Item 5 – Fees and Compensation
Management Fees and Carried Interest:
As described in each ASBG Fund’s confidential offering materials, ASBG or an affiliate receives a
management fee and, as described more thoroughly in Item 6, certain general partner entities affiliated
with ASBG receive a performance-based carried interest. ASBG charges management fees which are
1 Such amount has been calculated using the same methodology for computing “regulatory assets under management” required for Item
5.F in Part 1A of this Form ADV, and includes the current market value of the ASBG Funds’ assets and the amount of any uncalled
commitments.
paid semi-annually, partially in arrears and partially in advance. The management fees equal 1.5% of
the invested capital for the life of the ASBG Fund; however, for each ASBG Fund, ASBG’s
management fees equal up to 1.5% of invested capital for aggregate capital commitments during a
commitment period subject to certain limitations and adjustments as set forth in the limited partnership
agreement for the applicable ASBG Fund, and 1.5% of invested capital after the commitment period
for the remaining life of the ASBG Fund. The governing documents for the ASBG Funds do not
provide for any refunds for management fees paid in advance. ASBG deducts management fees from
the account of each ASBG Fund.
The management fee and carried interest may be waived or reduced at the sole discretion of ASBG or
its affiliates. As described in each of the ASBG Fund’s governing documents, the general partner of
each ASBG Fund, which is an affiliate of ASBG, may admit certain investors who receive terms that
are more favorable than those offered to other investors, including, among other things, reduced or
eliminated carried interest and management fees. Please see Item 7 for more information regarding the
vehicles through which these investors subscribe to the ASBG Funds.
Additional Fees and Expenses:
In addition to management fees, carried interest payments and other fees described above, investors
will bear indirectly the fees and expenses charged to each ASBG Fund. Those fees and expenses will
vary, but typically will include organizational costs, fees paid to financial advisors of an ASBG Fund,
legal, auditing, consulting and accounting expenses (including expenses associated with the preparation
of partnership financial statements, tax returns and K-1s), expenses for preparing and making regulatory
filings (including Form PF), expenses and costs of maintaining an ASBG Fund’s books and preparing
any reports (including any expenses or costs associated with any software or online data portal used in
connection therewith), expenses of the investment committee, the ASBG Fund’s limited partner
advisory board and annual investor meetings (at which some non-investors may be in attendance and
whose expenses incurred in connection with attendance at such meetings are paid by the Company)
and meetings of one or more investors, expenses and costs, including interest on and fees and expenses
arising out of borrowings, guarantees or other credit arrangements made by an ASBG Fund, insurance
and other expenses associated with the identifying, evaluating, acquisition, holding and disposition of
its investments (including underwriting commissions and discounts, research expenses, travel expenses,
investment banking and other professional fees), maintenance and/or management of the ASBG Fund,
all third-party expenses in connection with transactions (whether consummated or not, including
broken deal expenses) and extraordinary expenses (such as indemnification expenses and advances and
litigation expenses). Expenses, commissions and fees of placement agents or finders will be borne by
ASBG or its related entities from its own resources, as further described in the governing documents
of the respective ASBG Fund. More detailed information about the fees and expenses borne by the
ASBG Funds are included in each ASBG Fund’s confidential offering materials.
In some cases, expenses might be attributable to more than one ASBG Fund, or to ASBG or an affiliate
and one or more ASBG Funds. In such cases, ASBG and its affiliates will apply an expense allocation
methodology that is believed to be fair to affected ASBG Funds and consistent with the ASBG Funds’
respective confidential offering materials and limited partnership agreements. ASBG and its affiliates
may experience a conflict of interest when determining and applying an allocation methodology.
ASBG or its affiliates may also earn monitoring fees and other compensation from issuers in which the
ASBG Funds invest, transaction counterparties and others. ASBG or its affiliates may also earn fees in
connection with unconsummated transactions. ASBG or its employees may receive compensation and
expense reimbursement for serving on an issuer’s board of directors. See Item 14 for more information
regarding conflicts relating to such director fees and reimbursement.
ASBG may utilize the American Securities’ Resources Group to diligence Portfolio Companies pre-
closing and assist post-closing. The Resources Group is comprised of employees of American
Securities, some of whom receive carried interest, that have expertise in areas such as operations,
information technology, strategy and growth, human capital, sourcing, purchasing, data science, and
pricing, including a Shanghai office with distinctive capabilities in Asia-Pacific growth, competitive
strategy and operations. ASBG Funds, either directly or through Portfolio Companies, may reimburse
American Securities for cash compensation and other expenses attributable to the Resources Group’s
work regarding current or prospective portfolio investments.
Each ASBG Fund is responsible for its respective expenses for research and/or due diligence expenses
including digital information sources (i.e., licenses and user fees for electronic research software,
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