Form D · Other Investment Fund

Willow Tree Fund II (Offshore), LP

New York, NY · CIK 0001864002

Offering snapshot reported Sep 8, 2022 · SEC filing

Reported sold
$21M
Offering amount: $1.25B
Investors reported
5
Form D · investor count
Minimum accepted
$0
Reported outside-investor minimum
First sale
Jun 18, 2021
As reported in this filing

What changed?

Latest filing versus its linked predecessor, where available.

  • Reported investors0 → 5

Filing history

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FiledFiling typeReported soldChange vs linked filingInvestorsSource
Sep 8, 2022Amendment$20,999,260No comparison5SEC filing
Jun 9, 2021InitialYet to sellNo comparison0SEC filing

Offering details

Securities
Equity, Pooled investment fund, Other
Exemptions
06b, 3C.7
Duration over one year
No
Business combination
No
Sales commissions
$35K
Finders' fees
$0
Form D file number
021-402300
The maximum total offering amount is for the Issuer and its affiliated fund, Willow Tree Fund II, LP., subject to change by the General Partner. The amounts reflected in this Form D pertain only to sales made to US Investors by the Issuer.
Limited Partnership Interests. The General Partners, in its sole discretion, may reduce the minimum commitment amount of $1,000,000 with respect to any investor.
The Issuer or its affiliates will pay commissions to the persons listed in Item 12.

Sales compensation recipients

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RecipientCRDAssociated broker-dealer
NoneNoneRevere Securities LLC · CRD 14178

Source: Form D, filed Sep 8, 2022. 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

WILLOW TREE FUND II (OFFSHORE), LP

Investment adviser: WILLOW TREE CREDIT PARTNERS LP

Gross asset value
$236M
Beneficial owners
11
ADV minimum commitment
$1M

Reported in Form ADV on Feb 28, 2026. Fund assets and beneficial owners measure different things from Form D sales and investors.

Service providers

Fund administrator ALTER DOMUS (US) LLC CHICAGO, Illinois, United States Investor statements: Yes (provided to all investors) Related to adviser: No
Auditor PRICEWATERHOUSECOOPERS LLP GEORGETOWN, Cayman Islands
Custodian CITY NATIONAL BANK LOS ANGELES, California, United States Related to adviser: No
Custodian US BANK NA BOSTON, Massachusetts, United States Related to adviser: No
Marketer EDGELINE CAPITAL, LLC. LOS ANGELES, California, United States Related to adviser: No
Marketer FOCUSPOINT PRIVATE CAPITAL GROUP NEW YORK, New York, United States Related to adviser: No
Marketer FRONTIER SECURITIES RICHMOND, Virginia, United States Related to adviser: No
Marketer GENERAL WELLINGTON CAPITAL LLC NEW YORK, New York, United States Related to adviser: No
Marketer HARRIS WILLIAMS PRIMARY FUND PLACEMENT LLC CHARLOTTE, North Carolina, United States Related to adviser: No
Marketer REVERE SECURITIES LLC NEW YORK, New York, United States Related to adviser: No
Provider details
Annual audit
Yes
Prime brokers
No
Custodians
Yes
Administrator other than the adviser
Yes
External marketing
Yes

PRICEWATERHOUSECOOPERS LLP
PCAOB 1266

EDGELINE CAPITAL, LLC.
CRD 152774 · SEC 8-68475

FOCUSPOINT PRIVATE CAPITAL GROUP
CRD 122341 · SEC 8-65488

FRONTIER SECURITIES
CRD 136102 · SEC 8-66972

GENERAL WELLINGTON CAPITAL LLC
CRD 282139 · SEC 8-69705

HARRIS WILLIAMS PRIMARY FUND PLACEMENT LLC
CRD 131452 · SEC 8-66464

REVERE SECURITIES LLC
CRD 14178 · SEC 8-30511

Filing source

Form ADV 2062535 · Feb 28, 2026 · Schedule D 7.B.(1), fund 805-2148743810

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
Andrew Jenkinson Executive
Mark Klingensmith Executive
Timothy Lower Executive, Promoter
N/A Willow Tree Credit Partners Lp Promoter
N/A Willow Tree Fund Ii (Offshore) Gp, Llc Executive, Promoter

Issuer details

Industry: Pooled Investment Fund (See others in industry)

Address:
450 Park Avenue, 29 Th Floor
New York, NY, 10022