Mountain Capital Management, LLC (the “Management Company”), a Delaware limited liability
company, is a private investment management firm focused on making investments in the energy industry
on behalf of its investment advisory clients, which currently consist of multiple private investment funds
(each, a “Fund” or “Client,” and together with related parallel funds, feeder funds, alternative investment
vehicles, co-investment vehicles and other related entities, and any future private investment vehicles to
which the Management Company and its affiliates provide investment advisory services, the “Funds” or
“Clients”).
The Management Company and its affiliates (collectively, “Mountain Capital”), including (but not
limited to) the general partners of the Funds (collectively, together with any future affiliated general
partner entities the “General Partners”), provide investment supervisory services to the Funds. Each
General Partner is deemed to be a registered investment adviser under the U.S. Investment Advisers Act
of 1940, as amended (the “Advisers Act”) (and relies on the Management Company’s registration) in
accordance with SEC guidance. The Management Company and the General Partner, collectively, (the
“Advisers”) operate as a single investment advisory firm and under common control.
The Advisers currently provide investment advisory services to multiple vintage year Funds. Co-
investment vehicles are organized by the Advisers to co-invest with primary Funds and/or their related
Funds in one or more portfolio investments of such Funds. Investors in such co-investment vehicles
include Fund investors as well as other third parties. The Advisers expect in the future to provide
investment advisory services to additional investment advisory clients, including private investment
funds and one or more separately managed accounts. The Funds make investments in private equity and,
in certain instances, other equity and debt securities of public and private issuers (including securities
convertible into equity and debt securities), derivative instruments and any other financial instruments or
assets that the Advisers believe may help achieve the Fund’s respective investment objectives. Any future
Funds and/or other investment advisory clients are expected to have similar investment objectives but
could differ.
Pursuant to each Fund’s limited
partnership agreement or similar governing document (each, an
“Operating Agreement”), the Advisers have the authority to manage the business and affairs of the Funds.
The Advisers’ advisory services consist of investigating, identifying and evaluating investment
opportunities, structuring, negotiating and making investments on behalf of the Funds, managing and
monitoring the performance of such investments and disposing of such investments. Such services are
detailed in the applicable disclosure documents, Operating Agreements and other governing agreements
for the applicable Fund (collectively, the “Fund Documents”) and are further described below under
“Methods of Analysis, Investment Strategies and Risk of Loss.” While each Operating Agreement is
subject to negotiation by Fund investors, once committed to a Fund, Fund investors participate in a Fund’s
overall investment program and generally cannot withdraw their capital or impose any limitations on the
Advisers’ ability to manage a Fund, although certain investors in certain circumstances are excused from
participating in a particular investment due to legal, regulatory or other applicable constraints in
accordance with the provisions of the applicable Fund Documents or pursuant to other contractual rights
included in the applicable Fund Documents. For example, investors in certain Funds have certain opt-
out rights with respect to such Funds’ respective investments, as detailed in the Fund Documents for such
Funds. Such arrangements generally do not and will not create an adviser-client relationship between the
Advisers and any investor. Each Fund or Adviser generally enters into letter agreements, parallel
investment agreements, other co-investment agreements or other similar agreements (collectively, “Side
Letters”) with certain investors that have the effect of establishing rights under, altering or supplementing
the Operating Agreement for a particular Fund, including providing informational rights, co-investment
rights, addressing regulatory matters, varying economic rights (including fees and carried interest), or
providing other specialized rights and benefits with respect to such investors.
The Management Company commenced operations in September 2015, and as of December 31, 2023
has $1,396,979,753 in client regulatory assets under management. The principal owner of the
Management Company is Samuel Oh.