VistaOne Assets Skyrocket to $993M on Strong Software Gains

TL;DR

**VistaOne's massive asset growth and unrealized gains in enterprise software are impressive, but the concentrated portfolio carries significant risk for new investors.**

AI Summary

VistaOne, L.P. reported a significant increase in total assets to $993,475,373 as of September 30, 2025, up from $100,000 at December 31, 2024, primarily driven by new investments and capital contributions. The fund commenced investment operations on April 1, 2025, and subsequently recorded a net increase in net assets resulting from operations of $84,454,790 for the nine months ended September 30, 2025. This was despite a net investment loss of $29,261,785, offset by a substantial net unrealized gain on investments of $113,716,575. The fund's investment portfolio, valued at $787,133,891, is heavily concentrated in enterprise software companies, with Acumatica, Inc. representing 16.9% of net assets and Smartsheet, Inc. at 14.6%. Liabilities totaled $48,296,590, including $17,069,688 due to Manager and $17,406,988 for accrued performance participation allocation. Cash and cash equivalents surged to $204,668,669 from $100,000 at year-end 2024, reflecting $874,931,222 in proceeds from unit issuance and $673,417,316 in investment purchases.

Why It Matters

This filing reveals VistaOne's rapid scaling and significant unrealized gains in its enterprise software portfolio, which is crucial for investors seeking exposure to private equity strategies. The fund's structure as a perpetual vehicle with monthly subscriptions and periodic repurchases offers liquidity not typically found in traditional private equity, potentially attracting a broader investor base. However, the concentration in enterprise software, with two companies (Acumatica and Smartsheet) making up over 31% of net assets, introduces sector-specific risk. Competitors in the private equity space will be watching VistaOne's ability to sustain these gains and manage its growth, especially given the substantial accrued fees to its Manager and for performance participation.

Risk Assessment

Risk Level: medium — The risk level is medium due to the high concentration of investments in a single sector, enterprise software, which accounts for 83.3% of total investments. Specifically, two companies, Acumatica, Inc. and Smartsheet, Inc., represent 16.9% and 14.6% of net assets, respectively, totaling over 31%. This lack of diversification could expose the fund to significant volatility if the enterprise software market experiences a downturn or if these specific companies underperform.

Analyst Insight

Investors should carefully evaluate VistaOne's concentrated exposure to enterprise software and its reliance on unrealized gains. While the rapid asset growth is positive, new investors should consider the potential for sector-specific risks and the impact of accrued performance participation allocations on future returns. Diversify your private equity exposure beyond this fund if you are concerned about sector concentration.

Financial Highlights

debt To Equity

0.05

revenue

$4.5M

operating Margin

N/A

total Assets

$993.5M

total Debt

$48.3M

net Income

$84.5M

eps

N/A

gross Margin

N/A

cash Position

$204.7M

revenue Growth

N/A

Key Numbers

• $993.5M — Total Assets (Increased from $100,000 at December 31, 2024, reflecting significant growth.)
• $84.5M — Net Increase in Net Assets from Operations (For the nine months ended September 30, 2025, indicating operational profitability.)
• $113.7M — Net Unrealized Gain on Investments (A major driver of net asset increase, offsetting a net investment loss.)
• $787.1M — Investments, at fair value (Represents 83.3% of total assets, primarily in enterprise software.)
• 16.9% — Acumatica, Inc. as % of Net Assets (Largest single investment concentration within the portfolio.)
• 14.6% — Smartsheet, Inc. as % of Net Assets (Second largest single investment concentration.)
• $17.1M — Due to Manager (Significant liability indicating fees owed to VEPF Management, L.P.)
• $17.4M — Accrued Performance Participation Allocation (Liability for performance fees, impacting net assets.)
• $874.9M — Proceeds from Issuance of Units (Primary source of cash for financing activities and investment growth.)
• $673.4M — Purchases of Investments (Significant capital deployment into portfolio companies.)

Key Players & Entities

• VistaOne, L.P. (company) — Registrant and private investment fund
• Vista Equity Partners Management, LLC (company) — Parent entity of the Fund's Manager
• VEPF Management, L.P. (company) — The Fund's Manager
• Acumatica, Inc. (company) — Portfolio company, 16.9% of net assets
• Smartsheet, Inc. (company) — Portfolio company, 14.6% of net assets
• JPMorgan 100% U.S. Treasury Securities Money Market Fund (company) — Money Market Fund holding cash equivalents
• SEC (regulator) — Securities and Exchange Commission
• $993,475,373 (dollar_amount) — Total Assets as of September 30, 2025
• $84,454,790 (dollar_amount) — Net Increase in Net Assets Resulting from Operations for nine months ended September 30, 2025
• $113,716,575 (dollar_amount) — Net Unrealized Gain on Investments for nine months ended September 30, 2025

FAQ

Risk Factors

• Concentration Risk in Enterprise Software [high — market]: The Fund's investment portfolio is heavily concentrated in enterprise software companies, with Acumatica, Inc. representing 16.9% and Smartsheet, Inc. at 14.6% of net assets. This concentration exposes the Fund to significant risks if these specific companies or the enterprise software sector experience downturns.
• Reliance on Unrealized Gains [medium — financial]: The net increase in net assets of $84,454,790 for the nine months ended September 30, 2025, was achieved despite a net investment loss of $29,261,785. This performance was heavily reliant on a net unrealized gain on investments of $113,716,575, indicating a potential volatility in reported net asset value.
• Early Stage of Operations [medium — operational]: The Fund commenced investment operations on April 1, 2025, and the reported financial results are for its initial nine months. This early stage means there is limited historical performance data, and operational processes are still being established, which could lead to unforeseen challenges.
• Significant Liabilities for Fees [medium — financial]: Liabilities include $17,069,688 due to the Manager and $17,406,988 for accrued performance participation allocation. These substantial liabilities represent significant ongoing costs that will impact future net asset growth.
• Exemption from Registration [low — regulatory]: The Fund is exempt from registration under Section 3(c)(7) of the Investment Company Act of 1940, catering to accredited investors and qualified purchasers. While this allows for flexibility, it also means less regulatory oversight compared to registered funds.

Industry Context

VistaOne, L.P. operates within the private equity sector, specifically targeting enterprise software, data, and technology-enabled solutions companies. This sector is characterized by rapid innovation, high growth potential, and significant competition for attractive assets. The focus on 'small cap,' 'mid cap,' and 'large cap' segments suggests a broad strategy within the technology landscape.

Regulatory Implications

As a private investment fund exempt from registration under Section 3(c)(7) of the Investment Company Act of 1940, VistaOne, L.P. faces less stringent regulatory oversight than publicly traded funds. However, it must adhere to rules for accredited investors and qualified purchasers, and its manager is registered with the SEC as a 'relying adviser'.

What Investors Should Do

1. Monitor Concentration Risk
2. Evaluate Unrealized Gain Dependency
3. Assess Fee Structure Impact
4. Review Investment Strategy Evolution

Key Dates

• 2024-09-30: Fund Formation — VistaOne, L.P. was formed as a Delaware limited partnership, establishing its legal structure.
• 2025-04-01: Commencement of Investment Operations — The Fund began actively investing, marking the start of its operational and financial reporting period.
• 2025-09-30: Reporting Period End — The end of the nine-month period for which financial statements are reported, showing significant asset growth and investment activity.

Glossary

Net Assets

The total value of an investment fund's assets minus its liabilities. It represents the net worth of the fund available to its investors. (The net assets increased significantly to $945,178,783 as of September 30, 2025, driven by new investments and unrealized gains.)

Net Unrealized Gain (Loss) on Investments

The change in the fair value of investments that are still held by the fund, reflecting market fluctuations and valuation adjustments, but have not yet been sold. (A substantial net unrealized gain of $113,716,575 was a primary driver of the fund's net asset growth, offsetting investment losses.)

Performance Participation Allocation

An allocation of profits to the fund manager or general partner, typically based on a pre-agreed percentage of investment gains, often referred to as 'carried interest' or 'performance fee'. (A liability of $17,406,988 was accrued for performance participation, indicating a significant portion of potential gains is allocated to the manager.)

Accredited Investor

An individual or entity that meets certain income or net worth requirements, allowing them to invest in securities that are not registered with the SEC. (The Fund targets accredited investors and qualified purchasers, operating under exemptions from standard registration requirements.)

Qualified Purchaser

An investor who meets higher net worth or investment thresholds than accredited investors, as defined by the Investment Company Act of 1940. (The Fund's structure and exemptions rely on attracting investors who meet the 'qualified purchaser' criteria.)

Transactional NAV

Net Asset Value calculated for specific transaction purposes, often used in the context of servicing fees for different unit classes. (Servicing fees are calculated based on Transactional NAV for certain unit classes, impacting the fund's expenses.)

Year-Over-Year Comparison

VistaOne, L.P. is a newly operational fund, having commenced investment activities on April 1, 2025. Therefore, direct year-over-year comparisons of revenue, margins, or debt-to-equity ratios are not applicable. The current filing reflects the fund's initial growth phase, with total assets surging from $100,000 to $993.5 million, primarily funded by unit issuances. Key metrics such as net income and investment portfolio value are entirely new developments for this reporting period.

Filing Documents

• ck0002044820-20250930.htm (10-Q) — 1789KB
• ck0002044820-ex31_1.htm (EX-31.1) — 21KB
• ck0002044820-ex31_2.htm (EX-31.2) — 19KB
• ck0002044820-ex31_3.htm (EX-31.3) — 19KB
• ck0002044820-ex32_1.htm (EX-32.1) — 10KB
• ck0002044820-ex32_2.htm (EX-32.2) — 16KB
• ck0002044820-ex32_3.htm (EX-32.3) — 14KB
• img84604708_0.jpg (GRAPHIC) — 262KB
• 0001193125-25-277264.txt ( ) — 6870KB
• ck0002044820-20250930.xsd (EX-101.SCH) — 727KB
• ck0002044820-20250930_htm.xml (XML) — 1079KB

Financial Statements (Unaudited)

Financial Statements (Unaudited) 2 Consolidated Statements of Assets and Liabilities as of September 30, 2025 and December 31, 2024 2 Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2025 3 Consolidated Statements of Changes in Net Assets for the Three and Nine Months Ended September 30, 2025 4 Consolidated Statement of Cash Flows for the Nine Months Ended September 30, 2025 5 Condensed Consolidated Schedule of Investments as of September 30, 2025 6

Notes to Consolidated Financial Statements

Notes to Consolidated Financial Statements 8 Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 17 Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 22 Item 4.

Controls and Procedures

Controls and Procedures 23 PART II. OTHER INFORMATION 24 Item 1.

Legal Proceedings

Legal Proceedings 24 Item 1A.

Risk Factors

Risk Factors 24 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 24 Item 3. Defaults Upon Senior Securities 24 Item 4. Mine Safety Disclosures 24 Item 5. Other Information 24 Item 6. Exhibits 24

Forward-Looking Statements

Forward-Looking Statements This report may contain forward-looking statements that relate to future events or future performance. In some cases, such forward-looking statements can be identified by terminology such as "may," "should," "could," "expect," "plan," "anticipate," "believe," "estimate," "predict," "potential," "goal," "intend," "project," "seek," "design to," or the negative of these terms or other comparable terminology. These statements are based upon certain assumptions and analyses made by management on the basis of our perception of historical trends, current conditions and expected future developments, as well as other factors we believe are appropriate in the circumstances. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict, including general economic, market, competitive and business conditions, changes in laws or regulations, made by governmental authorities or regulatory bodies, and other regional, national or global economic and political developments. We believe these factors include those described under the section entitled "Risk Factors" in Post-Effective Amendment No. 3 to our Form 10 Registration Statement as filed on June 6, 2025 (as amended, the "Form 10"), as such factors may be updated from time to time in our periodic filings with the United States Securities and Exchange Commission ("SEC"), which are accessible on the SEC's website at www.sec.gov. These factors should not be considered exhaustive and should be read in conjunction with other cautionary statements included in this report and our other SEC filings. Actual events or results may differ materially. The forward-looking statements speak only as of the date of this report and you are cautioned not to place undue reliance on these forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statement

Financial Statements (Unaudited)

Item 1. Financial Statements (Unaudited) VistaOne, L.P. Consolidated Statements of A ssets and Liabilities (Unaudited) September 30, 2025 December 31, 2024 Assets Investments, at fair value (cost of $ 673,417,316 and $ 0 , respectively) $ 787,133,891 $ — Cash and cash equivalents 204,668,669 100,000 Interest receivable 843,007 — Deferred offering costs 750,176 — Due from affiliate 79,630 — Total Assets $ 993,475,373 $ 100,000 Liabilities Due to Manager 17,069,688 — Accrued performance participation allocation 17,406,988 — Accrued servicing fees 13,819,914 — Total Liabilities $ 48,296,590 $ — Commitments and Contingencies (Note 6) Net Assets $ 945,178,783 $ 100,000 Net Assets Consist of Limited partnership units – Class A-B, unlimited units authorized ( 6,932,527 and 0 units issued and outstanding as of September 30, 2025 and December 31, 2024, respectively) $ 196,807,496 $ — Limited partnership units – Class A-D, unlimited units authorized ( 785,642 and 0 units issued and outstanding as of September 30, 2025 and December 31, 2024, respectively) 22,339,539 — Limited partnership units – Class A-I, unlimited units authorized ( 17,810,044 and 0 units issued and outstanding as of September 30, 2025 and December 31, 2024, respectively) 516,103,470 — Limited partnership units – Class A-S, unlimited units authorized ( 7,136,890 and 0 units issued and outstanding as of September 30, 2025 and December 31, 2024, respectively) 197,954,599 — Limited partnership units – Class E, unlimited units authorized ( 405,855 and 0 units issued and outstanding as of September 30, 2025 and December 31, 2024, respectively) 11,973,679 — Limited partnership units – Class V, unlimited units authorized ( 0 and 4,000 units issued and outstanding as of September 30, 2025 and December 31, 2024, respectively) — 100,000 Net Assets $ 945,178,783 $ 100,000

Notes to Financial Statements (Unaudited)

Notes to Financial Statements (Unaudited) 1. Organization VistaOne, L.P. (the "Fund") is a Delaware limited partnership formed on September 30, 2024, and is a private investment fund exempt from registration under Section 3(c)(7) of the Investment Company Act of 1940, as amended (the "1940 Act"). The Fund's investment program is designed to offer eligible individual investors access to the investment strategies of the private equity funds managed by Vista Equity Partners Management, LLC and its subsidiaries and affiliated entities ("Vista"), which primarily focus on acquiring controlling interests in "small cap," middle-market and "mid cap" and upper middle market and "large cap" enterprise software, data and technology-enabled solutions companies and future Vista-managed private equity strategies. The Fund is structured as a perpetual vehicle, with monthly, fully funded subscriptions and periodic repurchase offers. The Fund conducts a continuous private offering of its limited partnership units ("Units") in reliance on exemptions from the registration requirements of the Securities Act of 1933, as amended ("1933 Act"), to investors that are both (a) accredited investors (as defined in Regulation D and Regulation S under the 1933 Act) and (b) qualified purchasers (as defined in the 1940 Act and rules thereunder). VistaOne GP, L.P., a Delaware limited partnership, is the Fund's general partner (the "General Partner"). The General Partner delegates the portfolio management function regarding the Fund to VEPF Management, L.P. (the "Manager"). The Manager is a wholly owned subsidiary of Vista that is registered with the Securities and Exchange Commission (the "SEC") as a "relying adviser" through a single "umbrella" registration with Vista. The Fund had its initial acceptance of a subscription for Units by unaffiliated investors and commenced investment operations on April 1, 2025. 2. Summary of Significant Accounting Policies Basis of Presentation The a

Notes to Financial Statements (Unaudited)

Notes to Financial Statements (Unaudited) Accrued Servicing Fees The Fund pays participating brokers or other financial intermediaries a servicing fee in the amount of (a) 0.85 % per annum of the aggregate transactional net asset value ("Transactional NAV") for the Class A-S and Class S Units, (b) 0.50 % per annum of the aggregate Transactional NAV for the Class A-B and Class B Units and (c) 0.25 % per annum of the aggregate Transactional NAV for the Class A-D and Class D Units, each based on the Transactional NAV as of the last day of each month, payable monthly. No servicing fee is payable for the Class A-I Units, Class I Units, Class R Units, Class E Units and Class V Units. Under GAAP, the Fund accrues the cost of the servicing fees for the estimated life of its Units as an offering cost at the time the Fund sells Class A-S, Class S, Class A-B, Class B, Class A-D and Class D Units. Investment Valuation The Fund's investments are valued at fair value monthly and for financial reporting purposes, as of the report date. GAAP defines fair value as the price a fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. In the absence of observable market prices, the Fund's investments are valued in accordance with the General Partner's policies and based on valuation methodologies applied on a consistent basis as described below and within Note 3. Investment Valuation and Fair Value Measurements within the consolidated financial statements. The methods used to estimate the fair value of the Fund's investments include industry-accepted valuation methodologies such as (i) the market approach (whereby fair value is derived by reference to observable valuation measures for comparable companies (e.g., multiplying a key performance metric of the investee company, such as EBITDA, by a relevant valuation multiple observed in the range of comparable companies or transactions) adj

Notes to Financial Statements (Unaudited)

Notes to Financial Statements (Unaudited) Deferred Taxes GAAP requires the asset and liability method of accounting for income taxes. Under this method, deferred taxes are recognized for the future tax consequences attributable to differences between the carrying amounts of existing assets and liabilities under GAAP and their respective tax basis. Valuation allowances are established for the Fund when it determines it is more likely than not that a portion or all of the deferred tax asset will not be realized. The Fund assesses all available evidence, including the amount and character of future taxable income. Organizational and Offering Expenses Organizational and offering costs were borne by the Fund on April 1, 2025, at the time it began investment operations. In accordance with ASC 946, offering costs are capitalized as a deferred expense and included on the Consolidated Statements of Assets and Liabilities and amortized over the first

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