Generally The firm was established in 1971 by Louis Kelso, who is commonly referred to as the inventor of the Employee Stock Ownership Plan (“ESOP”). The firm operated as an advisory firm throughout most of the 1970s, assisting numerous companies with change-of-control transactions structured through ESOPs. The firm is one of the founding firms in private equity, with over 40 years of investment experience. In 1980, the firm formed its first investment partnership to make direct equity investments in companies, helping to pioneer the structures utilized in the early days of the private equity industry. Kelso & Company, L.P. (“Kelso”) is a Delaware limited partnership, and has been registered as an investment adviser with the Securities and Exchange Commission (“SEC”) since March, 2012. Kelso focuses on middle-market private equity investments primarily in North America. Our principal place of business is New York, New York. Principal Owners The Adviser is principally controlled by its general partner, Kelso & Company, LLC, a Delaware limited liability company, and is beneficially owned by the Partners (as defined below). The day-to-day affairs of the Adviser are generally managed by Philip E. Berney, Frank J. Loverro, Christopher L. Collins, A. Lynn Alexander, Frank K. Bynum, Jr., David L. Cohen, James J. Connors, II, Stephen C. Dutton, Matthew S. Edgerton, William C. Frayer, Michael B. Goldberg, Alec J. Hufnagel, Joseph M. Kopilak, Henry Mannix III, George E. Matelich, Howard A. Matlin, Church M. Moore, Beth G. Neumann, Michael P. Nichols, Frank T. Nickell, Stanley de J. Osborne, David I. Wahrhaftig, Thomas R. Wall, IV, and William Woo (collectively, the “Partners”). Advisory Services The Adviser provides investment advisory services to privately offered funds, which are investment vehicles that are exempt from registration under the Investment Company Act of 1940, as amended (the “40 Act”), and whose securities are not registered under the Securities Act of 1933, as amended. The Adviser currently serves as the investment manager for Kelso Investment Associates VII, L.P. and KIA VII Feeder, L.P. (collectively, “Fund VII”), Kelso Investment Associates VIII, L.P. and KIA VIII Feeder, L.P. (collectively, “Fund VIII”), Kelso Investment Associates IX, L.P. and KIA IX Feeder, L.P. (collectively, “Fund IX”), Kelso Investment Associates X, L.P. and KIA X Feeder, L.P. (collectively, “Fund X”) and Kelso Investment Associates XI, L.P. and KIA XI Feeder, L.P. (collectively, “Fund XI”, and together with Fund VII, Fund VIII, Fund IX and Fund X, the “Primary Funds”), as well as certain related investment vehicles and other funds described below. KIA VII Feeder, L.P, KIA VIII Feeder, L.P., KIA IX Feeder, L.P., KIA X Feeder, L.P., and KIA XI Feeder, L.P. (each, a “Feeder Fund”, and collectively, “Feeder Funds”) are “feeder” vehicles organized to invest exclusively in the relevant Primary Fund. The investment strategy of the Adviser is described in Item 8 below and set forth more fully in the private placement memoranda (as supplemented or amended, the “Private Placement Memoranda”) of each Primary Fund. The Adviser provides services to each Primary Fund or other Fund (described below), as applicable, in accordance with the limited partnership or similar governing agreement of such Primary Fund or other Fund, as applicable (each, a “Partnership Agreement”), and the management agreement between the Adviser and such Primary Fund or other Fund, as applicable (each, a “Management Agreement”). The Adviser’s investment advice to the Primary Funds and to certain other Funds, is limited to the type of advice described in this Brochure. Fund Structure As a general matter, the Primary Funds are managed by the Adviser, which investigates, analyzes, structures and negotiates potential investments. The Adviser has general authority to recommend investments to the general partner of each Primary Fund (the “General Partners”), subject to the limitations set forth in the Management Agreements and Partnership Agreements of the Primary Funds. The management and the conduct of the activities of each Primary Fund remain the ultimate responsibility of such Primary Fund’s General Partner. The General Partner of each Primary Fund is an affiliate of the Adviser. The Adviser may establish additional vehicles to allow certain persons to invest alongside a Primary Fund in one or more investment opportunities (each such vehicle, a “Co-Investment Fund”). Such Co-Investment Funds include: KEP VI, LLC, a Delaware limited liability company (“KEP VI”), KEP X, LLC, a Delaware limited liability company (“KEP X”), KEP XI, LLC, a Delaware limited liability company (“KEP XI”), KSN Fund IX, L.P., a Delaware limited partnership (“KSN IX”), KSN Fund X, L.P. a Delaware limited partnership (“KSN X”) and KSN Fund XI, L.P., a Delaware limited partnership (“KSN XI”, and together with KEP VI, KEP X, KEP XI, KSN IX and KSN X and their related vehicles, the “Kelso Investment Funds”). The Kelso Investment Funds provide the Adviser’s employees, outside directors, consultants and advisors, other executives and portfolio company management teams (collectively, the “Kelso Investors”) with the opportunity to invest alongside certain Primary Funds in all deals (e.g., KSN IX, KSN X and KSN XI have been formed to invest alongside Fund IX, Fund X and Fund XI, respectively). Commencing with Fund IX, the Adviser established a co-investment program pursuant to which Co-Investment Funds have been formed to invest alongside Fund IX, Fund X, and Fund XI in certain specific investments. The Advisor may form other Co-Investment Funds in the future. Traditionally, KEP VI (which, historically, was the sole Kelso Investment Fund) had elected an investment percentage in advance for each year to participate in all investments (including follow-on investments) made by Fund VII

and Fund VIII during such year. However, the Kelso Investment Funds investing alongside Fund IX (together with the general partner of Fund IX) have instead committed in the aggregate a fixed amount equal to $625 million to invest in or alongside Fund IX, which commitment will not be reduced except in connection with the termination of employment or affiliation of certain persons with the Adviser (such amount, the “Kelso IX Commitment”). The Kelso Investment Funds investing in or alongside Fund X have committed to invest approximately 11% of third-party capital commitments (the “Kelso X Commitment”). The Kelso Investment Funds investing in or alongside Fund XI have committed to invest approximately 14% of third-party capital commitments (the “Kelso XI Commitment”). As a general matter, any investment by a Co-Investment Fund (including Kelso Investment Funds) will be on terms and conditions not more favorable than the terms and conditions of the investment by the applicable Primary Fund. Co-investment opportunities may be made available through limited partnerships or other entities, the terms of which are permitted to differ from those of the applicable Primary Fund. Kelso is not expected to offer co-investment with respect to all of the relevant Primary Fund’s investments. While the General Partner generally intends to make co- investment opportunities available to Limited Partners (and may also make such opportunities available to affiliates or designees of Limited Partners or other persons), there can be no assurances with respect to the amount of any co-investment opportunity that will be made available in connection with the applicable Primary Fund. Being a Limited Partner of the applicable Primary Fund does not entitle any Limited Partner to a right to participate in any co-investment opportunity. In connection with a follow-on investment, if the side-by-side investment percentage changes with respect to the investment made by a Kelso Investment Fund during the period between the date of the initial investment and the date of the follow-on investment, the share of the follow-on investment allocated to such Kelso Investment Fund will be based upon the side-by- side investment percentage at the time such follow-on investment is made in accordance with the applicable Partnership Agreement or similar governing agreement of such Kelso Investment Fund. Additionally, in the event that a Co-Investment Fund (other than a Kelso Investment Fund) is called upon to provide follow-on funding, to the extent not obligated to provide follow-on funding, such Co-Investment Fund will generally have the opportunity to participate in such follow-on investment based upon its then existing sharing percentage. However, if the members of a Co- Investment Fund elect not to participate in a follow-on investment, and certain but not all of the members decide to participate in such additional investment, the members that do not participate will generally suffer a proportional dilution of their overall investment. In addition, the Adviser may offer certain interested co-investors and other third-parties the opportunity to invest directly or indirectly in the debt and/or equity capital structure of a portfolio company. The terms of any such debt investment opportunity may be more or less favorable than terms that may be available from other third-party debt investors. The General Partner will have the right in connection with any investment to structure the participation of some or all of the Limited Partners in one or more portfolio investments through one or more alternative investment vehicles (“Alternative Investment Vehicles”) if, in the judgment of the relevant General Partner, the use of such vehicle or vehicles would allow the applicable Primary Fund or its investors to address certain legal or regulatory constraints that may arise in connection with a transaction or transactions or invest in such transaction or transactions in a more tax efficient manner and/or would facilitate participation in certain types of investments. Any Alternative Investment Vehicle generally will contain terms and conditions substantially similar to those of the applicable Primary Fund (except as may be advisable to address such legal, regulatory or tax constraints) and will be managed by Kelso or an affiliate thereof. The profits and losses of an Alternative Investment Vehicle generally will be aggregated with those of the applicable Primary Fund for purposes of determining distributions by either the applicable Primary Fund or such vehicle, unless the General Partner elects otherwise in its sole discretion based on a determination that such aggregation could increase the risk of any adverse tax or other consequences. The Primary Funds, Co-Investment Funds (including the Kelso Investment Funds), Feeder Funds, Alternative Investment Vehicles and certain other funds are collectively referred to as the “Funds.” The general partners and other managing entities of the Funds described above are collectively referred to as the “General Partners” in this Brochure. The limited partners, investors and members of the Funds described above are collectively referred to as “Limited Partners” in this Brochure. Investment Restrictions The advice provided by the Adviser and its affiliates to each Fund is tailored to meet the individual investment objectives and restrictions of each Fund. Each Partnership Agreement imposes restrictions on investing in certain securities or types of securities. Management of Client Assets As of December 31, 2023, the Adviser had Regulatory Assets Under Management totaling $16,585,927,863 on a discretionary basis. Kelso does not manage assets on a nondiscretionary basis. The term “Regulatory Assets Under Management” is defined by the SEC in the instructions to Form ADV, and is calculated in accordance with the requirements prescribed by the SEC.