Mill Point Capital, a Delaware limited liability company and a registered investment adviser, and its affiliated investment advisers provide investment advisory services to investment funds privately offered to qualified investors in the United States and elsewhere. Mill Point Capital was founded in 2017. Mill Point Capital’s clients include the following (each, a “Fund” and, collectively, together with any future private investment fund to which Mill Point Capital and/or its affiliates provide investment advisory services, the “Funds”):
•Mill Point Capital Partners, L.P.

•Mill Point Capital Partners A, L.P.

•Mill Point Affiliates Fund I, L.P. (the “Affiliates Fund”)
•Mill Point Capital Partners II, L.P.

•Mill Point Capital Partners II-A, L.P.

•Mill Point Affiliates Fund II, L.P. (the “Affiliated Fund II”) The following general partner entities are affiliated with Mill Point Capital:
•Mill Point Capital Partners GP, L.P.

•Mill Point Capital Partners GP II, L.P.
(each, a “General Partner,” collectively, the “General Partners” and, together with Mill Point Capital and their affiliated entities, “Mill Point”). The General Partners are subject to the Advisers Act pursuant to Mill Point Capital’s registration in accordance with SEC guidance. This Brochure also describes the business practices of the General Partners, which operate as a single advisory business together with Mill Point Capital. The Funds are private equity funds and invest through negotiated transactions in operating entities, generally referred to herein as “portfolio companies.” Mill Point’s investment advisory services to the Funds consist of identifying and evaluating investment opportunities, negotiating the terms of investments, managing and monitoring investments and achieving dispositions for such investments. Although investments are made predominantly in non-public companies, investments in public companies are permitted. From time to time, where such investments consist of portfolio companies, the senior principals or other personnel of Mill Point or its affiliates generally serve on such portfolio companies’ respective boards of directors or otherwise act to influence control over management of portfolio companies in which the Funds have invested. In addition, Mill Point reserves the right in the future to manage investment vehicles held by investors for purposes of investing in certain portfolio company investments made or held by the Funds (such vehicles are collectively hereinafter referred to as the “Investment Vehicles”). To the extent applicable, references herein to the Funds are deemed to include the Investment Vehicles. Mill Point also reserves the right to form special purpose vehicles and alternative investment vehicles not listed herein. Mill Point’s advisory services to the Funds are detailed in the applicable private placement memoranda

or other offering documents (each, a “Memorandum”), limited partnership or other operating agreements of the Funds (each, a “Partnership Agreement” and, together with any relevant Memorandum, the “Governing Documents”) and are further described below under “Methods of Analysis, Investment Strategies and Risk of Loss.” In performing investment advisory services for the Funds, Mill Point Capital has been retained to provide advisory personnel and services. The advisory services of Mill Point Capital are described herein. Investors in the Funds participate in the overall investment program for the applicable Fund, but may be excused from a particular investment due to legal, regulatory or other agreed-upon circumstances pursuant to the Governing Documents; for the avoidance of doubt, such agreements generally do not and will not create an adviser-client relationship between Mill Point and any investor. The Funds or the General Partners may enter into side letters or other similar agreements (“Side Letters”) with certain investors that have the effect of establishing rights under, or altering or supplementing the terms (including economic or other terms) of, the Governing Documents with respect to such investors. Additionally, from time to time and as permitted by the Governing Documents, Mill Point expects to provide (or agree to provide) co-investment opportunities (including the opportunity to participate in co-invest vehicles) to certain investors or other persons, including other sponsors, market participants, finders, consultants and other service providers, Mill Point’s personnel and/or certain other persons associated with Mill Point and/or its affiliates. Such co-investments typically involve investment and disposal of interests in the applicable portfolio company at the same time and on the same terms as a Fund making the investment. However, from time to time, for strategic and other reasons, a co-investor or co-invest vehicle purchases a portion of an investment from one or more Funds after such Funds have consummated their investment in the portfolio company (also known as a post-closing sell-down or transfer). Any such purchase from a Fund by a co-investor or co-invest vehicle generally occurs shortly after the Fund’s completion of the investment to avoid any changes in valuation of the investment. Where appropriate, and in Mill Point’s sole discretion, Mill Point is authorized to charge interest on the purchase to the co-investor or co-invest vehicle (or otherwise equitably to adjust the purchase price under certain conditions), and to seek reimbursement to the relevant Fund for related costs. However, to the extent such amounts are not so charged or reimbursed, they generally will be borne by the relevant Fund. As of December 31, 2023, Mill Point managed $1,841,603,775 in client assets on a discretionary basis. Mill Point Capital is principally owned by Michael Duran.