SEC filing record
Primary Source · SEC.gov

AlphaKeys General Atlantic Investment Partners 2025 (Offshore), L.P.

Feeder Fund2025 vintage506(b), 3(c)
Latest signalFirst saleForm D/A · 2025-08-055 events: 1 first sale, 1 sold increased, 1 investors increasedLast filing 2025-08-05

Raised

$52M

Investors

104

Min Invest

None stated

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AltStreet Analysis

·

Generated from EDGAR primary sources

AlphaKeys General Atlantic Investment Partners 2025 (Offshore), L.P. is a Cayman Islands-domiciled pooled investment fund that has raised $51.9M from 104 investors under Rule 506(b) and Section 3(c) exemptions. This amended filing lists iCapital PE GP, LLC as promoter and Michael Stanton as executive officer, with no minimum investment disclosed.

This offshore feeder fund uses the standard 506(b) private placement exemption combined with Investment Company Act Section 3(c) exclusion, typical for alternative investment vehicles marketed to accredited investors. The $51.9M raise across 104 investors suggests an average commitment under $500K per investor, positioning this in the accessible institutional/high-net-worth tier rather than ultra-high-minimum family office territory.

Data Flags

jurisdictionCayman Islands domicile filing U.S. Form D indicates cross-border structure, likely an offshore feeder or parallel fund for tax-sensitive investors
investor_concentration104 investors contributing $51.9M results in an average commitment of approximately $499K per investor, suggesting broad participation with relatively small individual checks
first_sale_dateFirst sale date not disclosed on this amended filing; capital deployment timeline unclear
related_personsiCapital PE GP, LLC listed as promoter may indicate distribution through iCapital's alternative investment platform infrastructure

EDGAR Filing Data

Form D — Primary Source

View on SEC.gov
CIK Number0002029958
Entity NameAlphaKeys General Atlantic Investment Partners 2025 (Offshore), L.P.
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 OrganizationCayman Islands
Issuer AddressC/O Compliance Department, 60 East 42nd Street, 26th Floor, New York, NY 10165
Phone(212) 994-7400
Industry / Fund TypePooled Investment Fund · Private Equity Fund
Investment Company ActExcluded under Section 3(c)(7) (qualified purchasers only)
Securities TypeEquity, Pooled Investment Fund
First Sale Date—
Filing DateAugust 5, 2025
Accession Number0002033548-25-000085
Total Offering AmountIndefinite
Total Amount Sold$51,915,000
Total Investors104
Non-Accredited InvestorsNone
Minimum Investment$0 (no stated minimum)
Offering DurationIntended to last more than one year
Sales Commissions$0 (to UBS Financial Services Inc.)
Finders' Fees$0
Revenue RangeDecline to Disclose
State (Issuer Address)NY
Amendment Count1 amendments filed

Filings on Record

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

AltStreet Coverage

Original reporting from AltStreet's daily EDGAR monitoring covering iCapital and its filings.

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All AltStreet news

Capital Raise Timeline

2 Form D filings from Aug 13, 2024 to Aug 5, 2025, the latest a D/A.

Checking access…

In the Terminal

Filing events

5

latest Aug 5, 2025

Critical / warning

0 / 0

3 watch · 2 info

Statements extracted

0

none on file

NAV prints

0

none on file

Offering chains

1

raising

Latest event First sale · Aug 5, 2025

SEC.gov
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Fund family Part of the AlphaKeys General Atlantic Investment Partners family: 2 vehicles across 0 generations · adviser of record Icapital Advisors, LLC · 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
  • The dated record: 17 facts with source, effective date and capture date, viewable as AltStreet knew them on any past day
  • 5 filing events with values and deltas, latest 2025-08-05, and alerts on the next one
  • 1 offering timeline: velocity, share raised, first-sale lag, stalled flags

Pro

  • This issuer against its cohort: rank by velocity and share raised among offerings filed the same quarter
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Adviser of Record (Form ADV)

Icapital Advisors, LLC

CRD 177513 · SEC-registered adviser · lists this fund on Schedule D 7.B.(1) as a other private fund

Auditor named on Form ADV: Kpmg 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.

- iCapital PE GP, LLC

Promoter · NEW YORK, NY

Michael Stanton

Executive Officer · NEW YORK, NY

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.

UBS Financial Services Inc.CRD 8174 on BrokerCheck

Associated broker-dealer: None · WEEHAWKEN, NJ · Soliciting in all states

Questions About AlphaKeys General Atlantic Investment Partners 2025 (Offshore), L.P.

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

What is AlphaKeys General Atlantic Investment Partners 2025 (Offshore), L.P.?

AlphaKeys General Atlantic Investment Partners 2025 (Offshore), L.P. is a Cayman Islands limited partnership that filed a Form D with the SEC on August 5, 2025 as a private equity fund. The filing claims Rule 506(b), Section 3(c), Section 3(c)(7) for an offering of equity and pooled investment fund interests. AltStreet links the issuer to iCapital.

Is AlphaKeys General Atlantic Investment Partners 2025 (Offshore), L.P. legit?

AltStreet does not rate legitimacy; it reports the public record. AlphaKeys General Atlantic Investment Partners 2025 (Offshore), L.P. filed a Form D with the SEC on August 5, 2025 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 $51,915,000 sold to 104 investors. AltStreet's enforcement record (SEC, FINRA and state actions) shows no action naming the issuer as of today. The issuer is linked to iCapital, which AltStreet has reviewed. 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 AlphaKeys General Atlantic Investment Partners 2025 (Offshore), L.P. 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 AlphaKeys General Atlantic Investment Partners 2025 (Offshore), L.P. 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 AlphaKeys General Atlantic Investment Partners 2025 (Offshore), L.P. raised?

AlphaKeys General Atlantic Investment Partners 2025 (Offshore), L.P. reported $51,915,000 sold from 104 investors in an offering of indefinite size as of the Form D filed August 5, 2025.

Who can invest in AlphaKeys General Atlantic Investment Partners 2025 (Offshore), L.P.?

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 AlphaKeys General Atlantic Investment Partners 2025 (Offshore), L.P.?

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 AlphaKeys General Atlantic Investment Partners 2025 (Offshore), L.P. and how are they paid?

The Form D names UBS Financial Services Inc. (CRD 8174), associated with None as the recipient of sales compensation soliciting in all states. Sales commissions are reported as $0 and finders' fees as $0. Form D allows these to be estimates.

Who is behind AlphaKeys General Atlantic Investment Partners 2025 (Offshore), L.P.?

The Form D lists 2 related persons: iCapital PE GP, LLC, promoter (General Partner of the Issuer); Michael Stanton, executive officer (Authorized Signatory of the General Partner of the Issuer). Form D Item 3 requires executive officers, directors, and promoters of the issuer to be listed.

Where is AlphaKeys General Atlantic Investment Partners 2025 (Offshore), L.P. located?

The issuer's address on its SEC filings is C/O Compliance Department, 60 East 42nd Street, 26th Floor, New York, NY 10165. Its phone number of record is (212) 994-7400. It is organized under the laws of Cayman Islands.

How long is the AlphaKeys General Atlantic Investment Partners 2025 (Offshore), L.P. 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; 1 amendment is on record for this CIK.

How large is AlphaKeys General Atlantic Investment Partners 2025 (Offshore), L.P.?

The issuer declined to disclose its revenue range on the Form D, which the form permits.

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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.