POMONA
INVESTMENT FUND
CONSOLIDATED SCHEDULE OF INVESTMENTS
December 31, 2021 (UNAUDITED)
| Private Equity Investments (94.63%)(a)(b) | Geographic Region(c) | Acquisition Date | Fair Value | |||||
| Direct Investments/Co-Investments (4.35%) | ||||||||
| BSV Opportunities B,F.C.R.E(d) | Europe | 12/16/2021 | $ | – | ||||
| Dyal V Nimbus Cayman (B), L.P.(d) | North America | 09/10/2021 | 6,987,100 | |||||
| Dyal V Nimbus U.S. (A), LLC(d) | North America | 09/10/2021 | 5,920,577 | |||||
| Investcorp Aspen Offshore Fund, L.P. | North America | 07/01/2019 | 6,678,054 | |||||
| Roark Capital Partners II Sidecar, L.P. | North America | 10/18/2018 | 1,562,775 | |||||
| Total Direct Investments/Co-Investments | 21,148,506 | |||||||
| Primary Investments (4.27%) | ||||||||
| Aberdeen U.S. Private Equity VIII (Offshore), L.P. | Europe | 04/11/2019 | 2,247,861 | |||||
| Accel-KKR Growth Capital Partners IV, L.P.(d) | North America | 12/17/2021 | (6,954 | ) | ||||
| Berkshire Fund X-A, L.P.(d) | North America | 09/22/2020 | 1,189,274 | |||||
| CB Offshore Equity X, L.P.(d) | North America | 11/20/2020 | 910,112 | |||||
| Clearlake Capital Partners VII (USTE), L.P.(d) | North America | 09/17/2021 | (3,029 | ) | ||||
| Dyal V Offshore Investors, L.P. | North America | 09/20/2021 | 3,009,660 | |||||
| Genstar Capital Partners X, L.P.(d) | North America | 04/01/2021 | 537,811 | |||||
| Hellman & Friedman Capital Partners IX (Parallel), L.P. | North America | 09/28/2018 | 2,335,656 | |||||
| Hellman & Friedman Capital Partners X (Parallel), L.P.(d) | North America | 05/10/2021 | 600,447 | |||||
| Roark Capital Partners V (TE), L.P. | North America | 04/30/2018 | 5,394,641 | |||||
| TA XIV-B, L.P.(d) | North America | 05/27/2021 | 1,316,338 | |||||
| The Veritas Capital Fund VII, L.P.(d) | North America | 10/10/2019 | 3,194,501 | |||||
| Total Primary Investments | 20,726,318 | |||||||
| Seasoned Primary Investments (5.21%) | ||||||||
| Aerospace, Transportation and Logistics Fund II, L.P.(d) | North America | 03/31/2019 | 2,410,915 | |||||
| Avista Capital Partners (Offshore) IV, L.P. | North America | 12/01/2017 | 426,747 | |||||
| Gryphon Partners IV, L.P. | North America | 06/28/2016 | 5,714,253 | |||||
| Gryphon Partners VI-A, L.P.(d) | North America | 12/17/2021 | 317,198 | |||||
| Insight Partners (Cayman) XII Buyout Annex Fund, L.P.(d) | North America | 10/26/2021 | 1,856,362 | |||||
| Ironsides Offshore Direct Investment Fund V, L.P.(d) | North America | 12/31/2019 | 4,011,819 | |||||
| L Catterton IX, L.P. | North America | 03/09/2021 | 3,589,718 | |||||
| Merit Mezzanine Fund VI, L.P. | North America | 03/02/2018 | 2,873,082 | |||||
| VSS Structured Capital Parallel III, L.P. | North America | 01/26/2018 | 4,096,345 | |||||
| Total Seasoned Primary Investments | 25,296,439 | |||||||
| Secondary Investments (80.81%) | ||||||||
| ABRY Partners V, L.P.(d) | North America | 12/31/2018 | 4,306 | |||||
| Accel-KKR Capital Partners CV III, L.P.(d) | North America | 06/30/2021 | 6,302,284 | |||||
| Accel-KKR Capital Partners III, L.P.(d) | North America | 06/30/2021 | 17,779 | |||||
| Advent International GPE VI-A Limited Partnership(d) | North America | 03/31/2021 | 196,072 | |||||
| Advent International GPE VII-B Limited Partnership(d) | North America | 06/30/2015 | 1,712,771 | |||||
| Advent International GPE VIII-C Limited Partnership(d) | North America | 12/31/2019 | 2,515,965 | |||||
| AP VIII Private Investors Offshore (USD), L.P. | North America | 06/30/2017 | 103,601 | |||||
| AP VIII Private Investors, LLC | Europe | 06/28/2019 | 2,086,250 | |||||
| Apax Europe VI - A, L.P.(d) | Europe | 12/30/2016 | 686,374 | |||||
| Apax Europe VII, L.P.(d) | Europe | 03/31/2021 | 35,728 | |||||
| Apollo Investment Fund VI, L.P.(d) | North America | 12/31/2018 | 68,883 | |||||
| Apollo Investment Fund VII, L.P. | North America | 09/29/2017 | 32,170 | |||||
| Ares Corporate Opportunities Fund III, L.P. | North America | 12/31/2019 | 176,112 | |||||
| Artiman Ventures III, L.P.(d) | North America | 03/31/2021 | 741,494 | |||||
| Private Equity Investments (94.63%)(a)(b) (continued) | Geographic Region(c) | Acquisition
Date | Fair Value | |||||
| Secondary Investments (80.81%) (continued) | ||||||||
| Atlas Capital Resources, L.P. | North America | 06/30/2021 | $ | 6,044,976 | ||||
| Audax Mezzanine Fund III, L.P. | North America | 09/30/2016 | 904,732 | |||||
| Audax Private Equity Fund II, L.P.(d) | North America | 12/31/2018 | 26,082 | |||||
| Audax Private Equity Fund III, L.P. | North America | 09/30/2015 | 195,890 | |||||
| Audax Private Equity Fund IV, L.P.(d) | North America | 09/29/2017 | 12,861 | |||||
| Audax Private Equity Fund, L.P.(d) | North America | 12/31/2018 | 9,049 | |||||
| Audax Senior Loan Fund III, L.P. | North America | 09/28/2018 | 347,556 | |||||
| Avista Capital Partners (Offshore) II, L.P.(d) | North America | 12/31/2019 | 324,275 | |||||
| Avista Capital Partners III, L.P.(d) | North America | 12/31/2019 | 56,405 | |||||
| Avista Healthcare Partners, L.P.(d) | North America | 12/31/2019 | 2,528,682 | |||||
| Bain Capital Asia Fund II, L.P.(d) | North America | 12/31/2019 | 2,480,816 | |||||
| Bain Capital Distressed and Special Situations 2013 E, L.P.(d) | North America | 06/30/2015 | 204,751 | |||||
| Bain Capital Europe Fund III, L.P.(d) | North America | 12/30/2016 | 222,945 | |||||
| Bain Capital Fund VII, L.P.(d) | North America | 12/29/2017 | 8,763,824 | |||||
| Bain Capital Fund X, L.P.(d) | North America | 12/30/2015 | 2,433,471 | |||||
| Bain Capital VII Coinvestment Fund, L.P.(d) | North America | 12/29/2017 | 118,199 | |||||
| BC Asia III Private Investors, L.P. | North America | 06/30/2020 | 2,548,208 | |||||
| BC Europe IV Private Investors, L.P. | North America | 06/30/2020 | 1,513,184 | |||||
| BC European Capital IX-8, L.P.(d) | Europe | 12/31/2020 | 2,089,283 | |||||
| BC Life Sciences Private Investors, L.P.(d) | North America | 06/30/2020 | 3,025,718 | |||||
| BC XI Private Investor, L.P. | North America | 06/30/2020 | 3,252,780 | |||||
| BC XII Private Investors, L.P. | North America | 06/30/2020 | 4,333,849 | |||||
| BCP V-S, L.P.(d) | North America | 09/29/2017 | 32,282 | |||||
| Berkshire Fund IX, L.P. | North America | 09/03/2021 | 12,338,883 | |||||
| Berkshire Fund VI, Limited Partnership(d) | North America | 12/31/2018 | 4,726,585 | |||||
| Berkshire Fund VII, L.P.(d) | North America | 12/31/2018 | 249,838 | |||||
| Berkshire Fund VIII (IND), L.P.(d) | North America | 09/03/2021 | 9,303,322 | |||||
| Blackstone Capital Partners V, L.P.(d) | North America | 09/29/2017 | 117,530 | |||||
| Bridgepoint Europe IV, L.P. | Europe | 03/31/2021 | 222,325 | |||||
| Carlyle Partners V, L.P.(d) | North America | 12/31/2019 | 123,931 | |||||
| Catterton Growth Partners, L.P.(d) | North America | 06/30/2021 | 840,968 | |||||
| CD&R Value Building Partners I, L.P. (d) | North America | 12/02/2021 | 9,704,637 | |||||
| CDRF8 Private Investors, LLC | North America | 06/30/2017 | 225,867 | |||||
| Cerberus Institutional Partners L.P. - Series Four | North America | 12/30/2016 | 124,542 | |||||
| Charterhouse Capital Partners IX, L.P. (d) | Europe | 12/31/2021 | 139,087 | |||||
| CHP III, L.P.(d) | North America | 09/29/2017 | 293,767 | |||||
| CI Capital Investors II, L.P.(d) | North America | 12/31/2019 | 967,055 | |||||
| CI Capital Investors III, L.P.(d) | North America | 12/31/2019 | 2,239,379 | |||||
| Clearlake Capital Partners IV, L.P. | North America | 12/31/2019 | 2,163,847 | |||||
| Clearlake Opportunities Partners (P-Offshore) L.P(d) | North America | 12/31/2019 | 968,092 | |||||
| Coller International Partners VI, L.P. (d) | North America | 12/31/2021 | 616,956 | |||||
| Comvest Capital II International (Cayman), L.P. | North America | 06/29/2018 | 397,918 | |||||
| Comvest Capital III International (Cayman), L.P. | North America | 06/29/2018 | 1,039,813 | |||||
| Court Square Capital Partners (Offshore) III, L.P. | North America | 12/31/2020 | 1,374,209 | |||||
| DCM IV, L.P.(d) | North America | 06/30/2015 | 97,301 | |||||
| DCM V, L.P.(d) | North America | 06/30/2015 | 316,803 | |||||
| DCM VI, L.P.(d) | North America | 06/30/2015 | 2,014,438 | |||||
| Endeavour Capital Fund V, L.P.(d) | North America | 03/31/2021 | 7,959 | |||||
| Energy Capital Partners II, L.P.(d) | North America | 03/31/2021 | 45,387 | |||||
| EQT VI (No 1) Limited Partnership(d) | Europe | 12/31/2021 | 59,104 | |||||
| EQT VII (No. 1) Limited Partnership(d) | Europe | 12/31/2020 | 1,162,966 | |||||
| EQT VIII (No.1) SCSp(d) | Europe | 12/31/2020 | 1,935,863 | |||||
| Equistone Partners Europe Fund IV, L.P. (d) | Europe | 12/31/2021 | 810,498 | |||||
| Fifth Cinven Fund (No.3) Limited Partnership(d) | Europe | 12/31/2021 | 3,553,260 | |||||
| Francisco Partners II, L.P.(d) | North America | 12/31/2018 | 169,831 | |||||
| FSN Capital IV, L.P.(d) | Europe | 12/31/2019 | 953,327 | |||||
| Private Equity Investments (94.63%)(a)(b) (continued) | Geographic Region(c) | Acquisition
Date | Fair Value | |||||
| Secondary Investments (80.81%) (continued) | ||||||||
| General Atlantic Investment Partners 2013, L.P. | North America | 12/31/2019 | $ | 3,333,000 | ||||
| Genstar Capital Partners VII (EU), L.P.(d) | North America | 12/31/2020 | 801,429 | |||||
| Genstar Capital Partners VIII BL (EU), L.P. | North America | 12/31/2020 | 2,654,486 | |||||
| Genstar VIII Opportunities Fund I (EU), L.P.(d) | North America | 12/31/2020 | 1,622,112 | |||||
| GESD Investors II, L.P.(d) | North America | 09/29/2017 | 84,735 | |||||
| Green Equity Investors CF II, L.P. (d) | North America | 11/30/2021 | 1,185,423 | |||||
| Green Equity Investors CF, L.P. | North America | 04/26/2021 | 2,008,696 | |||||
| Green Equity Investors Side VI, L.P. | North America | 06/30/2021 | 6,684,371 | |||||
| Green Equity Investors V, L.P.(d) | North America | 09/29/2017 | 333,498 | |||||
| Gridiron Capital Fund II, L.P. | North America | 12/31/2019 | 652,706 | |||||
| Gridiron Energy Feeder I, L.P.(d) | North America | 05/10/2017 | 2,345,283 | |||||
| Gryphon Co-Invest Fund IV, L.P. | North America | 12/31/2020 | 286,685 | |||||
| Gryphon Partners 3.5, L.P. | North America | 12/31/2020 | 316,947 | |||||
| Gryphon Partners IV, L.P. | North America | 12/31/2020 | 1,758,232 | |||||
| Gryphon Partners V-A, L.P.(d) | North America | 12/31/2020 | 3,086,469 | |||||
| GS Capital Partners VI Parallel, L.P.(d) | North America | 12/31/2019 | 62,280 | |||||
| GSO Capital Opportunities Overseas Fund, L.P.(d) | North America | 12/30/2015 | 49,729 | |||||
| GSO Private Investors Offshore II, L.P. | North America | 06/30/2017 | 69,975 | |||||
| GTCR Fund X/C, L.P. (d) | North America | 12/31/2021 | 13,972 | |||||
| H&F Arrow 2, L.P.(d) | North America | 04/13/2021 | 1,926,335 | |||||
| H&F Executives Fund IX, L.P.(d) | North America | 09/30/2020 | 2,915,389 | |||||
| H&F Executives Fund VIII, L.P. | North America | 09/30/2020 | 4,182,318 | |||||
| H.I.G. Bayside Debt & LBO Fund II, L.P.(d) | North America | 12/31/2018 | 754,316 | |||||
| H.I.G. Bayside Loan Opportunity Cayman Fund II, L.P. | North America | 03/31/2021 | 130,429 | |||||
| H.I.G. Capital Partners IV, L.P. | North America | 12/31/2018 | 835,688 | |||||
| Harvest Partners V, L.P.(d) | North America | 12/29/2017 | 2,299 | |||||
| Hellman & Friedman Capital Partners VI, L.P.(d) | North America | 03/31/2019 | 137,403 | |||||
| Hellman & Friedman Capital Partners VII (Parallel), L.P. | North America | 06/28/2019 | 1,296,101 | |||||
| Hellman & Friedman Capital Partners VII, L.P. | North America | 06/30/2021 | 892,345 | |||||
| HFCP VII (Parallel-A), L.P. | North America | 09/30/2021 | 461,218 | |||||
| HgCapital 5, L.P.(d) | Europe | 12/31/2018 | 746 | |||||
| HPE Continuation Fund I C.V.(d) | Europe | 05/27/2021 | 4,829,935 | |||||
| Icon Partners II, L.P.(d) | North America | 04/27/2021 | 806,702 | |||||
| Icon Partners III, L.P.(d) | North America | 05/10/2021 | 4,395,897 | |||||
| Insight Equity I, L.P.(d) | North America | 12/31/2018 | 19,941 | |||||
| Insight Equity II, L.P.(d) | North America | 12/31/2018 | 462,433 | |||||
| Insight Partners Continuation Fund, L.P.(d) | North America | 08/14/2019 | 9,707,524 | |||||
| Insight Venture Partners (Cayman) IX, L.P. | North America | 09/30/2019 | 3,551,114 | |||||
| Insight Venture Partners (Cayman) VIII, L.P.(d) | North America | 09/30/2019 | 1,988,389 | |||||
| Insight Venture Partners Coinvestment Fund (Delaware) III, L.P. | North America | 09/30/2019 | 520,634 | |||||
| Insight Venture Partners Coinvestment Fund II, L.P. | North America | 06/30/2015 | 1,160,221 | |||||
| Insight Venture Partners Coinvestment Fund III, L.P. | North America | 06/30/2015 | 254,418 | |||||
| Insight Venture Partners Growth-Buyout Coinvestment Fund (Cayman), L.P. | North America | 09/30/2019 | 1,120,649 | |||||
| Insight Venture Partners Growth-Buyout Coinvestment Fund, L.P. | North America | 09/30/2019 | 70,858 | |||||
| Insight Venture Partners IX, L.P. | North America | 09/30/2019 | 91,435 | |||||
| Insight Venture Partners VII, L.P. | North America | 06/30/2015 | 2,827,390 | |||||
| Insight Venture Partners VIII (Co-Investors), L.P.(d) | North America | 12/31/2019 | 238,151 | |||||
| Insight Venture Partners VIII, L.P.(d) | North America | 06/30/2015 | 3,033,786 | |||||
| JMI Equity Fund VI, L.P. | North America | 09/29/2017 | 20,211 | |||||
| Kelso Investment Associates VIII, L.P. | North America | 09/29/2017 | 816,213 | |||||
| KKR 2006 Fund, L.P. | North America | 09/29/2017 | 62,503 | |||||
| KKR 2006 Private Investors Offshore, L.P.(d) | North America | 06/30/2017 | 288,162 | |||||
| KKR Americas Fund XII, L.P. | North America | 03/31/2021 | 4,585,687 | |||||
| KKR China Growth Fund, L.P. (d) | North America | 12/31/2021 | 591,211 | |||||
| KKR North America Fund XI, L.P. (d) | North America | 12/31/2021 | 2,110,838 | |||||
|
Private Equity Investments (94.63%)(a)(b) (continued) |
|
Geographic |
|
Acquisition |
|
Fair Value |
|
|
|
Secondary Investments (80.81%) (continued) |
|
|
|
|
|
|
|
|
|
KPS Special Situations Fund III (Supplemental Feeder), Ltd.(d) |
|
North America |
|
09/29/2017 |
|
$ |
11,027 |
|
|
KPS Special Situations Fund III, L.P.(d) |
|
North America |
|
09/29/2017 |
|
|
8,138 |
|
|
Lightspeed Venture Partners IX, L.P.(d) |
|
North America |
|
12/31/2020 |
|
|
4,343,829 |
|
|
Lion/Simba Investors, L.P. |
|
Europe |
|
12/21/2020 |
|
|
4,152,630 |
|
|
Littlejohn Fund III, L.P.(d) |
|
North America |
|
12/31/2018 |
|
|
18,642 |
|
|
Littlejohn Fund IV, L.P. |
|
North America |
|
12/30/2015 |
|
|
492,257 |
|
|
Lovell Minnick Equity Partners III, L.P.(d) |
|
North America |
|
06/30/2021 |
|
|
1,576,063 |
|
|
Madison Dearborn Capital Partners VI-C, L.P. |
|
North America |
|
03/31/2021 |
|
|
226,566 |
|
|
Madison International Real Estate Liquidity Fund V(d) |
|
North America |
|
06/30/2015 |
|
|
6,864 |
|
|
Marlin Equity III, L.P.(d) |
|
North America |
|
06/30/2021 |
|
|
48,658 |
|
|
Mason Wells Buyout Fund III Limited Partnership(d) |
|
North America |
|
03/31/2021 |
|
|
265,735 |
|
|
MDP Fund, L.P.(d) |
|
Europe |
|
06/30/2015 |
|
|
206,994 |
|
|
Merchant Banking Partners IV, L.P.(d) |
|
North America |
|
09/29/2017 |
|
|
22,871 |
|
|
Montagu+ SCSp(d) |
|
Europe |
|
11/10/2021 |
|
|
7,792,991 |
|
|
Montreux Equity Partners IV, L.P.(d) |
|
North America |
|
09/29/2017 |
|
|
411,638 |
|
|
MPE Partners II, L.P. |
|
North America |
|
06/28/2019 |
|
|
867,446 |
|
|
MSouth Equity Partners II, L.P.(d) |
|
North America |
|
12/31/2019 |
|
|
421,675 |
|
|
Nautic Partners VI-A, L.P.(d) |
|
North America |
|
12/31/2019 |
|
|
914,252 |
|
|
Navis Asia Fund VI, L.P. |
|
North America |
|
03/31/2021 |
|
|
178,082 |
|
|
NB SPV, L.P.(d) |
|
North America |
|
09/01/2021 |
|
|
5,000,000 |
|
|
New Enterprise Associates 12, Limited Partnership(d) |
|
North America |
|
09/29/2017 |
|
|
71,740 |
|
|
New Mountain Partners III, L.P. |
|
North America |
|
09/29/2017 |
|
|
(10,234 |
) |
|
NewView Capital Fund I, L.P.(d) |
|
North America |
|
10/31/2018 |
|
|
7,919,271 |
|
|
North Bridge Growth Equity I, L.P.(d) |
|
North America |
|
12/31/2020 |
|
|
60,999 |
|
|
North Bridge Growth Equity II, L.P.(d) |
|
North America |
|
12/31/2020 |
|
|
21,528,751 |
|
|
Oak Investment Partners XII, Limited Partnership(d) |
|
North America |
|
03/31/2019 |
|
|
111,145 |
|
|
Oaktree Opportunities Fund IX (Cayman), L.P. (d) |
|
North America |
|
12/31/2021 |
|
|
1,973,404 |
|
|
Oaktree Opportunities Fund VIII (Cayman), Ltd. (d) |
|
North America |
|
12/31/2021 |
|
|
100,000 |
|
|
Oaktree Private Investment Fund 2010, L.P. |
|
North America |
|
06/30/2015 |
|
|
64,159 |
|
|
Paladin III (HR), L.P.(d) |
|
North America |
|
09/29/2017 |
|
|
457,764 |
|
|
Pamlico Capital III, L.P. |
|
North America |
|
12/31/2019 |
|
|
3,437,557 |
|
|
Parthenon Investors II, L.P.(d) |
|
North America |
|
12/31/2018 |
|
|
183,837 |
|
|
Parthenon Investors III, L.P. |
|
North America |
|
12/31/2018 |
|
|
1,808,091 |
|
|
Pegasus WSJLL Fund, L.P. (d) |
|
North America |
|
12/13/2021 |
|
|
8,433,305 |
|
|
Permira IV Feeder, L.P.(d) |
|
Europe |
|
04/23/2020 |
|
|
13,530,621 |
|
|
Platinum Equity Capital Partners II(d) |
|
North America |
|
09/29/2017 |
|
|
185,625 |
|
|
PRO SPV, L.P.(d) |
|
North America |
|
09/01/2021 |
|
|
5,500,814 |
|
|
Providence Equity Partners IV, L.P.(d) |
|
North America |
|
12/30/2016 |
|
|
16,573 |
|
|
Providence Equity Partners V, L.P.(d) |
|
North America |
|
12/30/2016 |
|
|
36,511 |
|
|
Providence Equity Partners VI, L.P. |
|
North America |
|
12/30/2016 |
|
|
1,297,178 |
|
|
Providence Equity Partners VII, L.P. |
|
North America |
|
09/29/2017 |
|
|
358,527 |
|
|
Providence TMT Special Situations Fund, L.P. |
|
North America |
|
12/31/2018 |
|
|
10,843 |
|
|
PT2-A, L.P. (d) |
|
North America |
|
12/16/2021 |
|
|
6,300,000 |
|
|
PTEV-A, L.P. (d) |
|
North America |
|
12/30/2021 |
|
|
4,133,341 |
|
|
RCF V Annex Fund, L.P.(d) |
|
North America |
|
06/30/2021 |
|
|
23,979 |
|
|
Resource Capital Fund V, L.P.(d) |
|
North America |
|
06/30/2021 |
|
|
63,664 |
|
|
Riverside Capital Appreciation Fund V, L.P.(d) |
|
North America |
|
03/31/2021 |
|
|
300,000 |
|
|
Roark Capital Partners II, L.P. |
|
North America |
|
06/29/2018 |
|
|
1,527,247 |
|
|
Roark Capital Partners III, L.P. |
|
North America |
|
06/29/2018 |
|
|
1,920,314 |
|
|
Roark Capital Partners IV, L.P. |
|
North America |
|
06/29/2018 |
|
|
1,090,251 |
|
|
Samson Brunello 2, L.P.(d) |
|
North America |
|
02/19/2021 |
|
|
1,163,060 |
|
|
Samson Hockey 2, L.P. |
|
North America |
|
12/23/2020 |
|
|
1,349,519 |
|
|
Samson Shield 2, L.P. |
|
North America |
|
12/23/2020 |
|
|
4,160,014 |
|
|
Saw Mill Capital Partners, L.P.(d) |
|
North America |
|
09/29/2017 |
|
|
65,043 |
|
|
Seidler Equity Partners IV, L.P. |
|
North America |
|
06/30/2021 |
|
|
1,578,822 |
|
|
Silver Lake Partners III, L.P.(d) |
|
North America |
|
12/31/2018 |
|
|
130,349 |
|
|
Private Equity Investments (94.63%)(a)(b) (continued) |
|
Geographic |
|
Acquisition |
|
Fair Value |
|
|
|
Secondary Investments (80.81%) (continued) |
|
|
|
|
|
|
|
|
|
Silver Lake Partners V, L.P. |
|
North America |
|
06/30/2020 |
|
$ |
3,162,176 |
|
|
Sixth Cinven Fund (No. 4) Limited Partnership |
|
Europe |
|
06/28/2019 |
|
|
3,031,364 |
|
|
Sixth Street Opportunities Partners III (B), L.P. |
|
North America |
|
06/30/2015 |
|
|
37,350 |
|
|
SL SPV-2, L.P.(d) |
|
North America |
|
02/14/2019 |
|
|
1,033,948 |
|
|
Sorenson Capital Partners III, L.P. (d) |
|
North America |
|
12/31/2021 |
|
|
14,213,364 |
|
|
Sterling Capital Partners IV, L.P. (d) |
|
North America |
|
12/31/2021 |
|
|
1,280,205 |
|
|
Summit Partners Growth Equity Fund VIII-B, L.P. (d) |
|
North America |
|
12/31/2021 |
|
|
1,739,027 |
|
|
Summit Partners Private Equity Fund VII-A, L.P.(d) |
|
North America |
|
12/31/2018 |
|
|
493,883 |
|
|
Summit Ventures VI-A, L.P.(d) |
|
North America |
|
12/31/2018 |
|
|
195,745 |
|
|
Sun Capital Partners IV, L.P. |
|
North America |
|
12/31/2018 |
|
|
80,427 |
|
|
Sun Capital Partners V, L.P. |
|
North America |
|
12/31/2018 |
|
|
244,079 |
|
|
SunTx Capital Partners II, L.P.(d) |
|
North America |
|
12/31/2019 |
|
|
1,925,000 |
|
|
TA Atlantic and Pacific VI, L.P.(d) |
|
North America |
|
03/31/2021 |
|
|
149,268 |
|
|
TCW/Crescent Mezzanine Partners VB, L.P. |
|
North America |
|
12/30/2015 |
|
|
33,141 |
|
|
Tennenbaum Opportunities Fund V, LLC |
|
North America |
|
09/29/2017 |
|
|
371,794 |
|
|
The Veritas Capital Fund III, L.P.(d) |
|
North America |
|
09/29/2017 |
|
|
2,206 |
|
|
The Veritas Capital Fund V, L.P.(d) |
|
North America |
|
06/28/2019 |
|
|
13,921,459 |
|
|
Thomas H. Lee Equity Fund VI Liquidating Trust(d) |
|
North America |
|
12/31/2020 |
|
|
183 |
|
|
Thomas H. Lee Parallel (Cayman) Fund VII, L.P. |
|
North America |
|
06/29/2018 |
|
|
2,361,598 |
|
|
Thomas H. Lee Parallel Fund VI Liquidating Trust(d) |
|
North America |
|
12/31/2020 |
|
|
1,339 |
|
|
TowerBrook Investors III, L.P.(d) |
|
North America |
|
12/31/2019 |
|
|
36,427 |
|
|
TPF II-A, L.P.(d) |
|
North America |
|
12/31/2019 |
|
|
67,175 |
|
|
TPG Growth III (A), L.P. |
|
North America |
|
12/31/2019 |
|
|
2,453,500 |
|
|
TPG Partners V, L.P.(d) |
|
North America |
|
09/29/2017 |
|
|
22,993 |
|
|
TPG Partners VI, L.P. |
|
North America |
|
09/29/2017 |
|
|
534,531 |
|
|
TPG STAR, L.P. |
|
North America |
|
09/29/2017 |
|
|
248,121 |
|
|
Triton Fund III, L.P. |
|
Europe |
|
03/31/2021 |
|
|
80,471 |
|
|
Vista Equity Partners Fund V, L.P.(d) |
|
North America |
|
09/28/2018 |
|
|
5,923,209 |
|
|
Warburg Pincus Private Equity XI, L.P. (d) |
|
North America |
|
12/31/2021 |
|
|
1,369,255 |
|
|
Webster Equity Partners Bristol CF, L.P. (d) |
|
North America |
|
10/15/2021 |
|
|
9,986,555 |
|
|
WestView Capital Partners II, L.P. |
|
North America |
|
12/31/2019 |
|
|
30,164 |
|
|
White Deer Energy, L.P.(d) |
|
North America |
|
06/30/2021 |
|
|
167,776 |
|
|
Wind Point Partners AAV, L.P.(d) |
|
North America |
|
06/29/2021 |
|
|
905,494 |
|
|
Wind Point Partners VII-B, L.P.(d) |
|
North America |
|
09/29/2017 |
|
|
586,634 |
|
|
WP AUSA, L.P.(d) |
|
North America |
|
07/22/2019 |
|
|
8,250,921 |
|
|
Total Secondary Investments |
|
|
|
|
|
|
392,683,036 |
|
|
|
|
|
|
|
|
|
|
|
|
Total Private Equity Investments |
|
|
|
|
|
|
|
|
|
(Cost $360,456,219) |
|
|
|
|
|
$ |
459,854,299 |
|
|
Short-Term Investments (11.53%) |
|
Fair Value |
|
|
|
Money Market Funds (11.53%) |
|
|
|
|
|
Fidelity Government Portfolio, Class I, 0.01%(e) |
|
|
55,543,324 |
|
|
JP Morgan U.S. Government Money Market Fund, 0.01%(e) |
|
|
498,744 |
|
|
|
|
|
|
|
|
Total Money Market Funds |
|
|
56,042,068 |
|
|
|
|
|
|
|
|
Total Short-Term Investments |
|
|
|
|
|
(Cost $56,042,068) |
|
$ |
56,042,068 |
|
|
Short-Term Investments (11.53%) (continued) |
|
Fair Value |
|
|
|
Total Investments (106.16%) |
|
|
|
|
|
(Cost $416,498,287) |
|
$ |
515,896,367 |
|
|
|
|
|
|
|
|
Liabilities in Excess of Other Assets (-6.16%) |
|
|
(29,940,171 |
) |
|
Shareholders' Capital (100.00%) |
|
$ |
485,956,196 |
|
|
(a) |
Private Equity Investments are generally offered in private placement transactions and as such are illiquid and generally restricted as to resale. Total cost and fair value of illiquid and restricted securities as of December 31, 2021 was $360,456,219 and $459,854,299, respectively. |
|
(b) |
Pomona Investment Fund ordinarily acquires portfolios of investments that are comprised of interests in multiple private equity funds (rather than single interests in such funds) and pays a single purchase price for each such portfolio. As a result, the specific acquisition cost allocated to each Private Equity Investment does not necessarily reflect the actual cost of each such investment. The information regarding the Private Equity Investments, as listed in the Consolidated Schedule of Investments above, has not been prepared, reviewed or approved by any such Private Equity Fund or any general partner, manager or sponsor of such Private Equity Investments or any of their respective affiliates. As of December 31, 2021, the aggregate cost of each investment restricted to resale was: $–, $3,254,209, $3,272,042, $5,009,015, $912,217, $1,621,222, $–, $804,761, $916,381, $–, $1,768,335, $556,808, $1,820,192, $609,020, $3,489,657, $1,350,000, $2,056,772, $1,763,528, $389,245, $3,451,393, $–, $1,875,000, $2,303,198, $2,734,940, $2,688,994, $2,996,923, $28,494, $3,718,162, $11,589, $41,815, $1,765,975, $1,567,346, $169,786, $2,048,160, $465,371, $20,004, $207,218, $306,473, $585,763, $547,290, $1,640,150, $1,695,685, $3,942, $2,308,026, $126,942, $2,154, $480,584, $202,529, $-, $1,379,913, $2,292,774, $13,523, $822,290, $5,516,370, $4,155,781, $49,683, $744,739, $812,657, $1,624,184 , $656,833, $1,069,681, $2,287,786, $47,747, $9,272,764, $6,040,488, $992,633, $7,327,979, $444,287, $130,322, $203,464, $209,397, $10,018,575, $314,006, $688,460, $–, $280,165, $338,933, $3,097,269, $1,616,523, $616,478, $298,022, $470,461, $1,998,115, $1,002,635, $133,659, $1,192,677, $1,810,701, $635, $22,185, $–, $922,412, $1,177,923, $583,245, $2,508,048, $117,196, $360,136 , $2,124,769, $764,587, $1,720,131, $1,266,112, $27,528, $1,185,423, $2,048, $4,703,475, $6,553,187, $1,884,241, $1,741,331, $337,808, $201,423, $1,986,873, $2,238,607, , $44,120, $261,086, $213,016, $–, $1,232,707, $2,193,987, $1,671,372, $811,443, $73,605, $1,702,862, $72,969, $311,000, $7,870,967, $671,377, $968,279, $15,508, $3,267,891, $478,775, $3,373,114, $157,636, $820,510, $5,179,717, $1,731,742, $1,355,769, $522,614, $577,528, $224,400, $701,194, $43,721, $44,011, $1,655,999, $168,716, $2,150,167, $2,477, $1,441,917, $197,690, $178,198, $2,911,443, $235,881, $1,025,800, $496,027, $487,022, $2,071,441, $2,820,173, $10,272, $2,009,981, $740,734, $304,638, $15,451, $29,533, $233,687, $1,882,172, $–, $6,650,126, $352,649, $–, $1,364,746, $751,526, $292,985, $5,000,000, $126,737, $942,670, $3,912,772, $115,171, $10,120,101, $171,384, $1,237,058, $320, $45,196, $7,416, $1,495,869, $229,506, $525,100, $8,456,626, $4,020,346, $318,887, $5,553,019, $19,151, $367,900, $3,909,950, $243,174, $5,693, $6,300,000, $4,133,341, $6,023, $14,852, $152,660, $810,797, $886,850, $797,132, $895,790, $903,850, $4,006,937, $675,116, $2,057,705, $890,415, $1,964,849, $1,818,789, $25,575, $492,288, $11,708,762, $956,950, $1,118,057, $586,313, $309,279, $243,191, $498,522, $1,097,436, $61,962, $223,457, $217,620, $364,685, $6,382,616, $–, $2,164,303, $–, $267,492, $19,744, $2,065,573, $325,255, $1,753,738, $515,409, $276,706, $5,029,721, $960,347, $9,986,555, $321,007, $66,690, $920,696, $399,139 and $4,895,000, respectively, totaling, $360,456,219. |
|
(c) |
In the case of Private Equity Investments, geographic region generally refers to where the general partner is headquartered and may be different from where a Private Equity Investment invests or operates. |
|
(d) |
Non-income producing security. |
|
(e) |
The rate shown is the annualized 7-day yield as of December 31, 2021. |
See accompanying Notes to Consolidated Financial Statements.
1. Organization
Pomona Investment Fund (the “Fund”), was organized as a Delaware statutory trust on August 12, 2014 and commenced operations on May 7, 2015. The Fund is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a non-diversified, closed-end management investment company. On August 3, 2017, in connection with the Fund’s revolving credit facility, Pomona Investment Fund LLC was organized as a Delaware limited liability company, and is a wholly owned subsidiary of the Fund. All inter-company accounts and transactions relating to Pomona Investment Fund LLC have therefore been eliminated.
2. Summary of Significant Accounting Policies
The Fund has formal valuation policies and procedures (the “Valuation Procedures”), which have been approved by a board of trustees (the “Board”). The Board has delegated direct and oversight responsibilities for making valuation determinations for investments held by the Fund to a valuation committee (the “Valuation Committee”), which draws on the resources and personnel of Pomona Management LLC (the “Administrator” and the “Adviser”) in carrying out its responsibilities. The Board receives valuation reports from the Valuation Committee on a quarterly basis and determines if the Valuation Procedures are operating as expected and the outcomes are reliable.
The Valuation Procedures are applied to all of the Fund’s investments, which primarily consists of the following types of Private Equity Investment strategies:
| ● | Secondary Investments refer to investments in existing Private Equity assets that are typically acquired in privately negotiated transactions. |
| ● | Primary Investments refer to investments in newly established private equity funds. |
| ● | Seasoned Primary Investments refer to primary investments made after an investment fund has already invested a certain percentage of its capital commitments. |
| ● | Direct Investments/Co-Investments refers to investments in an operating company alongside other investors. |
All investments are recorded at “Fair Value” in good faith. Fair value is based on actual or estimated market value, with special provisions for assets not having readily available market quotations, and for situations in which market quotations are deemed unreliable. The private equity investments (“Private Equity Investments”) in which the Fund invests normally do not have readily available market prices. Determining the fair value of Private Equity Investments and other assets requires that judgment be applied to the specific facts and circumstances of each asset while seeking to employ a valuation process that is consistently followed. There is not necessarily a single standard for determining fair value of such assets, and determinations of fair value may involve subjective judgments and estimates.
The fair values of the Fund’s Private Equity Investments are estimates and are determined by the Adviser in accordance with the Valuation Procedures. If applicable, these estimates are net of management and performance incentive fees or allocations payable pursuant to the respective organizational documents of each Private Equity Investment. Ordinarily, the fair value of a Private Equity Investment held by the Fund is based on the net asset value (“NAV”) of that Private Equity Investment reported by its investment manager. If the Adviser determines that the most recent NAV reported by the investment manager of a Private Equity Investment does not represent the fair value or if the investment manager of a Private Equity Investment fails to report a NAV to the Fund, a fair value determination is made by the Adviser in accordance with the Valuation Procedures. This includes adjusting the NAV provided by an investment manager for other relevant information available at the time the Fund values its portfolio, including capital activity and material events occurring between the reference dates of the investment manager’s valuation and the relevant valuation date.
For investments that do not have readily determinable fair values and for which it is not possible to use NAV as practical expedient, such as certain Direct Investments/Co-Investments, the Fund will review and value such investments using one or more of the following types of analyses:
| ● | Market comparable statistics and public trading multiples discounted for illiquidity, minority ownership and/or other factors for investments with similar characteristics. |
| ● | Discounted cash flow analysis, including a terminal value or exit multiple. |
| ● | The cost of the investment, if the cost is determined to best approximate the fair value of the investment. |
| ● | Valuations implied by third-party investment in similar assets or issuers. |
Cash and Short-term Investments
The Fund holds cash and investments in short-term interest bearing deposit accounts. At times, such deposits may be in excess of federally insured limits. The Fund has not experienced any losses in such accounts and does not believe it is exposed to any significant credit risk on such accounts. There are no restrictions on the cash and short-term investments held by the Fund. Short-term investments are considered cash equivalents.
Realized Gain/(Loss) on Investments, Interest Income, and Dividend Income
The Fund accounts for realized gains and losses, interest income, and dividend income on distributions received from Private Equity Investments based on the nature of such distributions as determined by each underlying investment manager.
Income Recognition and Expenses
Income is recognized on an accrual basis as earned. Expenses are recognized on an accrual basis as incurred.
The Fund bears all expenses incurred in the course of its operations, including, but not limited to, the following: all costs and expenses related to portfolio transactions and positions for the Fund’s account; professional fees; costs of insurance; registration expenses; and expenses of meetings of the Board. Certain expenses of the Fund attributable to a particular share class will be allocated to the share class to which they are attributable.
Use of Estimates
The preparation of consolidated financial statements in conformity with U.S. GAAP requires the Fund’s Administrator to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Changes in the economic environment, financial markets, and any other factors or parameters used in determining these estimates could cause actual results to differ materially.
3. Fair Value Disclosures
In accordance with the authoritative guidance on fair value measurements and disclosures under accounting principles generally accepted in the United States of America (“U.S. GAAP”), the Fund discloses the fair value of its investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure the fair value. The hierarchy gives the highest priority to valuations based on unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to valuations based upon unobservable inputs that are significant to the valuation (Level 3 measurement). The guidance establishes three levels of fair value as listed below.
| - | Level 1 – Inputs that reflect unadjusted quoted prices in active markets for identical assets and liabilities that the Fund has the ability to access at the measurement date |
| - | Level 2 – Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly, including inputs in markets that are not considered to be active |
| - | Level 3 – Significant unobservable inputs |
The notion of unobservable inputs is intended to allow for situations in which there is little, if any, market activity for the asset or liability at the measurement date. Under Level 3, the owner of an asset must determine fair value based on its own assumptions about what market participants would take into account in determining the fair value of the asset, using the best information available.
The inputs or methodology for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
A financial instrument’s level within the fair value hierarchy is based upon the lowest level of any input that is significant to the fair value measurement; however, the determination of what constitutes “observable” requires significant judgment by the Administrator. The Administrator considers observable data to be market data that is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market. The Fund’s Private Equity Investments are generally restricted securities that are subject to substantial holding periods and restrictions on resale and are not traded in public markets. Accordingly, the Fund would not be able to resell such investments for extended periods, if at all.
The following table is a summary of information about the levels within the fair valuation hierarchy at which the Fund’s investments are measured as of December 31, 2021:
| Investments in Securities at Value | Level 1 - Unadjusted Quoted Prices | Level 2 - Other Significant Observable Inputs | Level 3 - Significant Unobservable Inputs | Total | ||||||||||||
| Short-Term Investments | $ | 56,042,068 | $ | – | $ | – | $ | 56,042,068 | ||||||||
| TOTAL | $ | 56,042,068 | $ | – | $ | – | $ | 56,042,068 | ||||||||
As the Fund uses the NAV as a practical expedient to determine the fair value of certain Private Equity Investments, these investments have not been classified in the U.S. GAAP fair value hierarchy. As of December 31, 2021, $459,854,299 was fair valued utilizing NAV as practical expedient.
As of December 31, 2021 there were no level 3 investments held in the Fund.
The following is a reconciliation of assets in which significant unobservable inputs (Level 3) were used in determining value:
Beginning balance March 31, 2021 |
Transfers into Level 3 during the period |
Transfers out of Level 3 during the period |
Total realized gain/(loss) |
Total unrealized appreciation /(depreciation) |
Net purchases |
Net sales | Balance as of December 31, 2021 |
| $3,149,141 | $- | $- | $2,309,696 | $(703,542) | $- | $(4,755,295) | $- |
4. Revolving Credit Agreement
Effective March 30, 2020, the Fund entered into a $40,000,000 revolving credit agreement for a five year term with Barclays Bank PLC (the “Barclays Facility”). The Barclays Facility has a five year term. Effective June 3, 2021, the Fund Amended its agreement with Barclays Bank PLC to increase the size of the Barclays Facility to $80,000,000 and extend the term to six years. The Fund entered into the Barclays Facility for working capital requirements, such as financing repurchases of shares, distributions to investors and investments. Borrowings under the Barclays Facility bears interest at London Interbank Offered Rate (“LIBOR”) or Euro Interbank Offered Rate (“EURIBOR”) plus 2.85% per annum, and has a commitment fee of 0.85% per annum on the daily unused portion. As of December 31, 2021, the Fund had €22,200,000 (equivalent to $25,248,074) of outstanding borrowings on the Barclays Facility.
5. Capital Share Transactions
The Fund accepts initial and additional purchases of Shares as of the first business day of each calendar quarter at the Fund’s then-current Net asset value per Share of each respective share class (determined as of the close of business on the last business day of the immediately preceding quarter). To provide a limited degree of liquidity to Shareholders, the Fund may from time to time offer to repurchase Shares pursuant to written tenders by Shareholders. It is expected that the Adviser will normally recommend to the Board that the Fund conduct an offer to repurchase shares on a quarterly basis as of the end of each calendar quarter, so that each repurchase would occur as of each March 31, June 30, September 30 and December 31 of every year, although the Adviser may not recommend, and the Board may not authorize, a repurchase offer for any quarter in which the Adviser believes that it would be detrimental to the Fund for liquidity or other reasons. It is also expected that the Adviser will recommend to the Board that any such tender offer would be for an amount that is not more than 5% of the Fund’s Shareholders’ Capital. There can be no assurance that the Board will accept the Adviser’s recommendation.