This document is issued by Northlight Group LLP (the “Investment Manager”) which is authorised and regulated by the Financial Conduct Authority in the United Kingdom with firm reference number 506925 and provides information about the Northlight European Fundamental Credit Fund, the MFM Northlight European Credit Opportunities Fund (the “Funds” or individually the “Fund”) and the Investment Manager. The Investment Manager is registered as an Exempt Reporting Adviser with the US Securities and Exchange Commission. The distribution of this document is restricted by law. It has been made available only to a selected group of recipients. The information contained in this document is also confidential. You must not copy this document or pass it to anyone else. If you (or the legal person you represent) did not receive this document directly from the Investment Manager, please return it to the Investment Manager. The Investment Manager will not act for you (or any other investor) and will not be responsible to you for providing protections afforded to the clients of the Investment Manager’s investment services. Without prejudice to the generality of the foregoing, the Investment Manager does not provide any investment service to you (including, without limitation, the provision of investment advice, or the reception and transmission of orders). This document is not, and must not be treated as, investment advice, investment recommendations, or investment research. Recipients of this document must not take (or refrain from taking) any investment decision on the basis of the information set out in this document. Before making any investment decision, you should seek independent investment, legal, tax, accounting or other professional advice as appropriate, none of which is offered to you by the Investment Manager. The Investment Manager accepts no duty of care to you in relation to investments. This document is for information purposes only. This document is not intended to constitute an offering or placement, or the solicitation of an offer to subscribe for, units or shares in the Funds, in any jurisdiction. Any such offering or placement, if made, would be made only by way of a prospectus (or other formal offering document) for the Funds and only in jurisdictions in which such an offering or placement would be lawful. The offering document for the Funds will contain important information concerning risk factors and other material information concerning the Funds. An investment into the Funds may expose a person accepted as an investor in the Funds to a significant risk of losing some or all of the amount invested. The information contained in this document should not be construed as either projections or predictions. The Investment Manager makes no representation or warranty, express or implied, except as required by law or in the case of fraud, regarding the accuracy, completeness or adequacy of the information. Past performance cannot be relied on as a guide to future performance. In addition, the following restrictions apply to the distribution of this document. Notice for persons in the European Economic Area and the United Kingdom: In relation to each member state of the EEA and the United Kingdom (each a “Relevant State”), this document may only be distributed to the extent that: (1) the Fund is permitted to be marketed to professional investors in the Relevant State in accordance with the Alternative Investment Fund Managers Directive (2011/61/EU) (as implemented into the local law/regulation of the Relevant State); or (2) this document may otherwise be lawfully distributed in that Relevant State (including at the initiative of the investor). No key information document will be prepared in respect of the Fund in accordance with Regulation (EU) No 1286/2014 (as implemented into the local law/regulation of the Relevant State) on key information documents for packaged retail and insurance-based products. Accordingly, investment in the Funds will not be available to, and no person may currently advise on, offer or sell investments in the Funds for or to, any retail client (as defined in the EU’s re-cast Markets in Financial Instruments Directive (2014/65/EU)) as implemented into the local law/regulation of any Relevant State. Notice for persons in the United Kingdom: This document is being issued in the United Kingdom by the Investment Manager to and/or is directed only at persons who are professional investors for the purposes of the Alternative Investment Fund Managers Regulations 2013, as amended and is accordingly exempt from the financial promotion restriction in Section 21 of the Financial Services and Markets Act 2000 (“FSMA”) in accordance with article 29(3) of the FSMA (Financial Promotions) Order 2005. The opportunity to invest in the Funds is only available to such persons in the United Kingdom and this document must not be relied or acted upon by any other persons in the United Kingdom. Notice for persons in the United States: This document is not intended for distribution in the United States or for the account of U.S. persons (as defined in Regulation S under the United States Securities Act of 1933, as amended (the “Securities Act”)) except to persons who are “qualified purchasers” (as defined in section 2(a)(51) of the United States Investment Company Act of 1940, as amended (the “Investment Company Act”)) and “accredited investors” (as defined in Rule 501(a) under the Securities Act).The Funds’ securities will not be registered under the U.S. Securities Act of 1933, as amended, or qualified under any applicable state securities statutes. The Funds will not be registered as an investment company under the Investment Company Act. Notice for persons in Switzerland: The offer and marketing of interests of the Funds in Switzerland will be exclusively made to, and directed at, qualified investors (the “Qualified Investors”), as defined in Article 10(3) of the Swiss Collective Investment Schemes Act (“CISA”) in conjunction with Art. 4(4) of the Swiss Federal Act on Financial Services (“FinSA”), i.e. institutional clients, at the exclusion of professional clients with opting-out pursuant to Art. 5(3) FinSA (“Excluded Qualified Investors”). Accordingly, the Funds will not be registered with the Swiss Financial Market Supervisory Authority (“FINMA”). The representative of the Northlight European Fundamental Credit Fund in Switzerland is Auris Wealth Management S.A., registered office at 15 Boulevard des Philosophes, 1025 Geneva, Switzerland. The Paying Agent of the the Northlight European Fundamental Credit Fund in Switzerland is Banque Heritage S.A., Switzerland, with registered office at Route de Chêne 61, 1208 Geneva, Switzerland. The representative of the MFM Northlight European Credit Opportunities Fund in Switzerland is FundPartner Solutions (Suisse) SA, with registered office at Route des Acacias 60, 1211 Geneva 73, Switzerland. The Paying Agent of MFM Northlight European Credit Opportunities Fund in Switzerland is Pictet & Cie Bank SA, with registered office at Route des Acacias 60, 1211 Geneva 73, Switzerland. This document and/or any other offering or marketing materials relating to the interests of the Funds may be made available in Switzerland solely to Qualified Investors, at the exclusion of Excluded Qualified Investors. Notice for persons in Japan: The shares in the Funds have not been and will not be registered pursuant to Article 4, Paragraph 1 of the Financial Instruments and Exchange Law of Japan (Law no. 25 of 1948, as amended) and, accordingly, none of the shares in the Funds nor any interest therein may be offered or sold, directly or indirectly, in Japan or to, or for the benefit, of any Japanese person or to others for re-offering or resale, directly or indirectly, in Japan or to any Japanese person except under circumstances which will result in compliance with all applicable laws, regulations and guidelines promulgated by the relevant Japanese governmental and regulatory authorities and in effect at the relevant time. For this purpose, a “Japanese person” means any person resident in Japan, including any corporation or other entity organised under the laws of Japan. Notice for persons in other jurisdictions: The distribution of this document may be further restricted by law. Accordingly, this document may not be used in any jurisdiction except under circumstances that will result in compliance with any applicable laws and regulations. Persons to whom this document is communicated should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of applicable securities law. (04/24)