Ninepoint-Monroe U.S. Private Debt Fund - Canadian $ Hedged - Series F

Ninepoint-Monroe U.S. Private Debt Fund - Canadian $ Hedged

NPP925

Overview

U.S. Direct Lending

Primarily cash flow based loans to U.S. lower mid-market companies with floating interest rates over SOFR with an interest rate floor to hedge against interest rate risk.
Credit First, Zero Loss Mentality

Focus on structure, downside risk and principal protection.
Senior Secured

Security interests are primarily 1st lien and at the top of the capital structure.
Access to U.S. Mid-Market

U.S. mid-market businesses generate USD$6.0 trillion equating to the world’s 3^rd largest economy with loans exhibiting lower default rates and better recoveries when compared to traditional broadly syndicated markets.

Fund Objective

The fund seeks to achieve attractive risk-adjusted returns with the downside protection associated with investing primarily in secured private credit opportunities in a manner that is intended to be decoupled from public markets’ volatility.

Investment Team

Ninepoint Partners Advised by Monroe Capital Management Advisors LLC

Ninepoint Partners Advised by Monroe Capital Management Advisors LLC

Monroe Capital LLC (“Monroe”) is a private credit asset management firm specializing in direct lending and opportunistic private credit investing. Since 2004, the firm has provided private credit solutions to borrowers in the U.S. and Canada. Monroe’s middle market lending platform provides debt financing to businesses, special situation borrowers, and private equity sponsors. Investment types include cash flow, enterprise value and asset-based loans; unitranche financings; and equity co-inve...
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Mick Solimene

Managing Director, Portfolio Manager, HNW Portfolios

Mick Solimene

Managing Director, Portfolio Manager, HNW Portfolios

Mr. Solimene is a Managing Director and Portfolio Manager for Monroe’s high net worth portfolios, including serving as the Chief Financial Officer and Chief Investment Officer of both Monroe Capital Corporation (NASDAQ:MRCC) and Monroe Capital Income Plus Corporation. He joined the firm in 2021 and is a member of Monroe’s Investment Committee. He has over 35 years of experience in alternative investing, corporate finance, restructuring and special situations. Prior to Monroe, Mr. Solime...
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Performance

Compound Returns

As at 6/28/2024 (Series F) NPP925

Compound Returns
MTD %	YTD %	1Y %	3Y %	5Y %	10Y %	Inception %^†
- As at 6/28/2024	3.00	5.16	6.14	-	-	6.96

^†Inception Date: September 30, 2020

Calendar Year Returns (%)

As at 9/30/2024 (Series F) NPP925

2024 YTD	2023	2022	2021
3.00	5.05	6.31	9.05

Risk Tolerance

Low
Low - Med
Medium
Med - High
High

Facts, Fees & Fund Codes

Facts
Facts
Fund Type	Open-ended unincorporated investment trust
Inception Date	September 30, 2020
Registered Tax Plan Status	Not Eligible
Distributions	Quarterly^††
Performance Fee	20% over 7% Preferred^†
Minimum Initial Investment	$25,000 accredited $150,000 non-accredited*
Minimum Subsequent Investment	$5,000
Minimum Investment Term	Early redemption fee of 2%, if redeemed within the first 12 months
Redemptions	Quarterly, with 120 days notice. (Redemption Limit: Per quarter limit on redemptions is 5% of the outstanding NAV of the Master Fund [as defined in the Offering Memorandum] as at the prior quarter’s end. The redemption cap [as defined in the offering memorandum] will apply pro rata across all investors in the Master Fund.)
Valuations	Quarterly
†Fund returns between 7% and 8.75% are payable to the General Partner as a Performance Allocation plus applicable taxes. In addition. 20% of returns in excess of 8.75% are payable to the General Partner as a Performance Allocation plus applicable taxes. * $150,000 for non-individual.

Fees
Fees
Management & Advisory Fee	Series F: 0.10% All Classes are charged a 1.55% advisory fee at Master Fund Level.

Fund Codes
Fund Codes
Series F	NPP925
Series PF	NPP927

Documents

An investment in the Fund requires the financial ability and willingness to accept the high risks and lack of liquidity inherent in an investment in the Fund. Investors in the Fund must be prepared to bear such risks for an extended period of time. No assurance can be given that the Fund’s investment objectives will be achieved or that investors will receive a return of their capital. Investors should have the financial ability and willingness to accept the risk characteristics of the Fund’s investments. The Fund is available to accredited investors only and Advisors should review the offering documents and the financial ability of their clients in order to ensure investment suitability.

All returns and fund details are a) based on Class F units; b) net of fees; c) annualized if period is greater than one year; d) as at 12/29/2023. Portfolio allocation includes allocation made with pending subscriptions. Numbers may not add up due to rounding.

The rate of return is used only to illustrate the effects of the compound growth rate and is not intended to reflect future values of the investment fund or returns on investment in the investment fund.

Unitholders of a class of Units will be entitled to receive a quarterly distribution equal to 100% of the Net Income (as such term is defined in the Declaration of Trust) of the Fund attributable to such class, as applicable, from the preceding quarter. Quarterly distributions to Unitholders of a class of Units will be automatically reinvested in additional Units of the class at the Net Asset Value of such class of Units on the date of distribution unless the Unitholder has submitted an election to receive distributions in cash prior to date of distribution. Cash distributions will be made in dollars. The Fund reserves the right to adjust the distribution amount for a class of Units if deemed appropriate.

The Ninepoint-Monroe U.S. Private Debt Fund - Canadian $ Hedged is generally exposed to the following risks. See the offering memorandum of the Fund for a description of these risks: Overall Risk; Not a Complete Investment Program; General Investment Risk; Changes in Investment Strategy; Limited Ability to Liquidate Investment; Redemptions of Units; Redemption Cap Subject to Manager Discretion; Financial Condition, Liquidity and Capital Resources; Capital Depletion Risk; Risks Related to the Novel Coronavirus Disease (COVID-19); Risks Related to the Russian Invasion of Ukraine; Fluctuations in Net Asset Value and Valuation of the Master Fund’s Investments; Unitholders not Entitled to Participate in Management; Reliance on the Manager; Dependence of the Manager on Key Personnel; Reliance on the Advisor; Dependence of Advisor on Key Personnel; Taxation of the Fund; No Ownership Interest in the Master Fund or Portfolio; Delays in Subscription; Distributions; Potential Indemnification Obligations; Liability of Unitholders; Lack of Independent Experts Representing Unitholders; No Involvement of Unaffiliated Selling Agent; Not a Public Mutual Fund; Charges to the Fund; Risks Associated with the Master Fund and Investments by the Master Fund; Overall Investment Risk; Changes in Investment Strategy; General Economic and Market Conditions; Risks of Executing Investment Strategies; Market Liquidity; Discretion of the Manager; Concentration of Investments; Charges to the Master Fund; Performance Allocation; Non-Disclosure of Positions; Risk of Taxation; Availability of Investment Strategies; Business Risks; Middle Market Companies; Nature of Investments; Non-Performing Loans; Collateral; Inability to Meet Redemption Requests Due to Illiquidity of Collateral; Illiquidity; Credit Risk; Securitized Products; Investment in Collateralized Loan Obligations; Affiliated Collateralized Loan Obligations; Investments in Pooled Investment Funds; Real Estate Investments; Principal Transactions; Loan Origination; Availability of Loans; Lender Liability and Equitable Subordination; Interest Rate Risk; Borrower Fraud; Breach of Covenant; Insolvency Considerations with Respect to Issuers of Loans; Lender Liability; Equitable Subordination; Senior Loans Risk; Junior Debt Securities; Bank Loans; Non-Controlling Investments; Below-Par Securities; Distressed Investments; Litigation Finance Investments; Futures and Forward Contract Risks; Use of Leverage by the Master Fund; Use of Leverage by Portfolio Companies; Risks of Associated with Certain Dispositions; Lack of Sufficient Investment Opportunities; Projected Operating Results; Need for Follow-On Investments; Investments in Equity Securities Generally; Non-U.S. Investments; Currency Exchange Risk; Long-Term Investments; Counterparty Risk; Director Liability; The Advisor and Manager Receive Advisory Fees on the Total AUM of the Master Fund and the Manager and General Partner Receive Performance Allocations on the Net Asset Value of the Master Fund; Other Possible Risks.

The Ninepoint-Monroe U.S. Private Debt Fund - Canadian $ Hedged is offered on a private placement basis pursuant to an offering memorandum and are only available to investors who meet certain eligibility or minimum purchase amount requirements under applicable securities legislation. The offering memorandum contains important information about the Fund, including its investment objective and strategies, purchase options, applicable management fees, performance fees, other charges and expenses, and should be read carefully before investing. Performance data represents past performance of the Fund and is not indicative of future performance. Data based on performance history of less than five years may not give prospective investors enough information to base investment decisions on. Please contact your own personal advisor on your particular circumstance. This communication does not constitute an offer to sell or solicitation to purchase securities of the Fund.

The information contained herein does not constitute an offer or solicitation by anyone in the United States or in any other jurisdiction in which such an offer or solicitation is not authorized or to any person to whom it is unlawful to make such an offer or solicitation. Prospective investors who are not resident in Canada should contact their financial advisor to determine whether securities of the Fund may be lawfully sold in their jurisdiction.

Ninepoint Partners LP: Toll Free: 1.866.299.9906. Dealer Services: CIBC Mellon GSSC Record Keeping Services: Toll Free: 1.877.358.0540

(a)	a Canadian financial institution, or a Schedule III bank;
(b)	the Business Development Bank of Canada incorporated under the Business Development Bank of Canada Act (Canada);
(c)	a subsidiary of any person referred to in paragraphs (a) or (b), if the person owns all of the voting securities of the subsidiary, except the voting securities required by law to be owned by directors of that subsidiary;
(d)	a person registered under the securities legislation of a jurisdiction of Canada as an adviser or dealer, other than a person registered solely as a limited market dealer under one or both of the Securities Act (Ontario) or the Securities Act (Newfoundland and Labrador);
(e)	an individual registered or formerly registered under the securities legislation of a jurisdiction of Canada as a representative of a person referred to in paragraph (d);
(f)	the Government of Canada or a jurisdiction of Canada, or any crown corporation, agency or wholly owned entity of the Government of Canada or a jurisdiction of Canada;
(g)	a municipality, public board or commission in Canada and a metropolitan community, school board, the Comité de gestion de la taxe scolaire de l'île de Montréal or an intermunicipal management board in Québec;
(h)	any national, federal, state, provincial, territorial or municipal government of or in any foreign jurisdiction, or any agency of that government;
(i)	a pension fund that is regulated by the Office of the Superintendent of Financial Institutions (Canada), a pension commission or similar regulatory authority of a jurisdiction of Canada;
(j)	an individual who, either alone or with a spouse, beneficially owns financial assets having an aggregate realizable value that before taxes, but net of any related liabilities, exceeds $1,000,000;
(k)	an individual whose net income before taxes exceeded $200,000 in each of the 2 most recent calendar years or whose net income before taxes combined with that of a spouse exceeded $300,000 in each of the 2 most recent calendar years and who, in either case, reasonably expects to exceed that net income level in the current calendar year; (Note: If individual accredited investors wish to purchase through wholly-owned holding companies or similar entities, such purchasing entities must qualify under section (t) below, which must be initialled.)
(l)	an individual who, either alone or with a spouse, has net assets of at least $5,000,000;
(m)	a person, other than an individual or investment fund, that has net assets of at least $5,000,000 as shown on its most recently prepared financial statements;
(n)	an investment fund that distributes or has distributed its securities only to: a person that is or was an accredited investor at the time of the distribution, a person that acquires or acquired securities in the circumstances referred to in sections 2.10 [Minimum amount investment] or 2.19 [Additional investment in investment funds] of NI 45- 106, or a person described in paragraph (i) or (ii) that acquires or acquired securities under section 2.18 [Investment fund reinvestment] of NI 45-106;
(o)	an investment fund that distributes or has distributed securities under a prospectus in a jurisdiction of Canada for which the regulator or, in Québec, the securities regulatory authority, has issued a receipt;
(p)	a trust company or trust corporation registered or authorized to carry on business under the Trust and Loan Companies Act (Canada) or under comparable legislation in a jurisdiction of Canada or a foreign jurisdiction, acting on behalf of a fully managed account managed by the trust company or trust corporation, as the case may be;
(q)	a person acting on behalf of a fully managed account managed by that person, if that person: is registered or authorized to carry on business as an adviser or the equivalent under the securities legislation of a jurisdiction of Canada or a foreign jurisdiction; and Ontario, is purchasing a security that is not a security of an investment fund;
(r)	a registered charity under the Income Tax Act (Canada) that, in regard to the trade, has obtained advice from an eligibility adviser or an adviser registered under the securities legislation of the jurisdiction of the registered charity to give advice on the securities being traded;
(s)	an entity organized in a foreign jurisdiction that is analogous to any of the entities referred to in paragraphs (a) to (d) or paragraph (i) in form and function;
(t)	a person in respect of which all of the owners of interests, direct, indirect or beneficial, except the voting securities required by law to be owned by directors, are persons that are accredited investors;
(u)	an investment fund that is advised by a person registered as an adviser or a person that is exempt from registration as an adviser, or;
(v)	a person that is recognized or designated by the securities regulatory authority or, except in Ontario and Québec, the regulator as an accredited investor.