The collective Northgate enterprise currently manages approximately $4,144,865,180 in client assets under
management as of December 31, 2023. Northgate manages private funds that invest in global venture capital and
private equity investments both through a fund-of- funds strategy (the “Funds-of-Funds”) and directly (the “Direct
Funds”) (each a “Fund,” together the “Funds” or “Clients”). Northgate’s principal office is in Danville, California,
with an additional office in Mexico City. Northgate does not engage in other lines of business besides its Fund-of-
Funds and Direct Funds businesses.
Certain affiliates of Northgate LP and Northgate LLC serve as the general partners of the Funds (each, a “GP Entity”
and, collectively, the “GP Entities”), as further described below. The GP Entities are responsible for managing the
capital committed to the Funds. The GP Entity of each Fund is responsible for and maintains discretion over the
Fund’s investment decision making, subject to the oversight and consent of Northgate’s investment committee
(described below). Northgate provides investment management and administrative services to all of the GP Entities.
Please refer to Part 1A of Northgate’s Form ADV for specific information on the GP Entities.
The Funds-of-Funds seek long-term capital appreciation by primarily investing in a diversified group of underlying
venture capital, private equity and emerging markets partnerships or limited liability companies managed by third-
party investment advisers (“Portfolio Funds”). Direct Funds generally invest directly in venture capital portfolio
companies (“Portfolio Companies”). These direct venture capital
investments are typically made alongside
independent and generally well- established venture capital firms that take a lead role in Portfolio Company
investment activity (typically consummated via private funds organized by such third-party venture capital firms. The
Direct Funds invest directly in Portfolio Companies. In certain instances, the third-party managed private
funds that invest in Portfolio Companies alongside the Direct Funds may also be (and are) Portfolio
Funds in which Northgate’s Funds-of-Funds have invested (or are considering investing) in.
TCP-NG (U.S.), L.L.C wholly owns Northgate LLC and Northgate LP and has an equity stake in the GP Entities
formed after September 2010. Northgate LLC typically serves as the managing member (or equivalent thereof) of
GP Entities formed after September 2010 and of a majority of the GP Entities formed prior to September 2010.
In general, the Funds will invest according to the terms specified in Limited Partnership Agreements or Limited
Liability Company Agreements (collectively referred to as “LPAs”) for each of the Funds. The LPAs generally
provide detail of all the terms and conditions applicable to each Fund, including the term of the Fund, capitalization,
capital contributions, profits and losses, management fees, expenses, distributions, transfers, withdrawals, dissolution,
liquidation, liability, and indemnification. The LPAs provide that the GP Entities are authorized to use discretion to
cause the Funds to invest all of the capital commitments of the Funds, subject to the investment policies and
investment restrictions provided in the LPAs.