Anthelion Capital Partners LLC

Item 5.             Fees and Compensation

The fees applicable to each Client are set forth in detail in its Offering Documents. Generally, Clients pay the
Adviser a fee for investment management services or collateral management services (the “Management Fee”) and
certain Clients may also pay performance-based fees, profit allocations or incentive collateral management fees
(“Performance Compensation”).

The fees applicable to the PE Funds are described in detail in their respective Offering Documents. Anthelion earns
a Management Fee (quarterly in advance and subject to a customary Management Fee offset provision) ranging
from approximately 1.0% to 2.0% for investment advisory services, calculated during such PE Fund’s investment
period as a percentage of committed capital and following the expiration of such investment period, as a percentage
of such PE Fund’s invested capital. In the event a PE Fund’s investment period does not commence on the first date
of a quarter, the Management Fee for that quarter will be adjusted on a pro rata basis based on the number of days
and/or months remaining in the partial quarter. In the unlikely event a PE Fund investor is required to withdraw
(and the withdrawal date is other than as of the last day of a quarter), a pro rata portion of the pre-paid management
fee will be returned to the investor. In addition, depending on its performance, a PE Fund managed by Anthelion
may pay Performance Compensation that is a percentage of the amount of profits otherwise disbursable to each
investor in such PE Fund in excess of a pre-determined “preferred return.”

Management Fees with respect to each PE Fund are typically paid by such PE Fund in advance at the start of such
calendar quarter.

The fees applicable to CLO Vehicles are described in detail in each CLO Vehicle’s Offering Documents. Anthelion
earns a Management Fee that accrues quarterly in arrears and consists of a senior management fee and a
subordinated management fee, which generally ranges from 0.15%-0.20% and approximately 0.25% per annum of
the fee basis amount, respectively. The Management Fee applicable to the CLO Vehicles are payable subject to and
in accordance with the priority of payments set forth therein. To the extent not paid when due, all or a portion of the
Management Fee may be deferred and, in certain circumstances, may accrue interest. In addition, CLO Vehicles
may pay Performance Compensation (i.e., an incentive collateral management fee), which consists of a percentage
of residual proceeds, if any, after satisfaction of certain payment obligations and the achievement of certain
performance thresholds in accordance with the CLO Vehicle’s priority of payments.

For the avoidance of doubt, the Adviser, in its sole discretion, may modify, waive, reduce or rebate any Management
Fee or Performance Compensation or calculate such fees differently with respect to any Client and, if applicable in
the future, to any class, sub-class or series of shares or limited partnership or limited liability company interests of
a Client held by or on behalf of any investor, including, without limitation, employees and their family members,
as well as friends and affiliates of the Adviser. Such modifications, waivers, reductions, or rebates may be made by

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the Adviser both voluntarily and on a negotiated basis with selected investors in a Client via side letter and other
arrangements, which may not be disclosed to other investors in the same Client. In addition, Management Fees
and/or Performance Compensation may also be calculated differently with respect to, or may not be charged to, PE
Funds, certain SMAs including related person-owned SMAs, if any, the CLO Vehicles, and Alphite (which is
covered by a PE Fund). As noted above, full details regarding the services, fees, investor suitability standards, and
other terms applicable to Clients are included in their respective Offering Documents.

From time to time, the Adviser may permit certain Client investors to acquire interests on different terms than other
Client investors (including, without limitation, with respect to minimum investment amounts, fees, expanded
reporting and withdrawal terms). The Adviser is not required to notify any or all of the other Client investors of any
such terms, nor is a Client investor or the Adviser required to offer such additional and/or different rights and/or
terms to any or all of the other Client investors (unless notification or offering rights have been separately granted
thereto).
Direct Expenses

Each Client is responsible for expenses related to its respective operations and activities, including expenses
associated with its investment portfolio and, if applicable, its proportionate share of the direct expenses of the third-
party investment products in which it invests. The direct expenses incurred by each Client, which are outlined in
detail in its Offering Documents, may vary depending on the nature of the operations and activities of a Client.

Below is a summary of the direct expenses that are generally borne by each type of Client. The summary is not
meant to be a complete list of all direct expenses, nor should it be inferred that each expense appearing in the
summary will be incurred by every Client. Clients are advised to read the relevant Offering Documents, as
applicable, for a complete description of applicable direct expenses.

Generally, expenses related to operations and activities include, but are not limited to, the following: expenses
associated with the organization of the PE Funds, Alphite, the CLO Vehicles or their respective general partners (as
applicable) or the syndication of interests therein, including reasonable attorneys’ fees incurred in connection with
an investment in a PE Fund; organizational and offering expenses with respect to any SMAs formed as a “fund-of-
...

Item 7.             Types of Clients

As described above in Item 4, the Adviser’s Clients include U.S. and non-U.S. domiciled PE Funds, Alphite and
the CLO Vehicles. The Adviser’s Clients may in the future include SMAs.

PE Funds, Alphite, the CLO Vehicles, and SMAs formed as a “fund-of-one” may be organized as domestic or
offshore (non-U.S.) companies, limited partnerships, limited liability companies, corporate trusts or other legal
entities, as determined appropriate by the Adviser. The types of investors that may in the future invest in the
Adviser’s Clients include but are not limited to high net worth individuals, family offices, private funds, insurance
companies, corporations, trusts, non-profit organizations, sovereign wealth funds, private pension plans, public
pension plans, and banking and thrift institutions.

As a general matter, each Client is managed in accordance with its investment objectives, strategies and guidelines
and, unless a Client is an SMA, investment advisory services are not tailored to the individualized needs of any
particular investor. In addition, an investment in a Client does not, in and of itself, create an advisory relationship
between the investor and an Adviser. Therefore, investors must consider whether such an investment meets their
investment objectives and risk tolerance prior to investing. Information about a Client, including its investment
risks, can be found in its Offering Documents.

The Adviser may provide discretionary investment management services to Clients that are beneficially owned by
employees of the Adviser and its affiliates (including their family members) and/or serve as general partner or
managing member, or on the board of directors or advisory board, of a Client.

To seek to accommodate or mitigate the legal, tax, regulatory or other investment requirements of certain potential
investors, the Adviser may create one or more additional entities to invest alongside a Client. Certain Clients may
operate using a “master-feeder” private investment fund structure, pursuant to which trading operations reside in a

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“master fund” and investors may access the master fund directly or may invest through a “feeder fund” that, in turn,
invests in the master fund. Certain Clients may participate in structures comprised of parallel funds and accounts,
which generally invest in assets side-by-side on a pro rata basis (based upon capital commitments). The Adviser
may also provide investors with the opportunity to participate in a co-investment with a particular Client. The
minimum capital commitment required to invest in a co-investment may vary with each investment opportunity.
There is no established minimum requirement for the SMAs to be advised by Anthelion. The minimum investment
with respect to the PE Funds is $5 million, provided that in each case the Adviser may accept lesser amounts in its
discretion.

Generally, Client investors will have to be an “accredited investor” within the meaning of Rule 501(a) of Regulation
D promulgated under the Securities Act of 1933, as amended (the “Securities Act”). PE Funds, CLO Vehicles, and
SMAs formed as a “fund-of-one” will not be registered as investment companies under the Investment Company
Act of 1940, as amended (the “Company Act”), in reliance upon the exclusion from the definition of “investment
company” under Section 3(c)(1) or Section 3(c)(7) of the Company Act. Accordingly, Clients generally limit their
respective offerings to investors that are “qualified purchasers” for purposes of Section 3(c)(7) of the Company Act
(or “knowledgeable employees” or companies owned exclusively by “knowledgeable employees,” as such term is
defined in the rules promulgated thereunder); however, certain Clients advised by the Adviser may rely on the
exemption from registration under Section 3(c)(1) of the Company Act and therefore only require investors to
qualify as an “accredited investor” within the meaning of Rule 501 of Regulation D under the Securities Act. As
noted above in Item 6, if the Adviser receives Performance Compensation from a Client, its investors will be
required to meet the requirements of Rule 205-3 under the Advisers Act and certify that they are a “qualified client”
as defined under the Advisers Act. Please see a Client’s Offering Documents for specific investor qualifications.

Pursuant to an exemption, Anthelion (and/or relevant general partner or managing member, if any) does not expect
to be required to register, and will not be registered, with the U.S. Commodities Futures Trading Commission
(“CFTC”) as a commodity pool operator or as a commodity trading advisor.