SEC filing record
Primary Source · SEC.gov

Southfield Capital II LP

Fund Vehicle2016 vintageRule 506(b), Section 3(c), Section 3(c)(7)Filing record

Built from the SEC filing index the day the filing landed. The figures below are the issuer's own from Form D; AltStreet's analysis, sponsor link and data flags follow when the entity is enriched.

Raised

$185M

Investors

36

Min Invest

None stated

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What this filing shows

·

Every sentence is a value as filed on SEC Form D

Southfield Capital II LP is a Delaware limited partnership organized in 2015 that first filed a Form D on July 23, 2015 and most recently amended it on July 21, 2017, describing itself as a private equity fund. The offering claims Rule 506(b), Section 3(c), Section 3(c)(7) and covers pooled investment fund interests. Southfield Capital II LP reported $185,100,000 sold from 36 investors of a $200,000,000 total offering as of the Form D filed July 21, 2017. The offering relies on Rule 506(b), which permits sales to accredited investors and to no more than 35 non-accredited investors who meet a sophistication standard, and prohibits general solicitation. Because the fund also relies on Section 3(c)(7), each investor must be a qualified purchaser, generally an individual with at least $5 million in investments. The filing reports no non-accredited investors. The filing lists the minimum investment as $0, meaning no minimum was stated. The Form D names Stonington Capital Advisors, LLC, associated with Profor Securities, LLC as the recipient of sales compensation soliciting in all states. Sales commissions are reported as $2,870,000 and finders' fees as $0. Form D allows these to be estimates. The issuer's address of record is C/O Southfield Capital LLC, 53 Greenwich Avenue, 2nd Floor, Greenwich, CT 06830.

Critical Disclosures

What the filings and the regulators have said about this entity that a reader should know first. Each line links to its source. The history, the same event across other issuers, and alerts are in the terminal.

Reporting lapsed · Form D · last filing July 21, 2017

Offering declared to continue beyond a year; annual amendment 13+ months overdue An issuer that stops filing is the case the going-concern flag cannot catch: the report that would have carried it was never filed.

Timeline
Each line is a fact as filed. The history behind it, the same event across other issuers, and an alert on the next one:Open in the terminal Watch this issuer

EDGAR Filing Data

Form D — Primary Source

View on SEC.gov
CIK Number0001648963
Entity NameSouthfield Capital II LP
ExemptionRule 506(b), Section 3(c), Section 3(c)(7)
What the exemption meansRule 506(b) of Regulation D: securities may be sold to an unlimited number of accredited investors and up to 35 non-accredited investors who meet the rule's sophistication standard, without general solicitation or advertising. Section 3(c) of the Investment Company Act of 1940: the issuer is a pooled investment vehicle relying on an exclusion from registration as an investment company. Section 3(c)(7) of the Investment Company Act: the fund is excluded from investment-company registration because every investor is a qualified purchaser, generally an individual with at least $5 million in investments or an institution with at least $25 million.
Entity TypeLimited Partnership
Jurisdiction of OrganizationDelaware
Year Organized2015
Issuer AddressC/O Southfield Capital LLC, 53 Greenwich Avenue, 2nd Floor, Greenwich, CT 06830
Phone(203) 813-4100
Industry / Fund TypePooled Investment Fund · Private Equity Fund
Investment Company ActExcluded under Section 3(c)(7) (qualified purchasers only)
Securities TypePooled investment fund interests
First Sale DateJuly 28, 2015
Filing DateJuly 21, 2017
Accession Number0001648963-17-000001
Total Offering Amount$200,000,000
Total Amount Sold$185,100,000
Amount Remaining$14,900,000
Total Investors36
Non-Accredited InvestorsNone
Minimum Investment$0 (no stated minimum)
Offering DurationIntended to last more than one year
Sales Commissions$2,870,000 (to Stonington Capital Advisors, LLC)
Finders' Fees$0
Revenue RangeNot Applicable
State (Issuer Address)CT
Amendment Count3 filings on record

Filings on Record

Every filing AltStreet's ledger holds for this CIK, newest first. Each opens the SEC archive folder.

In the Terminal

Filing events

0

none on file

Critical / warning

0 / 0

0 watch · 0 info

Statements extracted

0

none on file

NAV prints

0

none on file

Offering chains

1

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Fund family Part of the Southfield Capital family: 4 vehicles across 3 generations · adviser of record Southfield Capital LP · full family and the filing behind each link in the terminal

Investor

  • The full fund family and any related vehicles (parallel, feeder, successor, sibling series) with the filing that shows each link
  • 1 offering timeline: velocity, share raised, first-sale lag, stalled flags

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Adviser of Record (Form ADV)

Southfield Capital LP

CRD 163023 · SEC-registered adviser · lists this fund on Schedule D 7.B.(1) as a private equity fund

Auditor named on Form ADV: CohnReznick LLP · PCAOB-registered per the adviser

From the adviser's Form ADV as loaded from the SEC bulk data, joined on this issuer's Form D file number. Fund-level figures and the adviser's full fund roster are in the terminal.

Related Persons (Form D)

Executive officers, directors, and promoters listed on the SEC Form D filing. Source: SEC.gov.

Southfield Capital II GP LLC

Director · Greenwich, CT

"The Issuer's general partner (the ""General Partner"")."

A. Andrew Levison

Executive Officer · Greenwich, CT

A Member of the General Partner.

Andrew Cook

Executive Officer · Greenwich, CT

A Member of the General Partner.

William James

Executive Officer · Greenwich, CT

A Member of the General Partner.

Timothy Lewis

Executive Officer · Greenwich, CT

A Member of the General Partner.

Placement Agents and Sales Compensation (Form D)

Who the issuer reported paying to sell the securities (Form D Item 12), with the FINRA registration number the filer gave. Source: SEC.gov.

Stonington Capital Advisors, LLC

Associated broker-dealer: Profor Securities, LLC (CRD 136084) · New York, NY · Soliciting in all states

Questions About Southfield Capital II LP

Each answer is built from the values on the SEC filing and the AltStreet ledger, not from the issuer's marketing.

What is Southfield Capital II LP?

Southfield Capital II LP is a Delaware limited partnership organized in 2015 that filed a Form D with the SEC on July 21, 2017 as a private equity fund. The filing claims Rule 506(b), Section 3(c), Section 3(c)(7) for an offering of pooled investment fund interests.

Is Southfield Capital II LP legit?

AltStreet does not rate legitimacy; it reports the public record. Southfield Capital II LP filed a Form D with the SEC on July 21, 2017 claiming Rule 506(b), Section 3(c), Section 3(c)(7). A Form D is a notice of an exempt offering, not a review or approval of it. The newest notice reports $185,100,000 sold to 36 investors. AltStreet's enforcement record (SEC, FINRA and state actions) shows no action naming the issuer as of today. Before investing, confirm the filing on EDGAR, check the seller's registration on FINRA BrokerCheck, and read the offering documents, which a Form D does not include.

Is Southfield Capital II LP registered with or approved by the SEC?

No. A Form D is a notice that an issuer is selling securities under an exemption from registration, and the SEC does not review, approve, or pass on the merits of the offering. The filing shows that Southfield Capital II LP claimed Rule 506(b), Section 3(c), Section 3(c)(7) and disclosed the items the form requires, such as the amount sold, the minimum investment, related persons, and anyone paid to sell the securities. It does not verify the issuer's claims or its business.

How much has Southfield Capital II LP raised?

Southfield Capital II LP reported $185,100,000 sold from 36 investors of a $200,000,000 total offering as of the Form D filed July 21, 2017.

Who can invest in Southfield Capital II LP?

The offering relies on Rule 506(b), which permits sales to accredited investors and to no more than 35 non-accredited investors who meet a sophistication standard, and prohibits general solicitation. Because the fund also relies on Section 3(c)(7), each investor must be a qualified purchaser, generally an individual with at least $5 million in investments. The filing reports no non-accredited investors. The filing lists the minimum investment as $0, meaning no minimum was stated.

What is the minimum investment in Southfield Capital II LP?

The Form D lists the minimum investment as $0, which means the issuer did not state a minimum on the form. The offering documents, not the Form D, set the actual subscription terms.

Who is selling Southfield Capital II LP and how are they paid?

The Form D names Stonington Capital Advisors, LLC, associated with Profor Securities, LLC as the recipient of sales compensation soliciting in all states. Sales commissions are reported as $2,870,000 and finders' fees as $0. Form D allows these to be estimates.

Who is behind Southfield Capital II LP?

The Form D lists 5 related persons: Southfield Capital II GP LLC, director ("The Issuer's general partner (the ""General Partner"")."); A. Andrew Levison, executive officer (A Member of the General Partner); Andrew Cook, executive officer (A Member of the General Partner); William James, executive officer (A Member of the General Partner); Timothy Lewis, executive officer (A Member of the General Partner). Form D Item 3 requires executive officers, directors, and promoters of the issuer to be listed.

Where is Southfield Capital II LP located?

The issuer's address on its SEC filings is C/O Southfield Capital LLC, 53 Greenwich Avenue, 2nd Floor, Greenwich, CT 06830. Its phone number of record is 203-813-4100. It is organized under the laws of Delaware.

How long is the Southfield Capital II LP offering open?

The issuer indicated that the offering is intended to last more than one year. An issuer must amend its Form D annually while a continuing offering stays open; 2 amendments are on record for this CIK.

How large is Southfield Capital II LP?

The Form D reports a revenue range of Not Applicable.

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Data Methodology

Capital raise figures, investor counts, and filing dates are sourced directly from SEC EDGAR Form D primary documents via the SEC EDGAR submissions API and full-text search index. EDGAR entity profiles and deal-level data are reviewed by AltStreet analysts with backgrounds in corporate finance and securities law — cross-referenced against offering circulars, audited financial statements, and primary regulatory filings before publication. Platform-provided information, where present, is clearly labeled and does not affect EDGAR data or AltStreet editorial coverage. Platforms may request factual corrections for demonstrable inaccuracies by contacting [email protected]. This page does not constitute investment advice.