Athyrium Capital Management LP

Item 5. Fees and Compensation

The Adviser usually charges each Client an investment management fee based on the value of the Client’s
assets under management. Management fees are negotiated on an account-by-account basis and generally
relate to the services provided by the Adviser. Management fees are generally in the range of 1 percent to
1.5 percent per annum. Certain Clients that are part of a larger fund structure, such as a dedicated co-
investment vehicle, may not pay any management fee.

The Funds structured with capital commitments and finite investment periods are generally charged a
management fee payable quarterly in advance which is based upon committed capital or invested capital,
or both, during the investment period. After the end of the investment period, the management fee is
generally the lower of remaining invested capital or remaining fair value of such Fund’s investments.

Where applicable, fees and expenses charged to the Clients are generally deducted from the assets of the
Client, subject to the specific terms in each Client’s applicable governing documents and/or Advisory
Agreements.

In addition to paying investment management fees and, if applicable, Carried Interest or other
compensation, subject to the applicable provisions of each Client’s offering memorandum and/or governing
documents, certain Clients are also subject to certain other expenses, including, but not limited to: (i) tax
compliance, financial advisers, consulting, and other out-of-pocket fees, costs, disbursements, and expenses
of professional advisers, such as legal counsel (including unreimbursed fees, costs and expenses in
connection with acquiring investments or proposed investments on behalf of the Client, hedging
investments, and holding, monitoring, distributing and disposing of those investments and hedges),
administrators, custodians, depositaries or nominees, consultants, valuation experts, expert networks, loan
administrators, loan servicers and agents, appraisers and prime brokers; (ii) audit and Client accounting and
Client administration expenses (including maintaining the books and records of a Client, including any
related internal costs that the Adviser may incur to produce any such books and records or external costs
for a third-party administrator to maintain and oversee a Client’s books and records), certification fees and
any other expenses associated with the preparation of the Client’s financial statements, tax returns and
Schedules K-1 (or equivalent information); (iii) domestic and foreign taxes, fees or other governmental
charges levied against the Client; (iv) expenses associated with the preparation, printing and distribution of
reports to the investors in the Client and costs and expenses associated with Client and advisory committee
meetings (including, without limitation, keynote speaker fees) and costs associated with educational
conferences sponsored by the Adviser for the benefit of Portfolio Company management; (v) investment
banking and similar finder’s, consulting and professional fees associated with the sourcing, investigating,
diligence, acquisition, holding, monitoring, distributing and disposition of the Client’s investments or
proposed investments (as applicable), including unconsummated investments; (vi) broken deal expenses
(including expenses that would have been borne by co-investment vehicles if the investment had been
consummated) and extraordinary expenses (such as litigation, if any); (vii) syndication costs and expenses;
(viii) all other out-of-pocket fees, costs and expenses relating to the sourcing, diligence, acquisition,
holding, monitoring and disposition of potential investments and the actual or proposed acquisition,

holding, monitoring or disposition of securities and other financial instruments (including, without
limitation, subscription costs for market or industry research, subscription costs for related software,
banking fees, brokerage and underwriting commissions, transfer taxes, finder’s and consultant’s
commissions, fees and expenses, custody costs, hedging costs (including the expenses, fees and costs
related to borrowing securities) and the costs of meals, travel and lodging (including, as permitted by the
Adviser’s policies and procedures, first class travel, and cars and meals outside normal business hours),
including for industry conferences and extraordinary expenses (such as costs and expenses of any
threatened or actual litigation); (ix) fees for industry conferences; (x) costs and expenses of forming and
maintaining special purpose vehicles, intermediate investment vehicles (including domiciliation costs); (xi)
insurance, indemnity, exculpation or litigation (threatened or actual) expenses relating to or arising from
the Client or its investments (whether or not consummated) and any judgments or settlements paid in
connection therewith; (xii) syndication costs and expenses and placement fees; (xiii) the costs of forming
any alternative investment vehicle; (xiv) all other costs or liabilities incurred in connection with the
administration, operation and activities of the Client (including, but not limited to, (a) any registration,
regulatory, or licensing fees incurred in connection with operating a Client, and other regulatory matters,
including costs and expenses of periodic regulatory reporting and other filings, (b) expenses associated with
engaging sub-advisers, (c) expenses associated with the use of paying agents and local representatives as
may be necessary or appropriate to comply with applicable local law, (d) expenses incurred in connection
with the winding up or dissolution of a Client and its related vehicles (and the distribution, realization or
disposal of the Client’s investments and other assets pursuant thereto), (e) costs and expenses incurred in
relation to obtaining waivers, consents or approvals of the investors in the Client, and costs and expenses
...

Item 7. Types of Clients

The Adviser’s Clients generally consist of private funds, but may also include individuals, banks and thrift
institutions, pension and profit-sharing plans, trusts, estates, charitable organizations, endowments,
corporations, insurance companies and other business entities.

Set forth below are the minimum account requirements for the Adviser’s accounts:

Pooled Investment Vehicles

Investors that are United States persons must be “accredited investors” under Regulation D of the
Securities Act of 1933, as amended (the “1933 Act”), “qualified purchasers” under the Investment
Company Act of 1940, as amended (the “Investment Company Act”), and “qualified clients” eligible to
be charged performance fees under the Investment Advisers Act of 1940, as amended (the “Advisers
Act”). The minimum investment required by an investor varies depending on the Fund and in each case
is subject to waiver by the Adviser. Investors should review the offering memorandum and the applicable
governing documents for each relevant private fund for further information with respect to minimum
requirements for investment.

Specific Vehicles

The Adviser may create specific tailored vehicles on a case-by-case basis, such as the Specific Vehicles.
These customized vehicles are designed to meet the specific risk and return goals, liquidity restraints,
factor sensitivity targets and other requirements of the applicable investors.