheduled reduction or step-down to the Management
Fee rate. Generally, limited partners participating in a subsequent closing after the initial closing of a
Fund are responsible for paying the Management Fee as of the date of the initial closing of such Fund,
plus interest, as applicable and as described in each Fund’s Governing Documents. The Funds are
closed-ended investment vehicles intended for a long-term investment. Accordingly, Management
Fees are expected to be paid, except as otherwise described in the relevant Governing Documents,
and limited partners generally are not permitted to withdraw or redeem interests in the Funds.
Main Fund Management Fees will generally be reduced by: (i) the amount of fees paid by such Fund
to entities or persons acting as a placement agent in connection with the offer and sale of interests in
such Fund; and (ii) if applicable, certain supplemental fees and compensation with respect to portfolio
investments, subject to the terms set forth in each Fund’s Governing Documents. For the avoidance
of doubt, to date EIP has not received any supplemental fees from a portfolio investment.
Carried Interest
Each Fund’s General Partner is entitled to an allocation of Carried Interest with respect to the
Funds, which is generally equal to a percentage of all realized profits net of all expenses in excess of
a compounded preferred return which, depending on the Fund, could potentially be subject to certain
catch-up provisions once the hurdle has been exceeded. Carried Interest arrangements differ, and
each calculation as well as any clawback provisions are further described: (i) in full detail in the relevant
Fund’s Governing Documents, and (ii) more briefly in Item 6, below.
Fund Expenses
The Funds will pay all expenses of operating the Funds, their subsidiaries and intermediate entities
(except those reimbursed by a Portfolio Investment Vehicle), including (but not limited to and subject
to the limitation set forth in each Fund’s Governing Documents or otherwise clarified in this
Brochure):
(i) costs incurred with respect to structuring, organizing, negotiating, consummating, financing,
refinancing, diligencing (including any subscriptions to periodicals or databases), acquiring,
bidding on, owning, managing, monitoring, operating, holding, hedging, restructuring, trading,
taking public or private, selling, valuing, winding up, liquidating, dissolving or otherwise
disposing of, as applicable, portfolio investments and any Fund’s actual and potential
investments (including Follow-On Investments, as defined in the relevant Fund Governing
Documents) or seeking to do any of the foregoing (including any associated legal, financing,
... |
| Account Minimums and Types of Clients — Form ADV Part 2A (3/31/2026) [Brochure] |
|---|
Item 7 – Types of Clients EIP’s clients are the Funds. The Funds generally limit their respective limited partners to: (i) “Accredited Investors” as defined in the Securities Act of 1933, as amended (“Securities Act”), or (ii) “Qualified Purchasers” or “Knowledgeable Employees,” each as defined in the Investment Company Act of 1940, as amended (the “Investment Company Act”), or (iii) if applicable, “Qualified Clients,” as defined in the Advisers Act (collectively “Eligible Investors”). Limited partners in the Funds must also generally meet certain other suitability qualifications prior to making an investment in the Funds. The Funds are not registered or required to be registered under the Investment Company Act in reliance on exemptions available under Section 3(c)(1) or Section 3(c)(7) of the Investment Company Act and Fund securities are not registered or required to be registered under the Securities Act. Certain of the Main Funds have filed under Regulation D, Rule 506(c) that permits EIP to publicly offer interests of the Fund with participation in such offering limited to Accredited Investors. EIP takes reasonable actions to verify Accredited Investor status. Eligible Investors include individuals or entities to which Fund interests are permitted to be sold, which generally includes: (i) in the U.S., people or organizations who meet certain net worth, income and/or financial sophistication requirements as described above, or (ii) in other countries, as permitted by the relevant securities laws in such jurisdiction and in compliance with any foreign offering provisions applicable to EIP and/or the Funds. The Funds typically require capital commitments from each limited partner of at least $3 million, depending on the Fund, although the applicable Fund’s General Partner has, in its sole discretion, accepted lesser amounts. The limited partners participating in the Funds include foundations, university endowments, family offices, high net worth individuals, trusts, estates, charitable organizations, U.S. and European pension plans, other service providers retained by EIP and typically include, indirectly, principals or other employees of the Firm and its affiliates and members of their families. On occasion, EIP offers co-investment opportunities for certain limited partners and third-party investors to invest alongside a Fund in certain portfolio investments. As referenced in Item 4 above, co-investments have been structured either as: (i) a separate Co-Investment Fund, or (ii) a direct investment by certain third parties into a portfolio investment or Portfolio Investment Vehicle. When structured as a Co-Investment Fund, EIP considers the Co-Investment Fund as a Fund client, identifies the Fund in its Form ADV Part 1, Schedule D, Section 7.B.(1), obtains an audit for the Fund, reserves the option to assess a Management Fee and Carried Interest on such Fund and includes the amount of assets of such Fund in EIP’s regulatory assets under management. In the case of Direct Co-Investments, EIP does not consider these Direct Co-Investments to be a client, does not act as the investment manager to such Direct Co-Investment, does not charge Management Fees, does not serve in a role to be deemed to have custody of the co-investment, or include the amount of assets of the co-investment in EIP’s regulatory assets under management. In such Direct Co-Investment opportunities, EIP performs management and other services for the portfolio investments, in which these co-investors invest alongside the Funds, generally at no cost to such co-investors except portfolio investment fees and expenses (which such fees and expenses are recorded at the portfolio investment level). Opportunities to participate in co-investment transactions arise when EIP has the opportunity for an investment in an existing or prospective Portfolio Investment Vehicle and EIP determines in its sole discretion that: (i) an investment requires additional capital; (ii) an investment is larger than the commitment amount a Fund is permitted to make under the Fund’s Governing Documents; (iii) the investment amount is larger than is prudent for a Fund to make; or (iv) allowing co-investors, including a strategic operating partner or other third party, is in the best interest of the applicable Fund. Such determinations are based on the provisions of the applicable Governing Documents, side letter agreements and such other factors as EIP will consider in its sole discretion, including those specified from time to time in its policies on investment allocation and co-investments. Subject to any restrictions contained in the Governing Documents of the relevant Fund or any side letter or other terms negotiated with respect to such Fund, co-investment opportunities will be offered according to EIP’s Co-Investment Policy. Opportunities to participate in a co-investment can be made to limited partners as well as third parties. Additionally, certain individuals who source transactions and/or otherwise serve as strategic operating partners have negotiated co-investment rights or co-investment priority rights as a component of their compensation or other arrangements with a portfolio investment or a Fund. Subject to any restrictions contained in the Governing Documents of the relevant Fund or any side letter or other terms negotiated with respect to such Fund, in general, no limited partners have an absolute right to participate in any co-investment opportunity and the allocation of co-investment opportunities is not expected to be proportional among all limited partners or third parties. As a result, EIP’s exercise of discretion in allocating co-investment opportunities often will not result in proportional allocations among such co-investors and such allocations can be more or less advantageous to some co-investors relative to other co-investors. When co-investment opportunities are offered, it is possible that the ... |
| Type | Form D Funds | Date | Sold | AUM |
|---|---|---|---|---|
| Other | Ecosystem Investment Partners V LP | [2024-09-27] | 304.1 M | 418.3 M |
| Offered $650,000,000 · Filed 2025-03-24 (D/A) · Exemption 506(c), 3(c), 3(c)(7) · Remaining $345,900,000 · Duration One year or less · Commission $2,222,250 · Net Assets Decline to Disclose | ||||
| Other | Chef Menteur Credit Co II LLC | 2023-03-31 | 14.1 M | |
| Other | EIP Credit Co II LLC | 2023-03-31 | 119.3 M | |
| Other | EIP ALKI Partners LLC | 2022-03-30 | 95.5 M | |
| Other | EIP Co-Investment IV-A LLC | [2022-03-30] | 45.4 M | 20.2 M |
| Offered $45,400,000 · Filed 2021-04-16 (D) · Exemption 506(b), 3(c), 3(c)(7) · Duration One year or less · Net Assets Decline to Disclose | ||||
| Other | Ecosystem Investment Partners IV LP | [2020-03-27] | 454.5 M | 415.3 M |
| Offered $454,545,455 · Filed 2020-02-04 (D/A) · Exemption 506(b), 3(c), 3(c)(7) · Duration One year or less · Commission $6,300,000 · Net Assets Decline to Disclose | ||||
| Other | Ecosystem Investment Partners III LP | [2016-03-29] | 303.0 M | 210.3 M |
| Offered $303,030,303 · Filed 2016-03-08 (D/A) · Exemption 506(b), 3(c), 3(c)(1) · Duration One year or less · Commission $3,170,922 · Net Assets Decline to Disclose | ||||
| PE | Ecosystem Investment Partners II LP | [2013-02-19] | 178.8 M | 75.3 M |
| Offered $178,850,000 · Filed 2012-06-13 (D/A) · Exemption 506 · Duration More than one year · Commission $2,000,000 · Net Assets Decline to Disclose | ||||
| RE | EIP Investors LP | 2013-02-19 | 0.0 M | |
| AUM Breakdown | Accounts | AUM ($M) |
|---|---|---|
| By Client Type | ||
| (a) Individuals (other than high net worth individuals) | 0 | 0.0 |
| (b) Individuals (high net worth individuals) | 0 | 0.0 |
| (c) Banking or thrift institutions | 0 | 0.0 |
| (d) Investment companies | 0 | 0.0 |
| (e) Business development companies | 0 | 0.0 |
| (f) Pooled investment vehicles | 7 | 1,278.8 |
| (g) Pension and profit sharing plans | 0 | 0.0 |
| (h) Charitable organizations | 0 | 0.0 |
| (i) State or municipal government entities | 0 | 0.0 |
| (j) Other investment advisers | 0 | 0.0 |
| (k) Insurance companies | 0 | 0.0 |
| (l) Sovereign wealth funds and foreign official institutions | 0 | 0.0 |
| (m) Corporations or other businesses not listed above | 0 | 0.0 |
| (n) Other | 0 | 0.0 |
| Total | 7 | 1,278.8 |
| By Discretionary | ||
| Discretionary | 7 | 1,278.8 |
| Non-Discretionary | 0 | 0.0 |
| Total | 7 | 1,278.8 |
| By Non-United States Persons | ||
| Non-United States Persons | 39.3 | |
| United States Persons | 1,239.5 | |
| Total | 7 | 1,278.8 |
| Form D Directors | Role | # Filings | # Firms | 2011 - 2026 |
|---|---|---|---|---|
| Adam Davis | Executive Officer | 21 | 2 | |
| Nicholas Dilks | Executive Officer | 5 | 1 | |
| Heath Rushing | Executive Officer | 3 | 1 | |
| Eip Partners IV LLC | Executive Officer | 2 | 1 | |
| Fred Danforth | Executive Officer | 2 | 1 | |
| Eip Partners IV LP | Executive Officer | 2 | 1 | |
| Eip Partners III | Executive Officer | 1 | 1 | |
| Eip Partners II | Executive Officer | 1 | 1 | |
| Eip Partners V LLC | Executive Officer | 1 | 1 | |
| LP Eip Partners II | Executive Officer | 1 | 1 | |
| View All | ||||
| Firm Profile (Form ADV) | |
|---|---|
| Discretionary AUM | $0.2B |
| Serves | Institutional |
| Fund Types | Private Equity, Real Estate |
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|
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