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| Osmium Partners LLC
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| CRD # | 163789 |
| SEC # | 801-113712 |
| CIK # | 0001316729 |
| AUM | |
| Employees | 4 (75% Investors, 0% Brokers) |
| Fees | |
| Minimum | |
| Phone | 415-785-7703 |
| Address | 300 Drakes Landing Road Greenbrae, CA 94904 |
| Source | [IAPD] [EDGAR] [Website] [LinkedIn] |
| Total AUM ($M) |
|---|
| Fees and Compensation — Form ADV Part 2A (6/27/2018) [Brochure] |
|---|
ITEM 5 – FEES AND COMPENSATION
Item 5.A Describe how you are compensated for your advisory services. Provide your
fee schedule. Disclose whether the fees are negotiable.
The fees and compensation payable to Osmium are generally non-negotiable and
vary among the Funds depending on, among other things, date of investment in
the Fund, class of interest an Investor elects, and a “high water mark” provision,
as defined below. However, the range of compensation is generally as follows:
Management Fee
Osmium typically receives a monthly asset-based management fee calculated as
a percentage of each Investor’s capital account, payable monthly in advance.
Depending on the Fund and the class of Interest held, the management fee ranges
from 1.0% and 2.0% annually. Osmium may waive or modify the management
fee for certain Investors, including but not limited to Investors that are principals,
employees or affiliates of Osmium or its affiliates.
Performance Allocation
Osmium generally receives a performance allocation equal to a percentage of the
net income allocated to each Investor, but only to the extent net income allocated
to that Investor exceeds any cumulative losses that were allocated to that Investor
for earlier periods and that have not been recovered (a “high water mark”). This
performance allocation is generally 20%, but may be lower depending on the
Fund and the class of Interest held. Also, depending on the Fund, this performance
allocation is typically made at the end of each calendar quarter, at the end of each
calendar year, upon any withdrawal by an Investor, or upon dissolution of the
Funds.
Performance-based fees will only be charged to Investors that are “qualified
clients” as defined in Rule 205-3 Advisers Act.
The description of fees above is general in nature. Investors and prospective
Investors are strongly encouraged to refer to the governing documents of the
Funds for a detailed description of the fees applicable to an investment in the
Funds.
Item 5.B Describe whether you deduct fees from clients’ assets or bill clients for fees
incurred. If clients may select either method, disclose this fact. Explain how
often you bill clients or deduct your fees.
Management fees, performance allocations, and third-party fees (discussed
below) are deducted from Investor capital accounts. Management fees, which are
paid in advance, are withdrawn at the beginning of the month. Depending on the
Fund, performance allocations are allocated as of the last business day of the
calendar year, or last business day of the calendar quarter and as of any date on
which an Investor makes a withdrawal or receives a distribution from such
Investor’s capital account(s).
As stated above, it is critical that Investors refer to the relevant confidential
private placement memorandum and/or other governing documents for a
complete understanding of how fees are paid to Osmium. The information
contained herein is a summary only and is qualified in its entirety by such
documents.
Item 5.C Describe any other types of fees or expenses clients may pay in connection
with your advisory services, such as custodian fees or mutual fund expenses.
Disclose that clients will incur brokerage and other transaction costs, and
direct clients to the section(s) of your brochure that discuss brokerage.
The Funds generally pay such costs and expenses as Osmium reasonably
determines to be necessary, appropriate, advisable or convenient to carry on its
business and realize its objective, including but not limited to: (i) Fund
management fees, and each Fund’s organizational and ongoing operating
expenses; (ii) all general investment expenses (i.e., expenses which Osmium
reasonably determines to be directly related to the investment of the Funds’
assets); (iii) all administrative, legal, accounting, auditing, record-keeping, tax
form preparation, compliance and consulting costs and expenses; (iv) fees, costs
and expenses of third-party service providers that provide such services; and, (v)
any extraordinary expenses, among other expenses.
Osmium’s fees are exclusive of brokerage commissions, transaction fees, and
other related costs and expenses which shall be incurred by the Funds. Such
charges, fees and commissions are exclusive of and in addition to Osmium’s
management fee, and Osmium shall not receive any portion of these
commissions, fees, and costs.
Please see Item 12 of this Brochure regarding brokerage.
Item 5.D If your clients either may or must pay your fees in advance, disclose this fact.
Explain how a client may obtain a refund of a pre-paid fee if the advisory
contract is terminated before the end of the billing period. Explain how you
will determine the amount of the refund.
As noted above, each Fund’s management fee, which is paid in advance, is
withdrawn at the beginning of the month.
Osmium generally does not permit Investors to withdraw from a Fund on dates
other than those specified in the respective Fund’s governing documents; in the
event that Osmium makes an exception to this policy it will pro rate prepaid
management fees for the withdrawing Investor’s interest held for less than a
... |
| Account Minimums and Types of Clients — Form ADV Part 2A (6/27/2018) [Brochure] |
|---|
ITEM 7 – TYPES OF CLIENTS Describe the types of clients to whom you generally provide investment advice, such as individuals, trusts, investment companies, or pension plans. If you have any requirements for opening or maintaining an account, such as a minimum account size, disclose the requirements. Osmium provides investment advice and management to the Funds. Osmium may in the future provide the same or similar services to other privately placed investment funds and/or separately managed accounts. Osmium intends to restrict the number of Investors in its Funds and will offer Interests only through non- public transactions in order to maintain the Funds’ exclusion from “investment company” status under the Investment Company Act of 1940, as amended (the “Investment Company Act”). Prospective Investors in the Funds must meet eligibility criteria, and are subject to certain withdrawal requirements and limitations. Prospective Investors are encouraged to thoroughly review a Fund’s governing documents, which set forth all of the terms in detail. Though the Funds generally pursue the same strategy, offering terms may differ. The Funds. Depending on the Fund, each Investor generally must be an “accredited investors”, or a “qualified purchaser” and must meet other criteria as specified in the relevant Fund’s governing documents. The minimum initial investment for OC is $250,000, for OC II is $1,000,000, for Spartan is $250,000, for Diamond is $500,000, and for OSO is $500,000. The aforementioned minimum investments are subject to waiver at the discretion of Osmium. Fund Investors must be eligible to enter into a performance fee arrangement under state and/or federal law, as applicable. |
| Sector | Form 13F Holdings | Value ($M) | |
|---|---|---|---|
| ThredUp Inc | 2.0 | ||
| Holdings by Sector ($M) |
|---|
| Type | Form D Funds | Date | Sold | AUM |
|---|---|---|---|---|
| HF | Osmium Partners Larkspur SPV LP | 2022-03-31 | 17.8 M | |
| HF | Osmium Diamond LP | [2014-03-31] | 28.5 M | 22.7 M |
| Filed 2021-12-03 (D/A) · Exemption 506(b), 3(c), 3(c)(1) · Minimum $500,000 · Remaining Indefinite · Duration More than one year · Net Assets Decline to Disclose | ||||
| HF | Osmium Special Opportunity Fund LP | [2014-03-31] | 8.3 M | 8.3 M |
| Filed 2018-01-10 (D/A) · Exemption 506(b), 3(c), 3(c)(1) · Minimum $500,000 · Remaining Indefinite · Duration More than one year · Net Assets Decline to Disclose | ||||
| HF | Osmium Capital II LP | [2012-04-10] | 14.6 M | 35.0 M |
| Filed 2022-03-16 (D/A) · Exemption 506(b), 3(c), 3(c)(7) · Minimum $1,000,000 · Remaining Indefinite · Duration More than one year · Net Assets Decline to Disclose | ||||
| HF | Osmium Capital LP | 2012-04-10 | 69.1 M | |
| HF | Osmium Spartan LP | 2012-04-10 | 19.1 M | |
| AUM Breakdown | Accounts | AUM ($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 | 5 | 154.2 |
| (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 | 5 | 154.2 |
| By Discretionary | ||
| Discretionary | 5 | 154.2 |
| Non-Discretionary | 0 | 0.0 |
| Total | 5 | 154.2 |
| By Non-United States Persons | ||
| Non-United States Persons | 0.0 | |
| United States Persons | 154.2 | |
| Total | 5 | 154.2 |
| Form D Directors | Role | # Filings | # Firms | 2011 - 2026 |
|---|---|---|---|---|
| John Lewis | Executive Officer | 289 | 39 |
| EDGAR Form | CIK | 2011 - 2026 |
|---|---|---|
| 13F-HR | [0001316729] | |
| 3 | [0001316729] | |
| 4 | [0001316729] | |
| SC 13D | [0001316729] | |
| SC 13G | [0001316729] |
| Firm Profile (Form ADV) | |
|---|---|
| Serves | Institutional |
| Fund Types | Hedge Fund |
| LEI | 2549005RJ04FKRHYRO58 |
| Insider Transaction (Form 3/4/5) | Date | Action | Shares | Price | Value ($) |
|---|---|---|---|---|---|
|
Brand House Collective Inc KIRK
Common Stock
|
2024-01-12 | Other | 314,310 | $0.00 | |
|
Spark Networks SE LOVLY
American Depository Shares
|
2023-11-13 | Sell | 21,382 | $0.01 | 214 |
|
Spark Networks SE LOVLY
American Depository Shares
|
2023-11-10 | Sell | 233,111 | $0.01 | 2,331 |
|
Spark Networks SE LOVLY
American Depository Shares
|
2023-11-10 | Sell | 2,584,397 | $0.01 | 25,844 |
|
Spark Networks SE LOVLY
American Depository Shares
|
2023-11-09 | Sell | 380,236 | $0.02 | 7,605 |
|
Spark Networks SE LOVLY
American Depository Shares
|
2023-11-08 | Sell | 343,412 | $0.02 | 6,868 |
|
Spark Networks SE LOVLY
American Depository Shares
|
2023-11-07 | Sell | 377,457 | $0.03 | 11,324 |
|
Spark Networks SE LOVLY
American Depository Shares
|
2023-10-27 | Sell | 743,000 | $0.01 | 7,430 |
|
Spark Networks SE LOVLY
American Depository Shares
|
2023-10-26 | Sell | 92,000 | $0.04 | 3,680 |
|
Spark Networks SE LOV
American Depository Shares
|
2022-12-30 | Sell | 210,501 | $0.62 | 130,511 |
|
Spark Networks SE LOV
American Depository Shares
|
2022-12-29 | Sell | 200,000 | $0.64 | 128,000 |
|
Brand House Collective Inc KIRK
Common Stock
|
2022-12-29 | Sell | 12,214 | $3.02 | 36,886 |
|
Tuesday Morning Corp/DE TUEM
Warrants · derivative
|
2022-12-28 | Other | 234,199 | $0.00 | |
|
Tuesday Morning Corp/DE TUEM
Common Stock
|
2022-12-28 | Sell | 87,269 | $0.61 | 53,234 |
|
Tuesday Morning Corp/DE TUEM
Common Stock
|
2022-12-28 | Other | 472,110 | $0.00 | |
|
Spark Networks SE LOV
American Depository Shares
|
2022-12-27 | Sell | 150,000 | $0.70 | 105,000 |
|
Brand House Collective Inc KIRK
Common Stock
|
2022-12-23 | Sell | 8,590 | $3.11 | 26,715 |
|
Spark Networks SE LOV
American Depository Shares
|
2022-12-23 | Sell | 26,601 | $0.73 | 19,419 |
|
Brand House Collective Inc KIRK
Common Stock
|
2022-12-23 | Sell | 8,542 | $3.11 | 26,566 |
|
Brand House Collective Inc KIRK
Common Stock
|
2022-12-23 | Sell | 24,305 | $3.11 | 75,589 |
| showing 20 of 200 most recent transactions | |||||