Form D · Private Equity Fund

Primrose Hill Fund III, L.P.

Grand Cayman, E9 · CIK 0001937331

Offering snapshot reported Jul 9, 2024 · SEC filing

Reported sold
$708M
Offering amount: $732M
Investors reported
31
Form D · investor count
Minimum accepted
$0
Reported outside-investor minimum
First sale
Jun 30, 2022
As reported in this filing

Fundraising history

Reported sold
Reported amount sold by Form D filing date$0$354M$708MJul 13, 2022: $388,400,794.00Jul 13, 2022Jul 13, 2023: $665,072,535.00Jul 13, 2023Jul 9, 2024: $707,565,030.00Jul 9, 2024

Dates are filing dates, not cash receipt dates. Decreases are reported revisions, not evidence of withdrawals. Separate offering histories are not added together.

What changed?

Latest filing versus its linked predecessor, where available.

  • Reported sold$388,400,794 → $707,565,030
  • Reported investors11 → 31

Filing history

Scroll to see all columns →

FiledFiling typeReported soldChange vs linked filingInvestorsSource
Jul 9, 2024Amendment$707,565,030$319,164,236vs Jul 13, 202231SEC filing
Jul 13, 2023Amendment$665,072,535$276,671,741vs Jul 13, 202229SEC filing
Jul 13, 2022Initial$388,400,794No comparison11SEC filing

Offering details

Securities
Pooled investment fund
Exemptions
06c, 3C, 3C.1, 3C.7
Duration over one year
Yes
Business combination
No
Sales commissions
$0
Finders' fees
$0
Form D file number
021-452160
Total Amount Sold above and Total Number of Investors below includes the GP Commitment.

Source: Form D, filed Jul 9, 2024. Minimum accepted may differ from a standard advertised minimum.

Fund connections

The linked fund shows its most recently reported ADV details.

Matched by reported Form D file number

PRIMROSE HILL FUND III, L.P.

Investment adviser: JAPAN INDUSTRIAL PARTNERS, INC.

Gross asset value
$390M
Beneficial owners
32
ADV minimum commitment
$10M

Reported in Form ADV on Jun 12, 2026. Fund assets and beneficial owners measure different things from Form D sales and investors.

Service providers

Fund administrator MUFG FUND SERVICES (CAYMAN) LIMITED GRAND CAYMAN, Cayman Islands Investor statements: Yes (provided to all investors) Related to adviser: No
Auditor ERNST & YOUNG LTD. GRAND CAYMAN, Cayman Islands
Custodian MUFG FUND SERVICES (CAYMAN) LIMITED GRAND CAYMAN, Cayman Islands Related to adviser: No
Provider details
Annual audit
Yes
Prime brokers
No
Custodians
Yes
Administrator other than the adviser
Yes
External marketing
No

ERNST & YOUNG LTD.
PCAOB 1655

Filing source

Form ADV 2081884 · Jun 12, 2026 · Schedule D 7.B.(1), fund 805-7012037135

Official IAPD profile (latest public filing). Values are the most recently reported in our imported data; the public profile may show a newer filing.

People & organizations

Current and past Form D appearances. These existing records do not establish a person's current role or uniquely identify them across issuers.

People and organizations reported in Form D filings
NameReported role
John Cullinane Director
Primrose Hill Partners Iii, Ltd. Executive
Darren Riley Director

Issuer details

Industry: Pooled Investment Fund (See others in industry)

Address:
C/O Maples Corporate Services Limited Ugland House, Po Box 309
Grand Cayman, E9, KY1-1104