Irving Place Capital Management, L.P. (the “Management Company”), is a registered investment adviser and is a Delaware limited partnership. The Management Company and its affiliated investment advisers provide investment supervisory services to their clients, which consist of investment funds privately offered to qualified investors in the United States and elsewhere. The Management Company commenced operations in 2008. The Management Company’s clients include the following (each, a “Fund,” and together with any future private investment fund to which the Management Company or its affiliates provide investment advisory services, including employee and co-investment vehicles, the “Funds”):
• Irving Place Capital Partners III SPV, L.P. (“Fund III SPV”); and
• the following entities formed in connection with co-investments or other transactions: MNO Investor Holdings, LLC (the “Star Co-Invest / Deal Fund”), and IPC/UHS Co- Investment Partners, L.P (collectively with the Star Co-Invest / Deal Fund, the “Co- Invest / Deal Funds”). IPCIII GP, LLC and IPC Advisors III SPV, L.P. (each, a “General Partner,” and together with any future general partner to a Fund, the “General Partners”) are entities affiliated with the Management Company that serve as general partners to IPC/UHS Co-Investment Partners, L.P. and Fund III SPV, respectively. IPC Manager III SPV, L.P. and IPC Group III, L.P. are entities that are also affiliated with the Management Company. In addition, the following entities are general partners, managing members or entities with management or similar authority over one or more Funds, including without limitation the Star Co-Invest / Deal Fund: the Management Company; IPCM GP, LLC; and Star Avenue Holdings I, LLC; (together, the “Affiliated Advisers,” and together with the Management Company, the General Partners, and their affiliated advisory entities, “Irving Place Capital”). Each Affiliated Adviser and General Partner is deemed registered under the Advisers Act pursuant to the Management Company’s registration in accordance with SEC guidance. This Brochure also describes the business practices of each Affiliated Adviser and General Partner, which together operate as a single advisory business together with the Management Company. The Funds are private equity funds and invest through negotiated transactions in operating entities, generally referred to herein as “portfolio companies.” Irving Place Capital’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 or consultants to Irving Place Capital may and typically do 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. No Funds are currently making investments in new portfolio companies. Any references to investment activities of the Funds should be read accordingly as referring to during the investment periods of such Funds. Irving Place Capital’s advisory services for the Funds

are detailed in the applicable private placement memorandum or other offering document (each, a “Memorandum”) and/or limited partnership agreement or other operating agreement (each, a “Limited Partnership Agreement” and together with the Memorandum, the “Governing Documents”) and are further described below under “Methods of Analysis, Investment Strategies and Risk of Loss.” Investors in a Fund participate in the overall investment program for such Fund, but may be excused from a particular investment due to legal, regulatory or other agreed-upon circumstances pursuant to the relevant Limited Partnership Agreement. The Funds or the General Partners may enter and have entered into side letters or other similar agreements with certain investors that have the effect of establishing rights (including economic or other terms) under, or altering or supplementing the terms of, the relevant Limited Partnership Agreement with respect to such investors. Additionally, from time to time, Irving Place Capital provides (or agrees to provide) limited partners of the Funds as well as certain third party investors or other persons, including Irving Place Capital’s principals, personnel and certain other persons associated with Irving Place Capital (to the extent not prohibited by the applicable Limited Partnership Agreement), co-investment opportunities (including the opportunity to participate in co-invest vehicles) that will invest in certain portfolio companies alongside a Fund. Such co-investments typically involve investment and disposal of interests in the applicable portfolio company. However, from time to time, for strategic and other reasons, a co-investor (or co-invest vehicle) may purchase a portion of an investment from a Fund. 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, and the co-investor (or co-invest vehicle) may be charged interest on the purchase to compensate the relevant Fund for the holding period, and generally will be required to reimburse the relevant Fund for related costs. As of December 31, 2023, Irving Place Capital managed approximately $253,373,103 in regulatory assets under management on a discretionary basis. IPCM GP, LLC, a Delaware limited liability company, acts as the general partner of the Management Company, and is ultimately owned and controlled by JDH Management LLC (the sole owner of which is John Howard) and Radial Management LLC (the sole owner of which is Philip Carpenter III). Mr. Carpenter is also the principal owner of Radial Equity Partners LP (“Radial”), a registered investment adviser that began operations in 2019. Certain personnel of Irving Place Capital are expected to become personnel of Radial during a transition period in which such personnel will continue to provide services to Irving Place Capital generally and to the Funds specifically. Irving Place Capital expects that such personnel will devote such business time and attention to Irving Place Capital and the Funds as they reasonably consider necessary. While none of the Funds is currently making new investments, the Irving Place Capital team - including Mr. Carpenter - continues to provide services to the Funds solely with respect to existing investments, including dispositions of such investments, while the Funds conclude their activities.