INDEPENDENT VERDICT
Lime Rock Resources III-CV, L.P. is not a conventional new private-equity fund launching from scratch in 2026. It is the continuation vehicle created for the remaining assets of Lime Rock Resources Fund III, a vintage energy fund that originally closed in 2013 with roughly $750 million of investor commitments and spent the following decade acquiring, operating and monetizing producing U.S. oil and gas properties. The new vehicle filed Form D on September 11, 2026 and reported $240 million sold to 18 investors under Rule 506(c), Section 3(c)(7), with an indefinite total offering and a first sale on August 28. Two weeks earlier, Lime Rock publicly announced that the continuation transaction represented $340 million of aggregate transaction value and was anchored by Vintage Strategies at Goldman Sachs Alternatives, while existing Fund III investors were given the choice to take liquidity or roll their exposure into the new vehicle. Those figures should not be collapsed into one another: $240 million is the securities amount reported sold in the new Regulation D offering, whereas $340 million is the announced transaction value for the portfolio transfer. The difference can reflect rolled interests, transaction mechanics, financing or other consideration, but public materials do not break it down in enough detail to attribute the full $100 million gap to any one source.
The continuation vehicle is unusually transparent about control. Lime Rock Resources GP III-CV, L.P. is the GP; Lime Rock Management LP is the manager and promoter; Susan Oswald is CFO and Secretary of the GP chain; Eric Mullins is a manager of the GP of the issuer; and John T. Reynolds is both a manager in the GP chain and a co-founder and managing director of Lime Rock Management. The vehicle is a Delaware limited partnership operating from Lime Rock's 274 Riverside Avenue office in Westport, Connecticut. It is classified as a Private Equity Fund, offers both equity and pooled investment fund interests, has no stated minimum, reports no broker-dealer, no sales commissions and no finder fees, and had 18 investors at filing. Unlike many newly launched funds, however, the underlying assets are not hypothetical: Lime Rock expressly says the continuation vehicle holds the remaining diversified oil and gas properties of Fund III, all located in the Bakken, with the majority operated directly by Lime Rock. The strategy is therefore a tail-end asset continuation transaction rather than a blind-pool commitment to unknown future acquisitions.
The history of Fund III is essential to understanding why the continuation vehicle exists. Lime Rock Resources III closed in October 2013 at approximately $750 million, above its original target and at its hard cap, to continue the firm's long-running strategy of acquiring mature producing oil and gas properties and improving them operationally. Older SEC-linked public-company filings describe Fund III as part of a broader Lime Rock Resources structure that included Fund I and Fund II and show that Fund III had substantial acquisition capacity and leverage alongside investor equity. Institutional records also show large pension investors participating in Fund III-A; for example, New Mexico PERA disclosed a $35 million commitment. By 2026 the fund was more than a decade old, which changes the relevant diligence question. The issue is no longer whether Fund III can deploy fresh capital into a large pipeline of acquisitions; it is how to handle residual assets that have not yet been fully monetized, how much value remains in those properties and whether existing LPs should exit now or continue exposure through a purpose-built continuation vehicle.
That portfolio-tail explanation is supported by Lime Rock's broader operating record. The firm's public portfolio traces producing oil and gas investments across the Williston/Bakken, Permian Basin, Mid-Continent, South Texas and Gulf of Mexico, including assets such as Antelope, North Fork, Sanish, Pecos Valley, Shafter Lake and others. Lime Rock says its strategy since 2005 has been to buy producing U.S. oil and gas properties, improve operations and eventually monetize them, and its five successive Resources funds plus affiliated co-investment vehicles have attracted about $2.9 billion of private-equity commitments with acquisition capacity roughly twice that amount. The 2026 continuation transaction narrows the remaining Fund III exposure to the Bakken. This matters because the new vehicle's risk profile is not diversified across the entire historical Lime Rock portfolio; investors are effectively underwriting a mature portfolio of producing Bakken properties, including decline rates, commodity prices, operating costs, reserve life, workover opportunities and eventual exit value.
The sponsor's ability to execute real asset transactions is independently visible in recent public-company filings. In March 2025, Ring Energy acquired approximately 17,700 net acres and related Central Basin Platform producing assets from Lime Rock Resources IV-A and IV-C for consideration ultimately valued at roughly $88.7 million in Ring's financial statements. The acquired portfolio produced about 2,300 Boe/d, was more than 80% oil and included roughly 101 gross wells and more than 40 identified drilling locations. Lime Rock separately continued building Fund V through acquisitions such as up to $48 million of Permian mineral and royalty interests in Reeves, Ward and Pecos Counties, then sold or repositioned assets as market conditions allowed. These transactions do not belong to Fund III-CV, but they provide independent evidence that Lime Rock is an active operator and asset seller, not simply a financial sponsor with passive fund entities.
SEC AND TRANSACTION FACTS
Legal Name: Lime Rock Resources III-CV, L.P. CIK: 0002150936 Form D Filing Date: September 11, 2026 Jurisdiction: Delaware Year Organized: 2026 Principal Business Address: 274 Riverside Avenue, 3rd Floor, Westport, Connecticut 06880 Phone: 203-293-2750 Fund Type: Private Equity Fund Federal Exemption: Rule 506(c) Investment Company Act Exclusion: Section 3(c)(7) Security Types: Equity and Pooled Investment Fund Interests First Sale: August 28, 2026 Offering Amount: Indefinite Amount Sold: $240,000,000 Investors: 18 Minimum Investment: $0 reported Sales Commissions: $0 Finders' Fees: $0 General Partner: Lime Rock Resources GP III-CV, L.P. Manager / Promoter: Lime Rock Management LP Named Executives: Susan M. Oswald, Eric Mullins, John T. Reynolds
Publicly Announced Continuation Transaction Value: $340,000,000 Lead Investor: Vintage Strategies at Goldman Sachs Alternatives Financial Adviser: Perella Weinberg Partners Legal Adviser: Morgan Lewis Underlying Portfolio: Remaining Lime Rock Resources Fund III assets Geographic Concentration: Bakken Operating Profile: Majority of properties operated by Lime Rock
FUND III LEGACY
Original Fund: Lime Rock Resources III Final Close: Approximately $750 million Close Date: October 2013 Strategy: Acquire, operate and improve producing U.S. oil and gas properties Historical Fund III Structures: III-A and III-C Institutional LP Example: New Mexico PERA disclosed a $35 million commitment to Fund III-A Fund Age at Continuation Transaction: Approximately 13 years
Why a Continuation Vehicle Matters: Existing LPs can take liquidity rather than wait for final asset exits. Rolling LPs can maintain exposure to the remaining Bakken assets. New secondary investors can enter at a negotiated valuation. The sponsor gains additional time to operate and monetize residual assets.
Critical Limitation: The public announcement does not disclose the exact valuation methodology, rollover percentage, debt contribution, NAV discount or premium, or asset-level pricing used to bridge the $240 million Form D amount and the $340 million aggregate transaction value.
CURRENT INVESTMENT EXPOSURE
Portfolio Basin: Williston / Bakken
Asset Type: Producing oil and gas properties
Majority Operated by Lime Rock: Yes, according to sponsor announcement
Key Economic Drivers: Oil prices Natural gas and NGL pricing Production decline rates Lease operating expenses Workover and maintenance capital Reserve revisions Hedging Transportation differentials Asset retirement obligations Future sale multiples
Current Production: Not publicly disclosed for the continuation portfolio as a whole
Current Proved Reserves: Not publicly disclosed for the continuation portfolio as a whole
Current NAV: Not publicly disclosed
Debt at CV Level: Not publicly disclosed
Asset-Level Debt: Not publicly mapped
Hedging Program: Not publicly disclosed
Current Number of Wells: Not publicly disclosed
Current Acreage: Not publicly disclosed
LIME ROCK PLATFORM EVIDENCE
Lime Rock Resources Founded: 2005
Core Strategy Since Inception: Acquire producing U.S. oil and gas properties Operate and improve them directly Sell assets when market conditions and valuation are attractive
Resources Funds Raised: Five successive funds
Resources Funds and Affiliated Co-Investment Commitments: Approximately $2.9 billion
Approximate Acquisition Capacity: Roughly twice committed equity capital
Historical Regions: Williston Basin Permian Basin Mid-Continent South Texas Gulf of Mexico
Selected Historical Assets: Antelope North Fork Sanish Pecos Valley Shafter Lake Brazos Bend Midway Norge South Timbalier
RECENT INDEPENDENT TRANSACTION CROSS-CHECK
Ring Energy Acquisition from Lime Rock Resources IV: Closed March 31, 2025
Seller Vehicles: Lime Rock Resources IV-A, L.P. Lime Rock Resources IV-C, L.P.
Location: Central Basin Platform Andrews County, Texas
Net Acres: Approximately 17,700
Production: Approximately 2,300 Boe/d
Oil Mix: More than 80%
Gross Wells: Approximately 101
Identified Gross Drilling Locations: More than 40
Ring-Reported Fair Value of Net Assets Acquired: Approximately $88.7 million
Research Significance: Provides public-company SEC evidence of Lime Rock's ability to own, operate and monetize real upstream assets.
INDEPENDENT ASSESSMENT
Lime Rock Resources III-CV has one of the clearest continuation-vehicle stories in this filing batch. The Form D verifies $240 million sold to 18 investors; Lime Rock's own announcement independently establishes a $340 million continuation transaction; Morgan Lewis confirms the transaction and Goldman's Vintage Strategies anchor role; and the underlying portfolio is specifically identified as Fund III's remaining Bakken properties rather than an undisclosed future strategy.
The most important analytical point is that the CV should not be evaluated as a first-time energy fund. Its asset pool comes from a 2013-vintage predecessor that already spent more than a decade acquiring, operating and selling oil and gas properties. The central question is therefore valuation of residual assets: whether the $340 million transaction value appropriately reflects current production, reserves, oil-price exposure, decline curves, operating costs and remaining development opportunities. Existing Fund III investors faced a classic secondary-market choice between liquidity and continued exposure, while new investors entered a mature asset portfolio rather than funding a fresh acquisition program.
The second important distinction is measurement. The $240 million reported sold under Form D is not the same as the $340 million aggregate continuation transaction value, and neither figure should automatically be described as current NAV. Without the transaction documents, rollover schedule and capital structure, the precise bridge between those figures remains private. Likewise, the original $750 million Fund III close is historical committed capital and should not be presented as the current value of the remaining Bakken assets.
For current diligence, the decisive evidence would be the continuation vehicle's asset schedule, PDP and total proved reserve reports, current production, decline curves, commodity hedges, operating-cost history, abandonment liabilities, debt, third-party engineering report, purchase-price allocation and fairness/valuation work supporting the GP-led secondary transaction. Those data would determine whether the CV economics are attractive far more directly than the Lime Rock brand or original Fund III fundraising size.
Form D is a notice of an exempt securities offering and does not constitute SEC approval or endorsement of Lime Rock Resources III-CV, Lime Rock Management, Goldman Sachs Alternatives, Eric Mullins, John Reynolds or any underlying oil and gas property. The $240 million securities-sold figure, $340 million continuation transaction value and original Fund III $750 million commitments are separate measurements and should not be used interchangeably.