Madison Dearborn Partners, LLC, a registered investment adviser under the Investment Advisers Act
of 1940, as amended (the “Advisers Act”), is a Delaware limited liability company. For purposes of
this brochure, the terms “MDP” and “Adviser” mean Madison Dearborn Partners, LLC, together
(where the context permits) with its affiliated general partners of the Funds (as defined below), any
relying advisers of Madison Dearborn Partners, LLC as well as any other affiliates that provide
advisory services to and/or receive management fees from the applicable Funds. Such affiliates are
typically under common control with Madison Dearborn Partners, LLC and, in the event they are not
under such common control, they possess a substantial identity of personnel and/or equity owners with
Madison Dearborn Partners, LLC. Madison Dearborn Partners, LLC is owned by certain of its current
principals (the “Principals”) and former principals. Since MDP’s formation in 1992, its funds have
invested in over 163 companies.
MDP provides investment advisory services and may provide sub-advisory services to or on behalf of
investment vehicles (the “Funds”) that are exempt from registration under the Investment Company
Act of 1940, as amended (the “1940 Act”) and whose securities are not registered under the Securities
Act of 1933, as amended (the “Securities Act”). Investment advice is provided to the Funds (directly
or indirectly) and not individually to the investors in the Funds.
MDP’s advisory services consist of: (a) identifying and evaluating investment opportunities, (b)
structuring, negotiating
and consummating investments on behalf of the Funds, (c) managing,
monitoring and disposing of such investments when MDP deems appropriate, and (d) engaging in
such other activities related, incidental or ancillary thereto. Although the primary focus of each Fund
is on private equity and equity-related investments, MDP from time to time recommends other types
of investments to the extent consistent with each such Fund’s investment strategy and objectives.
Investments are generally made in companies doing business in the following industry sectors: basic
industries; financial services; healthcare; and technology & government. MDP personnel often serve
on the board of directors or otherwise act to influence control or management of portfolio companies
held by the Funds (“portfolio companies” or “Portfolio Companies”).
MDP provides investment advisory services to each Fund in accordance with the limited partnership
agreement (or analogous governing document) of such Fund, separate investment advisory
agreements, sub-advisory agreements, or contractual side letters with such Fund’s investors
(collectively, the “Governing Documents”). Investment restrictions for the Funds, if any, are generally
established in the Governing Documents of the applicable Fund. Once invested in a Fund, investors
do not typically have the contractual right to impose additional restrictions on the types of securities
or investments in which such Fund may invest.
As of December 31, 2023, MDP manages a total of $18,982,223,454 of client assets, all of which is
managed on a discretionary basis.