Andalusian Credit Partners LLC

FEES AND COMPENSATION

Management Fees

        The Adviser receives management fees from Clients. The specific payment terms and other
conditions of these management fees are set forth in the Governing Documents. Management fees
are generally based on a fixed percentage of: (i) unfunded capital commitments; and (ii) Client
assets as of the most recent calendar quarter. Management fees vary and are based on a number of
factors including investment mandate, services performed and account size.

        The Funds generally compensate the Adviser or their affiliates for their investment
management services through an annual management fee payable quarterly in advance. Fees are
deducted directly from the account of each Fund. Should a Fund liquidate during a quarterly
period, any prepaid, unearned management fees will be refunded.

        SMA Client fee schedules can be negotiated and as such will vary based upon a wide
variety of factors including the type of client mandate, services provided, investment amount and
other factors as may be agreed with the particular SMA Client. Depending on the structure of the
SMA Client’s account, management fees can be deducted directly from the account or invoiced to
the client and may be charged in advance or arrears, as agreed to with the SMA Client. SMA
Clients initiated or terminated during a calendar quarter will be charged a prorated fee for the
period (if fees are paid in arrears) or have any prepaid, unearned fees refunded (if fees are paid in
advance).

Performance Based Compensation

       The Adviser or its affiliates receive performance-based compensation for the Adviser’s
advisory services from certain Clients. A variety of conflicts of interest arise in connection with
the receipt of performance-based compensation by the Adviser or its affiliates. Additional
information regarding incentive-based compensation received by the Adviser or its affiliates is
described in “Performance-Based Fees and Side-by-Side Management” below.

Expenses

        In addition to the management fees and performance-based compensation payable to the
Adviser or its affiliates, each Client pays or otherwise bears a variety of other fees, costs,
obligations, liabilities and expenses (collectively, “Expenses”) incurred in connection with the
Adviser’s management of the Client’s account. Not all Clients are subject to the same Expenses.
Each Client’s Governing Documents include information about the Expenses that are borne by the
Client.

       A Fund is expected to bear all fees, costs, expenses, liabilities and obligations relating to
the Fund’s (and its subsidiaries and intermediate entities) activities, investments and business,
including organizational costs and expenses, legal, accounting, tax, auditing, consulting and other
professional expenses (including, without limitation, expenses relating to establishing reputation

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and public relations in connection with self-sourced lending or other financial transactions); the
management fees and performance-based compensation; professional liability insurance
(including costs relating to directors’ and officers’ liability insurance and errors and omissions
insurance); research and market data expenses; interest on indebtedness; custodial fees; bank
service fees; investment-related fees and expenses (such as third-party sourcing fees, fees and
expenses of legal and other professionals, due diligence expenses and travel, lodging and meal
expenses) related to the analysis, purchase or sale of investments, whether or not the investments
are consummated; expenses related to special purpose vehicles organized to hold certain
investments; interest payable on debt, if any, incurred to finance the Fund’s investments; other
expenses related to the purchase, monitoring, sale, settlement, custody or transmittal of Fund assets
(directly or through trading affiliates) (including costs associated with systems and software used
in connection with investment-related activities); costs of reporting to investors and investor
meetings; administration fees and expenses charged by any third-party provider of administration
services; entity-level taxes; offering expenses, including any expenses relating to the offer,
transfer, sale and marketing of shares of the Fund (including all expenses incurred in connection
with an initial public offering); filing fees and expenses; federal and state registration fees and
expenses; regulatory and compliance fees and expenses of the Fund (including with respect to any
registration activities of the Fund); costs of winding up and liquidating the Fund; costs associated
with ensuring compliance with the applicable requirements under U.S. federal securities laws,
including, but not limited to, costs incurred in connection with the organization of, and transfer of
assets to, a private investment vehicle; expenses incurred in connection with a defaulting investor;
and other expenses associated with the operation of the Fund and its investment activities,
including extraordinary expenses such as litigation, workout and restructuring and indemnification
expenses, if any. A Fund will also bear its allocable share of any of the expenses listed above
incurred by any special purpose vehicle. A Fund will also be responsible for additional expenses
as further provided in the Fund’s Governing Documents.

        Generally, expenses incurred directly in connection with a particular investment (or
proposed investment) of a Client and other Client accounts in which the Adviser conducts
substantial investment and other activities in their own accounts and the accounts of other clients
will be allocated among the applicable Client accounts pro rata based upon capital invested (or
proposed to be invested) in such investment; provided that expenses specifically attributable to a
particular Client are generally expected to be allocated to that Client.
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TYPES OF CLIENTS

       The Adviser’s investment strategies are made available to SMA Clients and Fund Clients.

         The minimum investments, if any, required to become or remain a Client or an investor in
a Client are stated in the Client’s Governing Documents. Investors are required to meet any
eligibility requirements set forth in the applicable Client’s Governing Documents.

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    METHODS OF ANALYSIS, INVESTMENT STRATEGIES AND RISK OF LOSS

General

        The Investment Adviser manages Client accounts using its senior secured loan strategy
(the “SSL Strategy”). The SSL Strategy generally seeks to provide investors with access to senior
secured debt investments and to a lesser extent equity investments in middle-market companies of
private U.S. companies or private U.S. companies or public companies with less than $250 million
in market capitalization. We generally consider middle-market companies to consist of companies
with between $10 million and $100 million of annual earnings before interest expense, income tax
expense, depreciation and amortization (“EBITDA”).

        For the Clients we manage using the SSL Strategy, we will seek to generate attractive total
return through generation of current income and, to a lesser extent, capital appreciation by
investing primarily in senior secured loans with a first lien on collateral, including “unitranche”
loans, which are loans that combine the characteristics of both first lien and second lien debt of
U.S. middle-market companies. We may also selectively invest in (i) second lien and subordinated
loans of, and warrants and minority equity securities in, U.S. middle-market companies, (ii)
secondary purchases of assets or portfolios and (iii) distressed debt, debtor-in-possession loans,
structured products, structurally subordinated loans, investments with deferred interest features,
payment-in-kind (“PIK”) securities, zero-coupon securities and defaulted securities, but such
investments are not the principal focus of our investment strategy.

        To accomplish the objectives of the SSL Strategy, the Adviser in performing services for
Clients leverages: (i) the Adviser’s deep and experienced management team, which includes
expertise in privately originated and publicly traded leveraged credit, stressed and distressed debt,
bankruptcy, mergers and acquisitions and private equity; (ii) the Adviser’s differentiated
relationship-based sourcing network, through which the Adviser benefits from extensive
relationships with commercial banks, private equity firms and business owners, relationships with
leading middle-market senior lenders financial intermediaries, management teams as well as M&A
and debt advisors. The Adviser will supplement these relationships through personal visits and
marketing campaigns. The Adviser utilizes this broad sourcing network that does not rely on a
single channel and offers us consistent deal flow throughout the economic cycle; (iii) following
the Adviser’s disciplined, “credit-first” underwriting process, which is a systematic underwriting
process that applies a consistent approach to credit review and approval, with a focus on evaluating
credit first and then appropriately assessing the risk-reward profile of each loan; (iv) leveraging
the Adviser’s established credit risk management framework, through which we seek to manage
Client credit risk through a well-defined portfolio strategy and credit policies; and (v) the Adviser’s
concentrated middle-market focus, which provides attractive investment opportunities.

        The investment strategy applicable to each Client is generally set forth in more detail in
the Client’s Governing Documents. There can be no assurance that the Adviser will achieve the
investment objectives of any Client, and a loss of investment is possible. Investment strategies for
SMA Clients are agreed on during the onboarding process and can be altered as agreed by the
Adviser and the Client. The Adviser could, in the future, offer other investment strategies, or make
investments in accordance with an investment strategy described in this Brochure, that the Adviser

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considers appropriate in accordance with the Client’s investment objective and guidelines, but
which are not described herein.

        Without prior consultation with any Client or investors in a Client, the Adviser can provide
discretionary or non-discretionary investment management services as an investment adviser to
additional Clients using the SSL Strategy or other strategies that the Adviser develops from time
to time. These Clients could have investment objectives that are the same as, similar to or
overlapping with those of one or more existing Clients.

Risks of Investment

        Each Client bears the risk of loss that the Adviser’s investment strategy entails. The risks
involved with the Adviser’s investment strategies include but are not limited to the risks outlined
below. Additional risks specific to a Client’s investment strategies can be found in the relevant
Client’s Governing Documents. The discussion below describes the primary risks associated with
the Adviser’s investment activities. However, it is not possible to identify all of the risks associated
with investing, and the particular risks applicable to a Client will depend on the nature of the Client,
its investment strategy or strategies and the types of investments held. Additionally, Clients and
investors in Clients should understand that the Adviser principally invests, directly or indirectly,
in senior secured loans and that Client investments will not be diversified by asset type. Similarly,
a Fund or SMA is not intended to provide a complete investment program.

General Investment Risk

        All investments, including a Client’s investments, involve the risk the loss of capital. The
Adviser believes that its investment strategies and research techniques moderate this risk through
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