NB Crossroads Private Markets Fund V (TI) LP (the “TI Fund”) invests substantially all of its assets in NB Crossroads Private Markets Fund V Holdings LP (the “Master Fund”). The percentage of the Master Fund’s partners’ capital owned by the TI Fund at December 31, 2020, was 57.53%. The TI Fund has included the Master Fund’s schedule of investments as of December 31, 2020, below. The Master Fund’s schedule of investments was also filed on Form NPORT-EX with the Securities and Exchange Commission on March 1, 2021.
NB Crossroads Private Markets Fund V Holdings LP
Schedule of Investments
December 31, 2020 (Unaudited)
| Investments / Co-investments (A),(B),(D) | Acquisition Type | Acquisition Dates (C) | Geographic Region (E) | Cost | Fair Value | |||||||||
| Large-cap Buyout (24.89%) | ||||||||||||||
| Advent International GPE IX Limited Partnership | Primary | 10/2019-12/2020 | North America | $ | 4,409,964 | $ | 6,340,356 | |||||||
| EQT VIII Co-Investment (H) SCSp | Co-Investment | 09/2019 | North America | 1,201,621 | 1,266,712 | |||||||||
| Green Equity Investors, VIII, L.P. | Primary | 12/2020 | North America | 1,579,437 | 1,567,316 | |||||||||
| H&F Unite Partners, L.P. | Co-Investment | 05/2019 | North America | 1,300,841 | 1,439,734 | |||||||||
| Hellman & Friedman Capital Partners IX, L.P. | Primary | 04/2020-10/2020 | North America | 2,974,053 | 3,109,400 | |||||||||
| KKR Ascend Co-Invest L.P. | Co-Investment | 05/2019 | North America | 2,600,000 | 2,600,000 | |||||||||
| KKR Banff Co-Investment L.P. | Co-Investment | 10/2018 | North America | 2,250,000 | 2,700,000 | |||||||||
| KKR European Fund V (USD) SCSp | Primary | 01/2020-11/2020 | Europe | 4,339,073 | 4,887,771 | |||||||||
| KKR Parrot Co-Invest, L.P. | Co-Investment | 12/2019 | Australia | 3,300,000 | 4,583,054 | |||||||||
| KKR Precise Co-Invest L.P. | Co-Investment | 05/2019 | Europe | 4,500,000 | 7,221,925 | |||||||||
| KKR Starlight Co-Invest II L.P. | Co-Investment | 12/2018 | North America | 2,250,000 | 2,514,409 | |||||||||
| NB Bluebird S.à.r.l. (F) | Co-Investment | 11/2019 | Europe | 3,435,491 | 4,544,352 | |||||||||
| NB HUB Aggregator LP | Co-Investment | 11/2018 | North America | 1,518,945 | 1,486,410 | |||||||||
| PAI Strategic Partnerships SCSp | Secondary | 12/2019-12/2020 | Europe | 4,603,878 | 4,989,783 | |||||||||
| TPG Healthcare Partners, L.P. | Primary | 12/2019-12/2020 | North America | 215,347 | 203,943 | |||||||||
| TPG Partners VIII, L.P. | Primary | 12/2019-12/2020 | North America | 553,861 | 460,603 | |||||||||
| Vertex Aggregator LP | Co-Investment | 08/2018-09/2020 | North America | 1,238,944 | 1,365,719 | |||||||||
| 42,271,455 | 51,281,487 | |||||||||||||
| Small and Mid-cap Buyout (54.15%) | ||||||||||||||
| Ada Holdco LP | Co-Investment | 10/2019-11/2019 | North America | 3,372,792 | 4,012,337 | |||||||||
| Advent Global Technology Limited Partnership | Primary | 03/2020-11/2020 | North America | 5,340,000 | 6,619,721 | |||||||||
| AEA Investors Fund VII, L.P. | Primary | 10/2019-10/2020 | North America | 1,756,876 | 1,751,355 | |||||||||
| Aquiline Financial Services Fund IV L.P. | Primary | 12/2019-12/2020 | North America | 3,020,643 | 2,636,269 | |||||||||
| Aquiline Relation Co-Invest L.P. | Co-Investment | 07/2019-10/2019 | North America | 1,701,611 | 2,100,000 | |||||||||
| ARL Holdings, LLC (F) | Co-Investment | 04/2019-11/2019 | North America | 1,572,236 | 1,933,850 | |||||||||
| Arsenal Capital Partners Fund V LP | Primary | 07/2019-12/2020 | North America | 6,884,294 | 7,605,357 | |||||||||
| Arsenal IO Co-Invest 1 LP | Co-Investment | 07/2019-12/2020 | North America | 2,486,397 | 2,858,846 | |||||||||
| Athyrium ICH Holdings LP (F) | Co-Investment | 10/2019 | North America | 890,546 | 2,003,867 | |||||||||
| BRI Investments LLC (F) | Co-Investment | 08/2019 | North America | 2,800,000 | 2,800,000 | |||||||||
| BU Adhesives Co-Investment III SCSP | Co-Investment | 01/2019 | Europe | 1,289,998 | 1,479,908 | |||||||||
| Buzzard Midstream Infrastructure Co-Invest Pooling, L.P | Co-Investment | 03/2019-11/2020 | North America | 4,086,962 | 3,880,550 | |||||||||
| Carlyle Prime Coinvestment, L.P. | Co-Investment | 10/2019 | North America | 1,231,973 | 1,202,839 | |||||||||
| CB Nike TopCo, LP (F) | Co-Investment | 10/2019 | Middle East | 579,710 | 1,100,000 | |||||||||
| Charlesbank Technology Opportunities Fund, Limited Partnership | Primary | 05/2020-10/2020 | North America | 2,569,602 | 2,871,781 | |||||||||
| Elm Bidco, L.P. | Co-Investment | 02/2019-09/2020 | North America | 2,472,819 | 2,462,645 | |||||||||
| Greenbriar Coinvestment BDP, L.P. | Co-Investment | 12/2018 | North America | 918,431 | 1,799,947 | |||||||||
| Holley Parent Holdings, LLC (F) | Co-Investment | 10/2018 | North America | 1,900,000 | 3,629,000 | |||||||||
| Marmor Co-Investment, L.P. | Secondary | 09/2019 | Europe | 5,846,547 | 7,122,130 | |||||||||
| NB Mafalda S.a.r.l (F) | Co-Investment | 07/2019 | Europe | 4,535,505 | 4,907,299 | |||||||||
| Oak Hill Capital Partners V, L.P. | Primary | 12/2020 | North America | 1,180,131 | 706,351 | |||||||||
| Oakley Capital IV-B SCSP | Primary | 05/2019-11/2020 | Europe | 1,903,798 | 2,270,507 | |||||||||
| Plaskolite PPC Investor LLC | Co-Investment | 12/2018 | North America | 1,400,000 | 2,214,827 | |||||||||
| Quadria Capital Fund II, L.P. | Primary | 06/2019-12/2020 | Asia | 2,036,197 | 1,769,602 | |||||||||
| RCP Artemis Co-Invest, L.P. | Co-Investment | 07/2019 | North America | 3,102,923 | 4,182,199 | |||||||||
| Rey de la Carne, L.P. | Co-Investment | 11/2019-10/2020 | North America | 4,841,527 | 4,134,890 | |||||||||
| Rockbridge Portfolio Fund I L.P. | Secondary | 12/2018-12/2020 | North America | 1,872,289 | 2,081,206 | |||||||||
| SS Acquisitions, Inc. (F) | Co-Investment | 09/2019 | North America | – | 1,992,156 | |||||||||
| Summit Partners Growth Equity Fund X-A, L.P. | Primary | 03/2020-12/2020 | North America | 5,522,402 | 6,287,366 | |||||||||
| The Veritas Capital Fund VII, L.P. | Primary | 09/2020 | North America | 2,371,747 | 2,207,699 | |||||||||
| THL Equity Fund VIII Investors (Agiliti), L.P. | Co-Investment | 01/2019 | North America | 3,346,924 | 8,446,704 | |||||||||
| THL Equity Fund VIII Investors (Automate), L.P. | Co-Investment | 07/2019 | Europe | 3,893,025 | 3,938,180 | |||||||||
| Thomas H. Lee Equity Fund VI (2019), L.P. | Secondary | 06/2019-07/2019 | North America | 571,816 | 1,515,824 | |||||||||
| VB Target L.P. | Co-Investment | 01/2020 | Asia | 1,162,922 | 1,232,919 | |||||||||
| Wind Point Partners CV1, L.P. | Secondary | 09/2018-12/2019 | North America | 2,322,085 | 3,793,078 | |||||||||
| 90,784,728 | 111,551,209 | |||||||||||||
NB Crossroads Private Markets Fund V Holdings LP
Schedule of Investments
December 31, 2020 (Unaudited)
| Investments / Co-investments (A),(B),(D) | Acquisition Type | Acquisition Dates (C) | Geographic Region (E) | Cost | Fair Value | |||||||||
| Special Situations (8.12%) | ||||||||||||||
| American Industrial Partners Capital Fund VII, L.P. | Primary | 10/2019-11/2020 | North America | 635,772 | 671,284 | |||||||||
| Amulet Capital OHPE Co-Invest, L.P. | Co-Investment | 03/2019-10/2019 | North America | 4,514,061 | 5,501,052 | |||||||||
| Centerbridge Special Credit Partners, L.P. | Secondary | 02/2019-08/2019 | North America | 708,067 | 500,000 | |||||||||
| Cerberus AIR Partners, L.P. | Co-Investment | 02/2019 | Europe | 3,031,221 | 2,229,714 | |||||||||
| Dragon Co-Investment Partners, L.P. | Co-Investment | 09/2019 | North America | 1,078,649 | 1,832,137 | |||||||||
| East Private Investments, LLC (F) | Co-Investment | 07/2019 | North America | 2,800,000 | 2,800,000 | |||||||||
| Verscend Intermediate Holding Corp. (F) | Co-Investment | 08/2018 | North America | 2,921,475 | 3,186,450 | |||||||||
| 15,689,245 | 16,720,637 | |||||||||||||
| Venture Capital (13.05%) | ||||||||||||||
| 3L Capital Fund I, LP | Primary | 04/2019-12/2020 | North America | 5,196,674 | 9,034,317 | |||||||||
| GGV Capital VII L.P. | Primary | 01/2019-12/2020 | North America | 2,744,000 | 2,826,606 | |||||||||
| GGV Capital VII Plus L.P. | Primary | 05/2019-12/2020 | North America | 617,400 | 705,273 | |||||||||
| GGV Discovery Fund II, L.P. | Primary | 01/2019-11/2020 | North America | 1,482,000 | 1,608,556 | |||||||||
| Level Equity Growth Partners IV, L.P. | Primary | 11/2018-10/2020 | North America | 3,487,831 | 3,920,825 | |||||||||
| Lightspeed China Partners IV, L.P. | Primary | 10/2019-12/2020 | Asia | 725,000 | 669,471 | |||||||||
| Lightspeed China Partners Select I, L.P. | Primary | 04/2019-12/2020 | Asia | 771,922 | 968,048 | |||||||||
| TA XIII-A, L.P. | Primary | 12/2019-12/2020 | North America | 6,600,000 | 7,159,823 | |||||||||
| 21,624,827 | 26,892,919 | |||||||||||||
| Total Investments (cost $170,370,255) (100.21%) | 206,446,252 | |||||||||||||
| Other Assets & Liabilities (Net) (-0.21%) | (441,960) | |||||||||||||
| Partners' Capital - Net Assets (100.00%) | $ | 206,004,292 | ||||||||||||
| (A) | Non-income producing securities, which are restricted as to public resale and illiquid. |
| (B) | Total cost of illiquid and restricted securities at December 31, 2020 aggregated $170,370,255. Total fair value of illiquid and restricted securities at December 31, 2020 was $206,446,252 or 100.21% of net assets. |
| (C) | Acquisition Dates cover from original investment date to the last acquisition date and is required disclosure for restricted securities only. |
| (D) | All percentages are calculated as fair value divided by the Master Fund's Partners' Capital - Net Assets. |
| (E) | Geographic Region is based on where a Portfolio Fund is headquartered and may be different from where the Portfolio Fund invests. |
| (F) | The fair value of the investment was determined using a significant unobservable input. |
Valuation of Investments
The Master Fund computes its net asset value (“NAV”) as of the last business day of each fiscal quarter and at such other times as deemed appropriate by Neuberger Berman Investment Advisers LLC (the “Registered Investment Adviser”) and NB Alternatives Advisers LLC (the “Sub-Adviser”) in accordance with valuation principles set forth below, or may be determined from time to time, pursuant to the valuation procedures (the “Procedures”) established by the Board of Directors of the registrant (the “Board”).
The Board has approved the Procedures pursuant to which the Master Fund values its interests in the portfolio funds (the “Portfolio Funds”) and other investments. The Board has delegated to the Sub-Adviser general responsibility for determining the value of the assets held by the Master Fund. The value of the Master Fund’s interests is based on information reasonably available at the time the valuation is made and the Sub-Adviser believes to be reliable.
It is expected that most of the Portfolio Funds in which the Master Fund invests will meet the criteria set forth under the Financial Accounting Standards Board (“FASB”) ASC Topic 820: Fair Value Measurement (“ASC 820”) permitting the use of the practical expedient to determine the fair value of the Portfolio Fund investments. ASC 820 provides that, in valuing alternative investments that do not have quoted market prices but calculate NAV per share or equivalent, an investor may determine fair value by using the NAV reported to the investor by the underlying investment. To the extent ASC 820 is applicable to a Portfolio Fund, the Sub-Adviser generally will value the Master Fund’s investment in the Portfolio Fund based primarily upon the value reported to the Master Fund by the Portfolio Fund or the lead investor of a direct co-investment as of each quarter-end, determined by the Portfolio Fund in accordance with its own valuation policies.
FASB ASC 820-10 “Fair Value Measurements” establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). FASB ASC 820 provides three levels of the fair value hierarchy as follows:
| Level 1 | Unadjusted quoted prices in active markets for identical assets or liabilities that the Master Fund has the ability to access; |
| Level 2 | Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates, and similar data; |
| Level 3 | Unobservable inputs for the asset or liability to the extent that relevant observable inputs are not available, representing the Master Fund’s own assumptions about the assumptions that a market participant would use in valuing the asset or liability, and that would be based on the best information available. |
Most Portfolio Funds are structured as closed-end, commitment-based private investment funds to which the Master Fund commits a specified amount of capital upon inception of the Portfolio Fund (i.e., committed capital) which is then drawn down over a specified period of the Portfolio Fund's life. Such Portfolio Funds generally do not provide redemption options for investors and, subsequent to final closing, do not permit subscriptions by new or existing investors. Accordingly, the Master Fund generally holds interests in Portfolio Funds for which there is no active market, although, in some situations, a transaction may occur in the “secondary market” where an investor purchases a limited partner’s existing interest and remaining commitment.
Assumptions used by the Sub-Adviser due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Master Fund's results of operations and financial condition.
The following table presents the investments carried on the Statement of Assets, Liabilities and Partners’ Capital – Net Assets by level within valuation hierarchy as of December 31, 2020:
| Level 1 | Level 2 | Level 3 | Net Asset Value | Total | ||||||||
| Assets: | ||||||||||||
| Large-cap Buyout | $ | – | $ | – | $ | 4,544,352 | $ | 46,737,135 | $ | 51,281,487 | ||
| Small and Mid-cap Buyout | – | – | 18,366,172 | 93,185,037 | 111,551,209 | |||||||
| Special Situations | – | – | 5,986,450 | 10,734,187 | 16,720,637 | |||||||
| Venture | – | – | – | 26,892,919 | 26,892,919 | |||||||
| Total | $ | – | $ | – | $ | 28,896,974 | $ | 177,549,278 | $ | 206,446,252 |
Significant Unobservable Inputs
As of December 31, 2020, the Master Fund had investments valued at $206,446,252. The fair value of investments valued at $177,549,278 in the Master Fund's Schedule of Investments have been valued at the unadjusted NAV reported by the managers of the investments.
The classification of an investment within Level 3 is based upon the significance of the unobservable inputs to the overall fair value measurement. The following table summarizes the valuation methodologies and inputs used for investments categorized in Level 3 as of December 31, 2020:
| Unobservable Inputs | ||||||
| Investments | Fair Value 12/31/20 |
Valuation Methodologies |
Variable | Value/Range | Weighted Average1 | |
| Large-cap Buyout | $ | 4,544,352 | Market Approach | LTM EBITDA | 12.6x | N/A |
| Small and Mid-cap Buyout | 15,566,172 | Market Approach | LTM EBITDA | 6.0x - 13.3x | 9.7x | |
| Small and Mid-cap Buyout | 2,800,000 | Recent Transactional Value | N/A | N/A | N/A | |
| Special Situations | 5,986,450 | Market Approach | LTM EBITDA | 8.9x - 14.9x | 12.1x | |
| Total | $ | 28,896,974 | ||||
| 1 | Inputs weighted based on fair value of investments in range. |
During the period ended December 31, 2020 purchases and sales from Level 3 investments were as follows:
| Purchases | Sales | |
| – | $ (3,507,844) |
During the period ended December 31, 2020 unrealized appreciation and realized gains from Level 3 investments were $6,446,168 and $2,506,780, respectively.
The Master Fund recognizes transfers into and out of the levels indicated above at the end of the reporting period. There were no transfers into or out of Level 3 during the period ended December 31, 2020.
The estimated remaining life of the Master Fund’s Portfolio Funds as of December 31, 2020 is one to ten years, with the possibility of extensions by each of the Portfolio Funds.