Antares Capital Advisers LLC

Item 5         Fees and Compensation

As compensation for the services received, Clients generally pay a management fee based on either
the average daily aggregate outstanding principal balance of portfolio loans (including all
commitment amounts reserved under such portfolio loans in connection with issued letters of
credit) or balance at a specified time during an accrual period of portfolio loans held by such Client,
without regard to changes in market value, accrued interest or general or specific loan loss reserves.
Management fees are generally billed and payable quarterly in arrears. In addition, certain Clients
pay a performance fee (as described in Item 6). All management fees are specifically negotiated
with each Client that is a “fund of one” or a separately managed account or, for Clients that are
pooled investment funds or CLOs, established in connection with the formation of the Client.
There are no set fee schedules. Fees are calculated in accordance with the Client Agreements. Fees
paid by investors in a pooled investment can vary based on negotiation or waivers. Each Adviser
can negotiate and grant waivers to any investor in its discretion and, unless otherwise agreed or
required by law, is not required to disclose favorable fee arrangements granted to an investor to
any other investor nor to offer equivalent arrangements to other investors.

Asset-based management fees can create conflicts of interest to the extent that any Client is charged
a higher fee or uses leverage as the Advisers have an incentive to favor such a Client. For example,
when an Adviser controls the timing and the amount of leverage (if any) used by a Client, the use of
leverage provides additional capital enabling such Client to increase the amount of Assets it
acquires, thus increasing the base against which the Adviser’s management fees are calculated
with a corresponding increase to the amount of management fees the Adviser is entitled to receive.
This opportunity to earn higher fees could give the Advisers an incentive to allocate investment
opportunities based on a Client’s use of leverage. The Advisers seek to mitigate this conflict
through application of the Advisers’ Allocation Policy (as defined and described in Item 11 under
the sub-heading “Allocation of Investment Opportunities”), which is reasonably designed to prevent
allocation decisions on the basis of a Client that is generating higher fees (including advisory fees
or performance compensation), and through their practices related to best execution (as described
in Item 12).

In addition, an Adviser sometimes incurs certain Client-related administrative and operational
expenses that are reimbursed by Clients. These expenses include, but are not limited to, the
following:

         •   fees, costs and expenses of a trustee or custodian;

         •   fees for administrative or loan agent services provided by third parties and/or an
             Adviser or its affiliates;

       •   any legal or auditing fees;

       •   out-of-pocket fees, costs and expenses, if any, incurred in holding, developing,
           negotiating, structuring, and disposing of Assets;
       •   credit support fees;
       •   shared services and other overhead fees and expenses, including reimbursements for
           the salary and other costs related to an Adviser’s personnel who are not involved in
           sourcing, originating, underwriting and/or syndication activities or in trading and
           monitoring loan assets;

       •   transaction-related costs and expenses, such as deal fees, origination fees, broker-dealer
           fees, interest expense and deferred sales charges as well as fees related to secondary
           trading such as spreads or commissions (as described in Item 12);

       •   governmental charges, taxes and duties;

       •   registration fees and expenses;

       •   costs associated with regulatory filings;

       •   transfer fees, registration fees and other expenses associated with buying, selling or
           holding investments, such as wire transfer and electronic fund fees;

       •   insurance costs and costs and expenses related to litigation and indemnification;

       •   withholding taxes payable and required to be withheld by obligors, issuers or their
           agents;

       •   fees and other expenses associated with the offer, sale and purchase of interests in
           pooled investment vehicles, the formation and operation of a Client’s subsidiaries
           and/or with the incurrence and operation of a Client’s direct or indirect leverage
           facilities;

       •   extraordinary expenses;

       •   other investment costs actually incurred in connection with Client investments; and

       •   third party professional fees incurred for the benefit of one or more Clients.

The Antares Lending Platform underwrites and originates loans, some or parts of which will be
acquired by Clients and others of which will be retained by the Antares Lending Platform (including,
the Platform Balance Sheet and Platform Balance Sheet Clients) or sold to others. Typically, the
Antares Lending Platform (but not including the Advisers) receives and retains for itself
compensation from the related loan obligors (i.e., each borrower or guarantor of a loan) or
otherwise receives fees or compensation in connection with such loans. Fees and compensation
retained by the Antares Lending Platform (including Antares Capital) include, but are not limited
to, structuring, commitment, origination, syndication, monitoring, agent and/or other fees for
services provided by the Antares Lending Platform in connection with such loans. Such fees or

compensation are not typically expected to be offset by the Advisers against management fees paid
by any Clients.

The Antares Lending Platform’s receipt of fees for services with respect to loans that could be
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Item 7         Types of Clients

Clients generally consist of discretionary accounts managed for: (i) entities established in
conjunction with structured finance transactions, such as collateralized loan obligations;
(ii) privately placed pooled investment vehicles; and (iii) funds of one or separately managed
accounts for institutional investors. Clients and investors generally consist of financial institutions,
investment companies, insurance companies, other institutional investors, sovereign wealth funds,
corporate or public pension funds, foundations and family offices. Valuation Clients are generally
large institutions that regularly invest alongside the Antares Lending Platform.

The Advisers’ advisory services require significantly large amounts of capital. The minimum
investment amount, as applicable, and other criteria for investments in the Clients are set forth in
the relevant Client Agreements. As a general matter, investors in the Clients are limited to
(i) “accredited investors,” as defined in Regulation D under the Securities Act of 1933, as amended
(“Securities Act”), who are also “qualified purchasers” for purposes of section 3(c)(7) of the
Investment Company Act of 1940, as amended (“Investment Company Act”); or (ii) persons who
are not “U.S. persons” for purposes of Regulation S under the Securities Act.