Carlyle AlpInvest Private Markets Fund

Investors should consult with their financial advisor about the suitability of the Fund in their portfolio. The Fund’s shares are offered for purchase exclusively through, and subject to the terms of, its prospectus.

Investing in the Fund involves a high degree of risk, including the risk that you may receive little or no return on your investment or that you may lose part or all of your investment. The Fund is a continuously offered, non-diversified, closed-end management investment company registered under the Investment Company Act of 1940 and is not intended to be a typical traded investment. As further discussed below, limited liquidity may be provided to shareholders only through discretionary repurchase offers. Regardless of how the Fund performs, there is no guarantee that shareholders will be able to tender shares for repurchase in the Fund’s repurchase offers or that, if tendered, such shares will be repurchased.

An investor should consider the Fund’s investment objective, risks, charges and expenses before investing. This and other important information about the Fund is in the Fund’s prospectus, which can be obtained by contacting your financial advisor, by downloading a copy from this webpage or by calling (844) 417-4186.  The prospectus should be read carefully before investing. There is no assurance that the Fund will achieve its investment objective. The Fund is subject to numerous risks, including investment risks. The Fund is not a complete investment program, and you may lose money investing in the Fund. An investment in the Fund may not be appropriate for all investors.

This material is provided for general and educational purposes only, is not intended to provide legal or tax advice, and is not for use to avoid any penalties that may be imposed under U.S. federal tax laws. Contact your attorney or other advisor regarding your specific legal, investment or tax situation.

IMPORTANT NOTE ON INVESTOR ELIGIBILITY: Please note that the Fund will sell its shares only to eligible investors that are both “qualified clients” within the meaning of Rule 205-3 under the Investment Advisers Act of 1940 and “accredited investors” within the meaning of Rule 501 under the Securities Act of 1933.

The Fund is not a liquid investment. No shareholder will have the right to require the Fund to repurchase its shares. AlpInvest Private Equity Investment Management, LLC (“AlpInvest”), the Fund’s investment adviser, currently expects that, after the Fund completes its first full year of operations, it will recommend to the Board (subject to the Board’s discretion) that the Fund offer to repurchase shares from shareholders on a quarterly basis in an amount expected to be approximately 5% of the Fund’s net asset value. Any repurchases of shares will be made at such times and on such terms as may be determined by the Board from time to time in its sole discretion.

The Fund may also elect to repurchase less than the full amount that a Shareholder requests to be repurchased. In determining whether the Fund should offer to repurchase shares from shareholders of the Fund pursuant to repurchase requests, the Board may consider, among other things, the recommendation of the Adviser as well as a variety of other operational, business and economic factors.

The amount of distributions that the Fund may pay, if any, is uncertain. The Fund may pay distributions in significant part from sources that may not be available in the future and that are unrelated to the Fund’s performance, such as borrowings.

Investing in the Fund involves risks, including the risk that investors may receive little or no return on their investment or that investors may lose part or all of their investment. Some of the key risks of the Fund include limited operating history, limited liquidity, restricted and illiquid investments, non-diversification, and the difficulty of valuing the Fund’s investments. The Fund’s private markets investments in most cases will be highly illiquid and difficult to value and typically cannot be transferred or redeemed for a substantial period of time. Unless and until those investments are sold, liquidate or become marketable securities, the Fund’s private markets investments will remain illiquid. The Fund, and its underlying investments, may engage in the use of leverage, hedging, and other speculative investment practices that may accelerate losses. Investment return and principal value of an investment will fluctuate, and an investor's shares in the Fund, when repurchased by the Fund, may be worth more or less than their original cost.  Shares in the Fund are speculative and illiquid securities involving substantial risk of loss. Shares in the Fund are appropriate only for those investors who can tolerate a high degree of risk and do not require a liquid investment and for whom an investment in the Fund does not constitute a complete investment program. The Fund has limited operating history and its shares have no history of public trading. The Fund’s shares are subject to substantial restrictions on transferability and resale and may not be transferred or resold except as permitted. It is not anticipated that a secondary market for the Fund’s shares will develop. The Fund will invest globally, and non-US investments may be volatile and involve additional expenses and special risks, including currency fluctuations, foreign taxes, regulatory, and geopolitical risks.

AlpInvest Private Equity Investment Management, LLC (“APEIM”) is the investment advisor to the Fund. Carlyle Global Credit Investment Management L.L.C. (“CGCIM”) is the sub-adviser to the Fund.  APEIM and CGCIM are each registered as investment advisers with the SEC under the Investment Advisers Act of 1940. TCG Capital Markets L.L.C. (“TCG Capital Markets”) is a registered broker-dealer with the SEC and a FINRA member and is the distributor of the Fund. CGCIM, and TCG Capital Markets are affiliates and are part of The Carlyle Group (Nasdaq:CG). “AlpInvest” is the brand name used by APEIM and other affiliates that comprise Carlyle’s Global Investment Solutions business segment.