Altpoint Capital Partners LLC

Item 5: Fees and Compensation

Compensation

Altpoint typically charges a management fee, and an affiliate of Altpoint typically is entitled to a
performance allocation, in each case as described in the governing documents and/or investment
management agreement of the applicable Fund. The fees and other compensation payable to Altpoint
and its affiliates by a Fund may vary among Funds and may vary among investors in the same Fund. Funds
(feeder funds) that invest all of their investable assets in other Funds (master funds) bear their share of
master fund management fees but are not charged stacked fees. In certain circumstances, the fees and
other compensation payable to Altpoint and its affiliates may be negotiated and set forth in subscription
documentation in respect of a particular Fund investor and/or waived in whole or in part. Altpoint
generally intends to waive the management fee and performance allocation for investments by Altpoint,
its affiliates, and its principals and employees, including estate planning vehicles of such persons and
certain other persons or entities associated with such persons. Investors should review the governing
documents and offering documents of the applicable Fund in conjunction with this brochure for complete
information on the fees and compensation payable with respect to such Fund. All Fund investors are
“qualified purchasers” as defined in section 2(a)(51) of the Company Act; accordingly, no specific fee
information is disclosed in this brochure.

Deduction of Fees; Timing of Payments; Termination

Altpoint is authorized under the governing documents and investment management agreements of the
Funds to charge and deduct management fees and performance allocations from the assets of the Funds
for its services. The Funds typically pay management fees in advance. If the investment management
agreement is terminated before the end of the billing period, Altpoint refunds a pro rata portion of the
pre-paid management fee to the applicable Fund’s account.

Other Expenses

In addition to the management fees and performance allocations disclosed above, each Fund investor also
bears its allocable share of such Fund’s (i) out-of-pocket fees and expenses, if any, incurred in connection
with consummated portfolio investments, unconsummated investments, and indebtedness (including
interest thereon), including the evaluation, acquisition, holding, and disposition thereof, each to the
extent that such fees and expenses are not reimbursed by a portfolio company or other third party
(including among other things, any engineering, environmental, third-party payment processing, travel
(including meals, entertainment and lodging), legal and accounting expenses and other fees and out-of-
pocket costs related thereto); (ii) legal, insurance, custodial, and accounting expenses, including expenses
associated with the preparation of such Fund’s financial statements, tax returns and U.S. Internal Revenue
Service Schedule K-1s; (iii) auditing and banking expenses; (iv) appraisal and valuation expenses; (v) costs
and expenses that are classified as extraordinary expenses under generally accepted accounting
principles; (vi) taxes and other governmental charges, fees and duties payable by such Fund; (vii) all
litigation-related and indemnification expenses; (viii) costs of reporting to such Fund’s investors; and (ix)
costs of winding up and liquidating such Fund. Travel expenses associated with the acquisition, holding,
and disposition of investments may include, on occasion, the use of non-commercial planes on a time-
share basis; in such cases, the allocable cost of such time-sharing arrangements will be charged to the
relevant Funds. Each Fund also bears all legal, accounting, filing, and other organizational and offering
fees and expenses incurred in its formation; provided that, to the extent that these fees and expenses

                                                                                   Altpoint Capital Partners

exceed the threshold set forth in the relevant organizational documents, such excess will be borne by
Altpoint. Certain Funds may also be subject to other expenses as set forth in their applicable governing
or operating documents.

Any expenses that are properly borne by a Fund but that are paid initially by Altpoint will generally be
reimbursed by the applicable Fund.

Please refer to Item 12 for additional information regarding Altpoint’s brokerage practices.

Altpoint and its supervised persons do not accept compensation or commissions for the sale of securities
or other investment products.

                                                                                    Altpoint Capital Partners

Item 7: Types of Clients

Altpoint currently provides investment advisory services only to the Funds. Investment advice is provided
directly to the Funds, subject to the discretion and control of the general partner of the applicable Fund,
and not individually to the investors in the Funds. It is possible that Altpoint will provide advisory services
to other categories of clients in the future.

Interests in the Funds are offered pursuant to applicable exemptions from registration under the
Company Act and the Securities Act. Investors in the Funds may include high net worth or ultra-high net
worth individuals, single- or multiple-family offices, trusts, estates, corporations, limited partnerships,
limited liability companies, other institutional investors, sovereign wealth funds, charitable organizations,
pension plans, foundations, endowments, and other domestic and foreign entities. Altpoint also permits
certain qualified principals and/or employees to invest in the Funds. The Funds typically impose a
minimum initial investment requirement which may be waived at the discretion of the general partner of
the applicable Fund.

This brochure is not (i) an offer or agreement to provide investment advisory services to any person; (ii)
an offer to sell interests (or a solicitation of an offer to purchase interests) in any Fund; or (iii) a complete
discussion of the investment strategies, risks, conflicts, or features of any Fund managed by Altpoint.

As required by the Advisers Act, Altpoint provides this brochure to each Fund and may also, in its sole
discretion, provide this brochure to current or prospective investors in a Fund, together with applicable
offering documentation, prior to or in connection with an investment in a Fund. The delivery of this
brochure to an investor or prospective investor in a Fund is not an acknowledgement that the investor or
prospective investor is a client of Altpoint or any of its affiliates under the Advisers Act.

This brochure is publicly available through the SEC’s Investment Adviser Public Disclosure website.
Persons who receive this brochure, whether from the Adviser or otherwise, should note that this brochure
is designed solely to provide information about Altpoint as required to satisfy certain disclosure
obligations under the Advisers Act. Accordingly, the information contained in this brochure differs from
information provided in Fund offering documents. More complete information about the Funds is
provided in such Funds’ offering documents, which are provided only to current and certain eligible
prospective investors in the Funds. Although unintended, should there be any conflict between the
disclosures in this brochure and the information set forth in a Fund’s offering documents, the offering
documents will govern and control.

                                                                                     Altpoint Capital Partners