20 Gates Management LLC

Item 5: Fees and Compensation

The Firm is generally compensated by a Client under one or more of the following fee
arrangements, as mutually agreed from time to time, for the services we provide:
    1. Fixed percentage fee calculated on the amount of assets covered by an advisory /
       sub-advisory agreement,
    2. A negotiated percentage of the “residual” after debt payments and other expenses
       of the Client (“Residual Fee”), and/or
    3. A “Performance-Based” fee calculated on the periodic return a Client earns from
       investments recommended by 20 Gates (please see Item 6 below).

If a Client pays monthly fixed dollar fees in advance, typically the contract with the Client
would contain notice periods before termination that last longer than the periods covered by
the advanced fees, so there should not be a need to refund prepaid fees upon termination.
Depending on the Client or the Financial Assets, fees may be deducted or billed separately.
The timing of fees is mutually agreed between the Firm and each Client.

In addition to the fees paid to our Firm, Clients will typically pay (or reimburse 20 Gates) for
the costs and expenses associated with various services performed on behalf of such Client,
including outside legal counsel and third party vendor expenses, as part of the evaluation and

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20 Gates Management LLC                                                      Form ADV Part 2A

negotiation of specific transactions, administration and 3rd party custodian services, fees to the
issuing and paying agent, and expenses related to performing due diligence and evaluation on
the Financial Assets.

Under relevant agreements, 20 Gates has the discretion as to when it receives the Residual
Fee that it has earned from the ABCP Conduit. Permitting the ABCP Conduit to retain
amounts payable to 20 Gates results in the establishment of a payable on the books of the
ABCP Conduit, and can result in certain benefits to 20 Gates, such as the possibility of realizing
a greater but immaterial return on its capital as compared to capital deployed outside of the
ABCP Conduit, and receiving an increase in fees payable to 20 Gates (as a result of an increase
in the asset value of the conduit). It also can result in certain benefits to the ABCP Conduit,
such as having ready access to additional capital when needed for investment, operational or
other purposes.

See also Item 10.

Item 7: Types of Clients

Our typical Clients or potential clients generally range from large financial institutions such as
commercial banks or specialty finance companies to asset managers, institutional investors,
investment companies, or an entity sponsored by a financial institution or specialty finance
company. We also provide advisory services to ABCP Conduits and other special purpose
vehicles which may either be sponsored by a financial institution or under common control
with the Firm; one such ABCP Conduit currently is under common control with the Firm.

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20 Gates Management LLC                                                      Form ADV Part 2A

Client Account Minimums

20 Gates does not have specific minimum Client account sizes. As described in Item 4, 20
Gates generally provides investment advisory services to large financial institutions, primarily
in connection with secured lending transactions. Given the institutional nature of our advisory
services, the typical account will generally commit at least $250 million.