683 Capital Management LLC

FEES AND COMPENSATION
Compensation

The relationship between 683 Capital and its Clients is governed by investment advisory agreements and
other Client constituent documents. Fees for advisory services are generally not negotiable.

683 Capital receives an asset-based management fee from Investors, which is payable promptly in advance,
after the first day of each month, based on the Client’s net asset value as of the first day of such month. The
management fee will be prorated for periods less than a full month. If additional contributions are made to
the Fund during the month, the management fee will be prorated and charged at the time of such
contribution.

Additionally, subject to a loss carryforward provision, an incentive allocation reflecting a percentage of the
net profits (taking into account realized and unrealized gains and losses) in each Investor’s capital account,
is applied as of the end of each fiscal year and will be paid to the General Partner. Under the loss
carryforward provision, no incentive allocation will be made with respect to a particular Investor for a fiscal
year until any net loss previously allocated to the capital account of such Investor has been offset by
subsequent net profits. Any such loss carryforward will be subject to reduction for withdrawals on a pro
rata basis. In the event an Investor withdraws or is required to retire at any time other than the end of a
fiscal year, the incentive allocation will be made with respect to such Investor on the applicable withdrawal
or retirement date.

683 Capital (or an affiliate) deducts fees from the Fund’s assets. Advisory Clients cannot be billed directly
for fees incurred.

Please refer to the offering documents for a complete understanding of how 683 Capital is
compensated and how fees are deducted from Clients’ assets. The information contained herein is a
summary only and is qualified in its entirety by the relevant fund documents.

Expenses

The Clients pay all of its organizational expenses, including the expenses of the initial offer and sale of
limited partnership interests and shares, as applicable.

Expenses include, but are not limited to, those related to the evaluation, discovery, investigation,
development, acquisition, monitoring, management, holding, enhancement, restructuring, or disposition of
investments, whether or not consummated. These include, but are not limited to, legal, tax, insurance,
accounting (including third-party accounting services), auditing and other professional expenses, a portion
of the cost of regulatory filings of the Adviser as they specifically relate to the Fund, research expenses,
investment expenses such as commissions, custodial fees, bank service fees and other expenses related to
the purchase, sale or transmittal of Client assets; provided, however, that 683 Capital will be responsible
for and will pay any Client’s expenses in excess of a certain agreed upon amount (calculated per annum)
of the Client’s net assets

683 Capital and the General Partner are responsible for and pay all overhead expenses of an ordinary and
recurring nature such as rent, supplies, secretarial expenses, stationery, charges for furniture and fixtures,

employee insurance, payroll taxes and compensation of employees. A portion of the foregoing expenses
may be paid through the use of “soft dollars”.

It should be noted that Investors will indirectly incur brokerage and other transaction costs related to their
investment in the Fund. Please refer to the Brokerage Practices section herein for a more detailed discussion
of 683 Capital’s brokerage and “soft dollar” practices.

   PERFORMANCE-BASED FEES AND SIDE-BY-SIDE MANAGEMENT
As noted above, 683 Capital and its related general partners charge Clients performance-based fees, which
are fees based on a share of income from, capital gains on, or capital appreciation of, such Clients’ assets.

It should be noted that the possibility that the General Partner (or any affiliate of 683 Capital) may receive
performance-based compensation creates a potential conflict of interest in that it may create an incentive
for 683 Capital to make investments that are riskier or more speculative than in the absence of such a
performance-based fee. Investors are provided with clear disclosure as to how performance-based
compensation is charged with respect to the Fund and the risks associated with such performance-based
compensation prior to making an investment.

TYPES OF CLIENTS
As noted above, 683 Capital currently provides discretionary investment advisory services to various
private funds. 683 Capital’s Clients, including investors therein, include without limitation, pensions funds,
foundations, endowments, fund of funds, family offices, and high net worth individuals. All investors in
private fund Clients are required to be either “qualified purchasers” or employees who are deemed to be
“knowledgeable employees” under the U.S. Investment Company Act of 1940 (as amended, the “40 Act”).

             METHODS OF ANALYSIS, INVESTMENT STRATEGIES
                          AND RISK OF LOSS
As noted above, 683 Capital’s investment objective is to generate superior long-term risk adjusted returns
by identifying attractive investment opportunities based on fundamental company and industry specific
research.
683 Capital’s research process includes reviewing financial documents for a particular company and often
related companies, financial modeling, review of legal documents, contact with company management and
other industry professionals. Different companies are examined in different ways depending on the nature
of the investment. For instance, a company with negative free cash flow may be considered a very attractive
investment if it has assets that can be repurposed to a better use or if it is in the worst part of its cycle and
its assets are trading below replacement cost. Extensive examination of balance sheets and historical cash
flow statements is an important part of determining such value.

In general, 683 Capital focuses on finding discrepancies between the economic value of a particular
business and the price at which that company’s shares may be acquired. At times, 683 Capital may focus
on related issues such as whether the implied volatility of a company’s options is appropriate given the
nature of the company’s business or anticipated news flow.

Investments are not limited to a particular market capitalization or country, although 683 Capital expects
that the majority of investments will tend to be domiciled in English speaking countries (e.g., the United
States, Canada, the United Kingdom, Ireland, Australia, and India) and expects that the vast majority of

investments will have financial statements in English. Areas of particular research focus include spinoffs,
holding companies in multiple lines of business, parent-stub trades, companies that can repurpose assets,
companies trading below their IPO or secondary offering price (“broken IPOs” and “broken secondaries”),
bank demutualizations, and companies emerging from bankruptcy. Many investments may be made outside
of these areas of interest as well.

683 Capital intends to run the portfolio at most times significantly net long and mildly leveraged but may
at times be underinvested depending on the attractiveness of available opportunities. 683 Capital also
reserves the right, when it deems it appropriate to use limited amounts of leverage.

An investment in the Fund may be deemed speculative and is not intended as a complete investment
program. Investing in the Fund involves significant risk factors and is suitable only for sophisticated persons
who can bear the economic risk of the loss of their entire investment, who have a limited need for liquidity
in their investment and who meet the conditions set forth in the Fund documents.

All investments present a risk of loss of capital. Supply and demand for securities and other financial
instruments change rapidly and are affected by a variety of factors. Such factors include investment-specific
price fluctuations as well as macro-economic, market and industry-specific conditions, including, but not
limited to, national and international economic conditions, domestic and international financial policies and
performance, conditions affecting particular investments (such as the results of operations, financial
condition, sales and product lines of corporate issuers), national and international politics, governmental
events and changes in interest rates and income tax laws. In addition, events such as political instability,
terrorism, natural disasters, and regional and global health epidemics may occur. The Fund may have only
limited ability to vary its investment portfolio in response to changing economic, financial, investment and
other conditions. No guarantee or representation can be made that the Fund’s investment program will be
successful. The market price of securities and other financial instruments owned by the Fund may go up or
down, sometimes unpredictably, and investment results may vary substantially.

Clients and investors should carefully consider a number of different risks including, but not limited to, the
following:

Short Sales
Short sales can, in certain circumstances, substantially increase the impact of adverse price movements on
the Fund’s portfolio. A short sale involves the risk of a theoretically unlimited increase in the market price
of the particular investment sold short, which could result in an inability to cover the short position and a
theoretically unlimited loss. There is a risk that the Fund would have to return the securities it borrows, in
connection with a short sale, to the securities lender on short notice. If a request for return of borrowed
securities occurs at a time when other short sellers of the security are receiving similar requests, a “short
squeeze” can occur, and the Fund may be compelled to replace borrowed securities previously sold short
with purchases on the open market at the most disadvantageous time, possibly at prices significantly in
excess of the proceeds received in originally selling the securities short.

Leverage
The Fund may employ leverage. Leverage increases returns to Investors if the Fund earns a greater return
on leveraged investments than the cost of such leverage. However, the use of leverage exposes the Fund to
...