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An investment in the Fund involves substantial investment risk with the potential for attractive returns. An investment in the Fund may be appropriate for investors with a long-term investment horizon who have the risk tolerance commensurate with an investment in the Fund and sufficiently understand the Fund’s strategy, characteristics and risks, and have sufficient liquid assets to absorb potential losses and accept the lack of liquidity.

Alternative investments are complex, speculative investments and are not appropriate for all investors. All investors in the Fund must be “Accredited Investors,” as defined in Regulation D under the Securities Act of 1933. Please note tax-exempt investors (such as retirement accounts) may be subject to unrelated business taxable income if invested in the Fund. Tax-exempt investors are urged to consult with their own tax professional prior to making an investment in the Fund.

An investment in the Fund is considered illiquid.

Unlisted Closed-End Fund Risks. The Fund is an unlisted closed-end fund. There is not expected to be any secondary trading market in the Fund Shares. The Fund differs from a mutual fund that offers daily redemption of fund shares at net asset value. Also, unlike many closed-end funds, the Shares are not listed on any securities exchange. To provide shareholders with limited liquidity, the Fund may repurchase Shares quarterly. If and when the Fund did repurchase shares, the Fund would repurchase Shares from shareholders quarterly in an amount up to 5% of the Fund’s net asset value as of the prior calendar quarter end. The Fund does not anticipate conducting a tender offer for at least the first 12 months of operation. The Fund’s Board of Trustees has complete discretion to determine whether the Fund will engage in any share repurchase. The Fund’s distributions may be funded from unlimited amounts of offering proceeds or borrowings, which may constitute a return of capital and reduce the amount of capital available to the Fund for investment. A return of capital to shareholders is a return of a portion of their original investment in the Fund, thereby reducing the tax basis of their investment. As a result of such reduction in tax basis, shareholders may be subject to tax in connection with the sale of Fund Shares, even if such Shares are sold at a loss relative to the shareholder’s original investment.

Investment Strategy Risks: The Fund is a newly organized, non-diversified, closed-end management investment company with limited operating history that may be subject to additional risks. Security prices fluctuate in value depending on general market and economic conditions and the prospect of individual companies. ● Private equity investments involve a high degree of business and financial risk that can result in substantial losses. The valuation of private equity investments is complex and is typically based on fair value as determined in good faith by the Fund according to the Fund’s valuation procedures. The Fund’s net asset value could be adversely affected if the Fund’s determination regarding the fair value of the Fund’s investments were materially higher than the values that the Fund ultimately realizes upon disposal of such investment. ● Illiquid and restricted securities may be difficult to dispose of at a fair price at the times when the Fund believes it is desirable to do so. A particular investment may become illiquid, making it difficult for the Fund to sell that investment at an advantageous time or price. ● Foreign investments may be more volatile and less liquid than U.S. investments and are subject to the risk of currency fluctuations and adverse political, economic, and regulatory developments. ● Small-cap and Mid-cap securities can have greater risks and volatility than large-cap companies. ● Leverage can increase market exposure, magnify investment risks, and cause losses to be realized more quickly. ● Obligations of U.S. Government agencies are supported by varying degrees of credit but are generally not backed by the full faith and credit of the U.S. Government. ● Because the Fund is non-diversified, it may invest in a smaller number of issuers, and may be more exposed to risks and volatility than a more broadly diversified fund. ● To the extent the Fund focuses on one or more sectors, the Fund may be subject to increased volatility and risk of loss if adverse developments occur. ● Financially material environmental, social and/or governance (ESG) characteristics are one of several factors that may be considered and as a result, the investment process may not work as intended.