N-CSR 1 ea153943_ncsr.htm N-CSR

  

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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FORM N-CSR

CERTIFIED SHAREHOLDER REPORT
OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES

Investment Company Act File Number 811-23566

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Bow River Capital Evergreen Fund
(Exact name of registrant as specified in charter)

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205 Detroit Street, Suite 800
Denver, Colorado 80206
(Address of principal executive offices) (Zip code)

Jeremy Held
Bow River Advisers, LLC
205 Detroit Street, Suite 800
Denver, Colorado 80206
(Name and address of agent for service)

COPIES TO:

Joshua B. Deringer, Esq.
Faegre Drinker Biddle & Reath LLP
One Logan Square, Ste. 2000
Philadelphia, PA 19103-6996
215-988-2700

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Registrant’s telephone number, including area code: (303) 861-8466

Date of fiscal year end: March 31

Date of reporting period: March 31, 2023

  

 

Item 1.  Reports to Stockholders.

(a)     The following is a copy of the report transmitted to shareholders pursuant to Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1)

Bow River Capital Evergreen Fund

    

Annual Report

March 31, 2023

     

bowriverevergreen.com • 1-888-330-3350

• DISTRIBUTED BY FORESIDE FINANCIAL SERVICES, LLC (MEMBER OF FINRA)

 

Bow River Capital Evergreen Fund

TABLE OF CONTENTS
MARCH 31, 2023

 

Bow River Capital Evergreen Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE
MARCH 31, 2023 (Unaudited)

Dear Bow River Capital Evergreen Fund Investor:

We are pleased to present our annual report for the Bow River Capital Evergreen Fund.

The Bow River Capital Evergreen Fund (the “Fund”) was launched in May of 2020 to provide investors with access to institutional quality private equity investments with broader investment exposure and greater flexibility than traditional private investment funds. By providing access to private equity in an investor-friendly registered fund we believe the Fund will transform the way investors approach the asset class and provide them with an important tool to build better portfolios.

The Fund seeks to capture the best practices of private equity investing by combining the access, scale and pricing power of a large institution with the specialization and agility of a middle-market boutique. The Fund’s investment objective is to generate long-term capital appreciation by investing in a broad portfolio of private equity investments that provide attractive risk-adjusted return potential.

Since its launch in 2020 the Fund has been well received by investors as both a private markets access vehicle and as a portfolio customization tool. As of March 31, 2023, the Fund has a diverse investor base including individuals, wealth management firms, family offices and institutional investors.

Highlights for the fiscal year-ended March 31, 2023, include the following:

      Class I of the Fund returned 3.17% for the 1-year ended March 31, 2023.

      The Fund deployed a total of $77 million into 18 transactions during the fiscal year across the co-investment, secondary and primary fund market, bringing total private market investments in the Fund to 75.

      The Fund’s net assets increased from $217 million in March 2022 to $340 million at the end of March 2023.

Market Update

The 12-month period ended March 31, 2023, represented one of the most challenging periods for global markets since the great financial crisis. While it appears that inflation has finally started to moderate, it is still too early to tell what the long-term effects of a step change in interest rates will ultimately have on the broader economy. Expensive assets, both public and private, suffered mightily in this environment as calendar year 2022 was the worst year for a 60/40 stock/bond portfolio in nearly a century. For venture capital (“VC”), the most expensive segment of the private markets, the situation is likely to go from bad to worse. With the spectacular collapse of Silicon Valley Bank, startup firms that were already strapped for cash and feeling the weight of lofty valuations in previous funding rounds are now losing one of the most significant providers of capital and liquidity in their ecosystem. This lack of liquidity comes at a time when many VC-backed companies are likely running out of cash runway from capital raises executed around the 2021 peak. This could force firms to raise money sooner than expected in the teeth of a brutal funding market. Venture startup funding dropped more than 55% in the first quarter of 2023 year-over-year while late-stage valuations dropped approximately 17% in the same period. By contrast, privately held cash-flowing buyout businesses have remained quite resilient, benefiting in many cases from more moderate valuations and lower debt burdens, particularly in the middle and lower middle market.

Rising debt costs are not just a headwind, however; they also have the potential to create opportunities in previously expensive sectors of the market. The secondary market, in our view, was highly unattractive for several quarters due to high prices and an imbalance of supply and demand. Low interest rates created an artificial bid for secondary assets, allowing large sponsors to submit overpriced bids for mediocre assets by using significant amounts of deal or fund-level leverage to achieve their return targets. Now that the cost of these credit lines has increased, secondary pricing has rapidly reset to more rational levels. This dynamic, combined with a significant increase in volume of LP interest sales (and limited secondary-dedicated dry powder) has made secondary purchases much more attractive on a relative value basis in late 2022 and into 2023. Pricing in certain segments of the secondary market has already started to approach COVID-crisis levels, however we expect the buying window to be longer this time given the sustained sale volume coming from institutional investors.

1

Bow River Capital Evergreen Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (CONTINUED)
MARCH 31, 2023 (Unaudited)

We also believe that the banking crisis has exacerbated trends in lending that were already shifting the balance of power from banks to private lenders. This will likely result in an overall reduction in deal flow, longer hold periods and more muted valuation multiples. However, we believe the impact will not be felt in a uniform fashion across the market. Highly levered, larger companies that have relied upon financial engineering and debt-funded inorganic growth, in our view, should be most acutely impacted. By contrast, companies with multiple organic growth levers alongside barriers to entry and pricing power, in our view, should not only do well, they may actually trade at higher multiples given scarcity value in the market based on a similar number of buyers and fewer high quality companies for sale.

As a result, we believe this environment has strengthened our conviction of investing in cash-flow generative middle market businesses while also creating interesting opportunities in both the private credit and secondary markets, two of the Fund’s most significant current overweights. As we approach our 3-year track record in May 2023, we continue to be comforted by the strong fundamentals in our current portfolio as well as the Fund’s current level of diversification, with no single company representing more than 3% of Fund assets and no single investment representing more than 5% as of March 31, 2023.

Asset Allocation

During the fiscal year ended March 31, 2023, the portfolio management team made a concerted effort to increase Fund exposure to Industrial Services and Financials, while reducing the Fund’s overall exposure to Technology. In addition, we meaningfully increased Fund exposure to lower middle market companies from 18% to 26% while large-cap exposure was reduced from 45% to 35%. The middle market continues to be the Fund’s largest overweight, with exposure increasing modestly from 37% to 39% in the most recent fiscal year ended March 31, 2023. The positive performance from our co-investment portfolio was partially offset by modest reductions in our secondaries portfolio, which was negatively impacted by multiple compression in older vintage exposures.

*        Company size is based on enterprise value at investment entry. Large companies have an enterprise value of greater than $2 billion, middle market companies have an enterprise value of greater than $500 million, and lower middle market companies have an enterprise value of $500 million or lower.

2

Bow River Capital Evergreen Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (CONTINUED)
MARCH 31, 2023 (Unaudited)

Performance

Class I of the Fund returned 3.17% for the 1-year ending March 31, 2023. Fund performance during the year was driven largely by valuation uplift in several of the Fund’s early direct co-investments, particularly in middle and lower middle market companies.

*        This graph compares a hypothetical $250,000 investment in the Fund’s Class I Shares with a similar investment in the MSCI World Index. Results include the reinvestment of all dividends and capital gains, and do not reflect the deduction of taxes a shareholder would pay on Fund distributions or the redemption of Fund shares. The index does not reflect expenses or fees, which would lower performance.

**      The MSCI World Index is a stock market index made up of approximately 1,600 global stocks. It is used as a common benchmark for ‘world’ or ‘global’ stock funds. The index comprises a collection of stocks of all the developed markets in the world, as defined by MSCI and includes stocks from 23 countries but excludes stocks from emerging and frontier economies. The index is used herein for illustrative purposes only. Broad-based securities indices are unmanaged and are not subject to fees and expenses typically associated with managed accounts or investment funds. Index results assume the re-investment of all dividends and capital gains. The index is not a projection, prediction or guarantee of performance. Investments cannot be made directly into an index. The performance of the index shown represents unmanaged, passive buy-and-hold strategies, investment characteristics and risk/return profiles that differ materially from the Fund, and an investment in the Fund is not comparable to an investment in such index or in the securities that comprise the index.

3

Bow River Capital Evergreen Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (CONTINUED)
MARCH 31, 2023 (Unaudited)

Average Annual Total Return Information

 

Share Class

1-Year

2-Year

Since
Inception

Inception
Date

 

Class I

3.17%

11.84%

14.46%

12/31/2020

 

Class II

2.92%

—%

6.37%

1/3/2022

 

Fund Benchmark

         

MSCI World Index(1)

(7.02)%

1.19%

3.24%(2)

   

(1)             Primary benchmark

(2)             Benchmark since inception returns reflect Class I inception date

Outlook

Despite the resiliency in the Fund’s portfolio, on a go-forward basis we remain cautious with respect to the looming impact of higher borrowing costs, thinning margins and the potential for slower growth in a recession. While we believe labor costs will ultimately moderate in a slowing economy, easing margin pressure on many businesses, the short-term impact will be very difficult for companies that cannot pass through higher costs as the impact of higher rates will be felt before margins expand. A weak exit environment should also result in longer hold periods and an increased reliance on bolt-on or tuck-in acquisitions to bolster growth, further highlighting the importance of free cash flow and a manageable debt load. As a result of these changing market dynamics, the Fund has recently shifted from an underweight to an overweight in private credit. Private equity remains the Fund’s dominant asset class, and we firmly believe that high quality businesses, as they have done in the past, can thrive in a higher interest rate environment. Consequently, we are continuing to deploy capital in the private equity sector, maintaining our underweight to growth and venture, and doubling down on our overweight to middle market cash flowing businesses. We are particularly focused on businesses that can support higher borrowing costs, have high barriers to entry and can pass through higher inflation costs. Recent equity co-investments in the consumer staples and healthcare space are indicative of this approach. Lastly, the middle market will continue to be our dominant area of emphasis, as we believe these businesses have more levers for value creation alongside more reasonable entry prices.

In light of the market’s current challenges, we are comforted by the number of risk mitigants in the Fund’s portfolio that should allow it to continue to weather a difficult investing environment. In addition to the Fund’s underweight to growth equity and venture capital, we have increased our liquidity sleeve slightly above target. This enhanced liquidity serves two purposes — first, it provides an extra cash flow cushion given that we expect a decrease in the value of distributions in the coming quarters alongside an increase in capital calls as sponsors wind down expensive lines of credit. Secondly, it allows us ample dry powder to deploy in an environment that we believe will be increasingly attractive in coming quarters. The general trend in our portfolio has been one of positive revenue and EBITDA growth partially offset by a reduction in multiples. Preserving a larger amount of dry powder will allow us to be opportunistic as high-quality assets become available at attractive entry points across all asset types. We remain overweight in secondaries and while bid/ask spreads remain wide, we expect continual decay in prices in the coming quarters.

4

Bow River Capital Evergreen Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (CONTINUED)
MARCH 31, 2023 (Unaudited)

As always, the investment team is available to answer any questions about the Fund and we look forward to speaking with you in the future.

Sincerely,

The Bow River Capital Evergreen Fund Team

 

 

 

Jeremy Held

 

Michael Trihy

 

Richard Wham

 

Joe Stork

An offer can only be made by the prospectus and only in jurisdictions in which such an offer would be lawful. The prospectus contains important information concerning risk factors and other material aspects of the Fund to carefully consider and must be read carefully before a decision to invest is made. Please visit www.bowriverevergreen.com or contact your Financial Advisor to obtain a copy of the prospectus.

The Fund commenced investment operations on December 31, 2020, after the conversion of a limited partnership Account, Bow River Capital Evergreen Private Equity Fund LP, which commenced operations on May 22, 2020, (the “Predecessor Account”), into shares of the Fund’s Class I Shares. Information portrayed prior to December 31, 2020 is for the Predecessor Account. The Fund’s objectives, policies, guidelines and restrictions are in all material respects equivalent to those of the Predecessor Account. The Predecessor Account was not registered under the Investment Company Act of 1940, as amended (the “1940 Act”), and therefore was not subject to certain restrictions imposed by the 1940 Act on registered investment companies and by the Internal Revenue Code of 1986, as amended, on regulated investment companies. If the Predecessor Account had been registered under the 1940 Act, the Predecessor Account’s performance may have been adversely affected.

Performance data quoted represents past performance and is no guarantee of future results. Total return figures include the reinvestment of dividends and capital gains. Current performance may be lower or higher than the performance data quoted. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than original cost. For the most recent month end performance, please call (888)-330-3350.

Any person subscribing for an investment must be able to bear the risks involved and must meet the suitability requirements of the Fund. Investors could lose all or a substantial amount of their investment. No assurance can be given that the Fund’s investment objectives will be achieved. The Fund is speculative and involves a substantial degree of risk. The Fund is a closed-end, non-diversified management investment company that will make periodic repurchase offers for its securities and is highly illiquid. There is no secondary market for investors’ interests, and none is expected to develop. There are certain restrictions on transferring interests. Fees and expenses will offset the Fund’s trading profits. The Fund is subject to conflicts of interest. Other risks include those related to equity securities, fixed income securities, high-yield/high risk bonds, listed private equity, listed infrastructure securities, foreign securities, derivative instruments, leverage, capital calls, investment manager risk, as well as those related to general economic and market conditions, all of which may present significant risks. Please see the prospectus for more information on these and other risks.

Bow River Advisers, LLC (“Bow River Capital”) is the management company for the Bow River Capital Evergreen Fund.

All statements made herein are opinions of Bow River Capital and should not be construed as investment advice and recommendations.

Fund Distributor: Foreside Financial Services, LLC

5

Bow River Capital Evergreen Fund

SCHEDULE OF INVESTMENTS
MARCH 31, 2023

 

Value

Private Investments — 78.1%

 

 

 

Credit Co-Investments — 7.5%

 

 

 

Ashgrove Specialty Lending Investments I, 12.07% (SONIA + CSA + 7.75%, 0.50% Floor), 4/9/2026, principal GBP 718,1471,2

 

$

861,613

Ashgrove Specialty Lending Investments I, DAC, 12.80% (SONIA + CSA + 8.50%, 0.25% Floor), 6/1/2026, principal GBP 2,500,0001,2

 

 

2,210,576

Digital Alpha Solutions Fund, LP, 14.27% (SOFR3M + CSA + 9.50% PIK)1,3

 

 

3,829,410

Ecoville Investments Limited, 9.50%, 1/11/24, principal $2,000,0001,2

 

 

1,980,000

Palmer Square Loan Funding 2021-3, Ltd.1

 

 

1,320,900

PARIOUS LP, 8.00% PIK, 10/31/2030, principal EUR 5,208,7201,3

 

 

5,842,948

Planet US Buyer, LLC, 11.26% (SOFR3M + 6.75%), 1/31/2030, principal $3,000,0001,2

 

 

2,711,806

Polaris Newco, 12.84% (LIBOR + 8.00%, 1.00% Floor), 6/3/2029, principal $2,000,0001,2

 

 

1,705,000

Sand Trust Series 21-1A – Class SUB, 10/15/20341

 

 

651,415

US Hospitality Publishers, Inc., 11.84% (LIBOR + 7.00%, 1.00% Floor), 12/18/2025, principal $2,000,0001,2

 

 

1,823,562

VCPF III Co-Invest 1-A, LP1,3

 

 

2,623,806

Total Credit Co-Investments
(Cost $24,692,171)

 

 

25,561,036

   

 

 

Equity Co-Investments — 31.4%

 

 

 

ACP Hyperdrive Co-Invest, LLC1,3,4

 

 

2,620,000

AP DSB Co-Invest II, LP1,3,4

 

 

3,561,985

Ashgrove Specialty Lending Investments I, DAC1,2,4

 

 

722,592

Biloxi Co-Investment Partners, LP1,3,4

 

 

1,681,794

Butterfly Nourish Co-Invest, LP1,2,4

 

 

4,999,848

BW Colson Co-Invest Feeder (Cayman),
LP
1,3,4

 

 

3,822,242

Carlyle Riser Co-Investment, LP1,3,4

 

 

4,635,058

Constellation 2022, LP1,3,4

 

 

4,998,967

Corsair Amore Investors, LP1,3,4

 

 

4,994,829

Coyote 2021, LP1,3,4

 

 

7,652,220

DSG Group Holdings, LP1,2,4

 

 

6,715,991

Enak Aggregator, LP1,3,4

 

 

3,185,673

Falcon Co-Investment Partners, LP1,3,4

 

 

2,895,574

ISH Co-Investment Aggregator, LP1,3,4

 

 

2,573,735

OceanSound Partners Co-Invest II, LP – Series B1,3,4,5

 

 

5,464,518

OceanSound Partners Co-Invest II, LP – Series E1,3,4

 

 

7,569,913

 

Value

Private Investments — 78.1% (continued)

 

 

 

Equity Co-Investments — 31.4% (continued)

 

 

 

Onex OD Co-Invest, LP1,3,4

 

$

5,292,788

Palms Co-Investment Partners, LP1,3,4

 

 

3,807,958

Project Stream Co-Invest Fund, LP1,3,4

 

 

1,666,765

SANCY SLP1,3,4

 

 

1,624,496

SEP Hamilton III Aggregator, LP1,3,4

 

 

6,585,374

SEP Skyhawk Fund III Aggregator, LP1,3,4

 

 

545,487

The Global Atlantic Financial Group, LLC1,2,4

 

 

4,380,373

Veregy Parent, LLC1,2,4

 

 

3,182,840

Vistage Equity Investors, LP1,3,4

 

 

4,999,608

WestCap Cerebral Co-Invest 2021, LLC1,3,4

 

 

139,525

WestCap LoanPal Co-Invest 2020, LLC1,2,4

 

 

3,799,773

Wildcat 21 Co-Invest Fund, LP1,3,4

 

 

2,592,890

Total Equity Co-Investments (Cost $84,792,444)

 

 

106,712,816

   

 

 

Primary Funds — 16.3%

 

 

 

Ashgrove Specialty Lending Fund I SCSp RAIF1,3,4

 

 

1,289,558

Avista Capital Partners V, LP1,3,4

 

 

4,690,650

Coller Credit Opportunities I – B, LP1,3

 

 

2,074,985

EnCap Energy Transition Fund 1-A, LP1,3,4

 

 

3,043,313

FFL Capital Partners V, LP1,3,4

 

 

5,651,328

Grain Spectrum Holdings III (Cayman), LP1,3,4

 

 

3,310,155

Lynx EBO Fund I (A), LLC1,3,4

 

 

447,112

OceanSound Partners Fund, LP1,3,4

 

 

4,583,838

Onex Structured Credit Opportunities International Fund I, LLC1,3

 

 

1,629,394

Overbay Fund XIV Offshore, LP1,3,4

 

 

2,411,632

Sheridan Capital Partners Fund III, LP1,2,4

 

 

984,347

Sumeru Equity Partners Fund III, LP1,3,4

 

 

2,460,102

Sumeru Equity Partners Fund IV, LP1,3,4

 

 

398,869

TKO Fund1,3,4

 

 

3,411,419

WestCap Strategic Operator Fund II, LP1,3,4

 

 

3,480,643

WestCap Strategic Operator U.S. Feeder Fund, LP1,2,4

 

 

8,652,438

Whitehorse Liquidity Partners IV, LP1,3,4

 

 

3,647,076

Whitehorse Liquidity Partners V, LP1,3,4

 

 

3,159,709

Total Primary Funds
(Cost $
38,064,575)

 

 

55,326,568

   

 

 

Private Investment Funds — 7.9%

 

 

 

PIMCO DSCO Fund II Offshore
Feeder, LP
1,3,4

 

 

4,799,094

Post Limited Term High Yield Fund, LP1,3,4

 

 

6,042,865

Ruffer Absolute Institutional, Ltd.1,3,4

 

 

5,091,501

Saba Capital Carry Neutral Tail Hedge Offshore Fund, Ltd.1,3,4

 

 

5,475,615

Voloridge Fund, LP1,3,4

 

 

5,293,489

Total Private Investment Funds (Cost $25,883,485)

 

 

26,702,564

See accompanying Notes to Financial Statements.

6

Bow River Capital Evergreen Fund

SCHEDULE OF INVESTMENTS (CONTINUED)
MARCH 31, 2023

 

Value

Private Investments — 78.1% (continued)

 

 

 

Secondary Funds — 15.0%

 

 

 

Adams Street 2009 Direct Fund, LP1,3,4

 

$

24,107

Adams Street 2010 Direct Fund, LP1,3,4

 

 

29,343

Adams Street 2011 Direct Fund, LP1,3,4

 

 

41,638

Adams Street 2011 Non-U.S. Developed Markets Fund, LP1,3,4

 

 

140,953

Adams Street 2011 U.S. Fund, LP1,3,4

 

 

318,549

Adams Street 2013 Global Fund, LP1,3,4

 

 

1,907,607

Adams Street 2014 Global Fund, LP1,3,4

 

 

1,055,592

Adams Street Partnership Fund 2009 Non-U.S. Developed Markets Fund, LP1,3,4

 

 

115,939

Adams Street Partnership Fund 2009 U.S. Fund, LP1,3,4

 

 

260,310

Adams Street Partnership Fund 2010 Non-U.S. Developed Markets Fund, LP1,3,4

 

 

111,342

Adams Street Partnership Fund 2010 U.S. Fund, LP1,3,4

 

 

291,712

Altor Fund IV (No. 1) AB1,3,4

 

 

6,208,258

ASP (Feeder) 2017 Global Fund, LP1,3,4

 

 

1,160,633

BRCE SPV I, LLC1,2

 

 

254,491

Coller Credit Opportunities I – Annex I,
SLP
1,3

 

 

3,136,179

Coller International Partners VI Feeder Fund, LP – Class A1,3,4

 

 

990,109

Coller International Partners VII Feeder Fund, LP – Series B1,3,4

 

 

1,805,561

CRG Partners III – Parallel Fund (A), LP1,3,4

 

 

3,615,488

Forrest Holdings I, LP – Class A1,2,4

 

 

13,634

Forrest Holdings I, LP – Class B1,2,4

 

 

190,808

Global Infrastructure Partners II-C, LP1,3,4

 

 

1,215,146

Graphite Capital Partners VIII D, LP1,2,4

 

 

4,841,715

KH Aggregator, LP1,3,4

 

 

4,824,252

Onex Fund V, LP1,3,4

 

 

6,516,342

Overbay Fund XIV (AIV III), LP1,3,4

 

 

2,443,436

Overbay Fund XIV Offshore (AIV), LP1,3,4,5

 

 

4,121,372

Porcupine Holdings, LP – Class A1,3,4

 

 

2,895,534

Porcupine Holdings, LP – Class B1,3,4

 

 

2,543,439

Total Secondary Funds
(Cost $
30,385,723)

 

 

51,073,489

   

 

 

Total Private Investments
(Cost $
203,818,398)

 

 

265,376,473

   

 

 

Exchange Traded Funds — 0.9%

 

 

 

Equity Funds — 0.9%

 

 

 

Core Alternative ETF, shares 100,000

 

 

2,983,000

Total Exchange Traded Funds
(
Cost $3,047,500)

 

 

2,983,000

   

 

 
 

Value

U.S. Treasury Bills — 8.8%

 

 

 

 

United States Treasury Bill, 0.00%, 04/13/2023, principal $20,227,000

 

$

19,999,321

 

United States Treasury Bill, 4.57% OID, 05/09/2023, principal $10,149,000

 

 

9,954,208

 

Total U.S. Treasury Bills
(Cost $29,999,108)

 

 

29,953,529

 

   

 

 

 

Short-Term Investments — 16.2%

 

 

 

 

UMB Money Market Fiduciary, 0.01%, shares 9,556,0676,7

 

 

9,556,067

 

UMB Money Market Special, 4.68%, shares 20,000,0006,7

 

 

20,000,000

 

Goldman Sachs Financial Square Government Fund – Institutional Class, 4.73%, shares 25,462,6296

 

 

25,462,629

 

Total Short-Term Investments
(
Cost $55,018,696)

 

 

55,018,696

 

   

 

 

 

Total Investments
(Cost $
291,883,702) — 104.0%

 

$

353,331,698

 

Liabilities in excess of other assets — (4.0%)

 

 

(13,711,766

)

Net Assets — 100%

 

$

339,619,932

 

CSA — Credit Spread Adjustment

DAC — Designated Activity Company

LLC — Limited Liability Company

LP — Limited Partnership

LIBOR — London Interbank Offered Rate

OID — Original Issue Discount

PIK — Payment In Kind

RAIF — Reserved Alternative Investment Fund

SCSp — Special Limited Partnership

SLP — Special Limited Partnership

SONIA — Sterling Overnight Index Average

SOFR3M — Three month average Secured Overnight Financing Rate

See accompanying Notes to Financial Statements.

7

Bow River Capital Evergreen Fund

SCHEDULE OF INVESTMENTS (CONTINUED)
MARCH 31, 2023

1       Restricted security. The total value of these securities is $265,376,473, which represents 78.1% of total net assets of the Fund. Please refer to Note 7 in the Notes to the Financial Statements.

2       Level 3 securities fair valued using significant unobservable inputs. The total value of these securities is $50,031,407, which represents 14.7% of total net assets of the Fund.

3       Investment is valued using the Fund’s pro rata net asset value (or its equivalent) as a practical expedient. Please see Note 3 in the Notes to the Financial Statements for respective investment strategies, unfunded commitments, and redemptive restrictions.

4       Non-income producing.

5       Affiliated investment for which ownership exceeds 5% of the investment’s capital. Please refer to Note 6 in the Notes to the Financial Statements.

6       Rate disclosed represents the seven day yield as of the Fund’s period end.

7       The account is an interest-bearing money market deposit account maintained by UMB Bank, n.a. in its capacity as a custodian for various participating custody accounts. The Fund may redeem its investments in whole, or in part, on each business day.

On March 31, 2023, the Bow River Capital Evergreen Fund had outstanding forward foreign currency contracts with terms as set forth below:

Settlement Date

 

Counterparty

 

Currency Purchased

 

Currency Sold

 

Contract Amount

 

Value

 

Unrealized
Appreciation

Buy

 

Sell

 

June 30, 2023

 

Bannockburn Global
Forex, LLC

 

USD

 

EUR

 

$

2,185,000

 

EUR 2,000,000

 

$

2,178,249

 

$

6,751

June 30, 2023

 

Bannockburn Global
Forex, LLC

 

USD

 

GBP

 

$

1,858,500

 

GBP 1,500,000

 

$

1,852,731

 

$

5,769

               

 

       

 

   

$

12,520

See accompanying Notes to Financial Statements.

8

Bow River Capital Evergreen Fund

SUMMARY OF INVESTMENTS
MARCH 31, 2023

Security Type/Geographic Region

 

Percent of
Total
Net Assets

Private Investments

   

 

North America

 

58.1

%

Global

 

10.5

%

Europe

 

8.9

%

Asia

 

0.6

%

Total Private Investments

 

78.1

%

Exchange Traded-Funds

   

 

North America

 

0.9

%

Total Exchange Traded-Funds

 

0.9

%

U.S. Treasury Bills

 

8.8

%

Short-Term Investments

 

16.2

%

Total Investments

 

104.0

%

Liabilities in excess of other assets

 

-4.0

%

Net Assets

 

100.0

%

See accompanying Notes to Financial Statements.

9

Bow River Capital Evergreen Fund

STATEMENT OF ASSETS AND LIABILITIES
MARCH 31, 2023

Assets:

 

 

 

Unaffiliated investments, at fair value (cost $202,911,293)

 

$

258,773,583

Affiliated investments, at fair value (cost $3,954,605)

 

 

9,585,890

Short-term investments, at fair value (cost $85,017,804)

 

 

84,972,225

Cash

 

 

35,589

Interest receivable

 

 

315,084

Prepaid expenses

 

 

114,339

Unrealized appreciation on forward foreign currency contracts

 

 

12,520

Total Assets

 

 

353,809,230

   

 

 

Liabilities:

 

 

 

Payables

 

 

 

Shareholder subscriptions received in advance

 

 

9,556,067

Shareholder redemptions

 

 

3,819,112

Net Investment management fee and expense recoupment

 

 

526,712

Distribution and service fees

 

 

5,161

Professional fees

 

 

248,728

Accounting and administration fees

 

 

33,518

Total Liabilities

 

 

14,189,298

Commitments and contingencies (Note 9)

 

 

 
   

 

 

Net Assets

 

$

339,619,932

   

 

 

Composition of Net Assets:

 

 

 

Paid-in capital

 

$

292,584,976

Total distributable earnings

 

 

47,034,956

Net Assets

 

$

339,619,932

   

 

 

Net Assets Attributable to:

 

 

 

Class I Shares

 

$

315,332,694

Class II Shares

 

 

24,287,238

   

$

339,619,932

Shares of Beneficial Interest Outstanding (Unlimited Number of Shares
Authorized, 100,000 shares registered; par value of $0.001):

 

 

 

Class I Shares

 

 

7,817,381

Class II Shares

 

 

603,960

   

 

8,421,341

Net Asset Value per Share1:

 

 

 

Class I Shares

 

$

40.34

Class II Shares

 

 

40.21

1        Each share class is subject to an early repurchase fee of 2.00% on any shares sold within 365 days of purchase.

See accompanying Notes to Financial Statements.

10

Bow River Capital Evergreen Fund

STATEMENT OF OPERATIONS
FOR THE YEAR ENDED MARCH 31, 2023

Investment Income:

 

 

 

 

Interest income from unaffiliated investments

 

$

2,626,044

 

Other Income

 

 

34,367

 

Dividend income from unaffiliated investments

 

 

33,433

 

Total Investment Income

 

 

2,693,844

 

   

 

 

 

Expenses:

 

 

 

 

Investment management fee (Note 5)

 

 

4,916,262

 

Audit and tax fees

 

 

244,536

 

Accounting and administration fees

 

 

302,654

 

Legal fees

 

 

161,000

 

Trustee fees (Note 5)

 

 

102,500

 

Interest Expense

 

 

60,000

 

Pricing Fees

 

 

57,206

 

Distribution and service fees (Class II)

 

 

48,649

 

Transfer agent fees

 

 

92,000

 

Chief Compliance Officer and Chief Financial Officer fees (Note 5)

 

 

90,533

 

Other fees

 

 

137,975

 

Custody fees

 

 

32,200

 

Total Expenses Before Recoupment

 

 

6,245,515

 

Fund expenses recouped by the Adviser (Note 5)

 

 

192,185

 

Net Expenses

 

 

6,437,700

 

Net Investment Loss

 

 

(3,743,856

)

   

 

 

 

Net Realized and Unrealized Gain (Loss):

 

 

 

 

Net realized gain (loss) on:

 

 

 

 

Unaffiliated investments

 

 

2,565,408

 

Foreign currency transactions

 

 

9,214

 

Forward foreign currency contracts

 

 

10,126

 

Total net realized gain

 

 

2,584,748

 

Net change in unrealized appreciation (depreciation) on:

 

 

 

 

Unaffiliated investments

 

 

11,365,193

 

Affiliated investments

 

 

1,367,299

 

Investments paid in advance

 

 

(841,033

)

Forward foreign currency contracts

 

 

12,520

 

Total net change in unrealized appreciation

 

 

11,903,979

 

Net Realized and Unrealized Gain

 

 

14,488,727

 

   

 

 

 

Net Increase in Net Assets from Operations

 

$

10,744,871

 

See accompanying Notes to Financial Statements.

11

Bow River Capital Evergreen Fund

STATEMENT OF CHANGES IN NET ASSETS

 

 

For the
year ended
March 31, 2023

 

For the
year ended
March 31, 2022

Net Increase in Net Assets from:

 

 

 

 

 

 

 

 

Operations:

 

 

 

 

 

 

 

 

Net investment loss

 

$

(3,743,856

)

 

$

(2,712,270

)

Net realized gain

 

 

2,584,748

 

 

 

595,511

 

Net change in unrealized appreciation

 

 

11,903,979

 

 

 

35,286,186

 

Net Increase in Net Assets Resulting from Operations

 

 

10,744,871

 

 

 

33,169,427

 

   

 

 

 

 

 

 

 

Distributions to Shareholders:

 

 

 

 

 

 

 

 

Distributions:

 

 

 

 

 

 

 

 

Class I

 

 

(7,818,326

)

 

 

(1,278,522

)

Class II

 

 

(647,048

)

 

 

3

 

Decrease in Net Assets from Distributions to Shareholders

 

 

(8,465,374

)

 

 

(1,278,522

)

   

 

 

 

 

 

 

 

Capital Transactions:

 

 

 

 

 

 

 

 

Proceeds from shares sold:

 

 

 

 

 

 

 

 

Class I

 

 

101,446,819

 

 

 

88,816,420

 

Class II

 

 

18,222,387

 

 

 

6,091,3283

 

Reinvestment of distributions:

 

 

 

 

 

 

 

 

Class I

 

 

6,076,353

 

 

 

1,077,120

 

Class II

 

 

207,174

 

 

 

 

Cost of shares repurchased:

 

 

 

 

 

 

 

 

Class I

 

 

(9,170,783

)1

 

 

(2,492,250

)

Class II

 

 

(728,873

)2

 

 

3

 

Net Increase in Net Assets from Capital Transactions

 

 

116,053,077

 

 

 

93,492,618

 

   

 

 

 

 

 

 

 

Total Net Increase in Net Assets

 

 

118,332,574

 

 

 

125,383,523

 

   

 

 

 

 

 

 

 

Net Assets

 

 

 

 

 

 

 

 

Beginning of period

 

 

221,287,358

 

 

 

95,903,835

 

End of period

 

$

339,619,932

 

 

$

221,287,358

 

   

 

 

 

 

 

 

 

Capital Share Transactions: