CM Investment Partners LLC

Item 5 – FEES AND COMPENSATION

CMIP is compensated for its advisory services through management fees and incentive fees.

CMIP typically earns (i) a base management fee on the value of the weighted average of the net
assets (for each Private Fund and the Private BDC) and gross assets (for the Public BDC) at the end
of the two most recently completed calendar quarters and (ii) on performance achieved with
respect to such CMIP fund, advisory client, or specific interest therein, in each case as provided in
the governing documents of the relevant CMIP advisory client. The management fee and incentive
fee vary based on terms and conditions set forth in the respective Managed Vehicle’s offering
documents.

Management fees are generally paid quarterly in arrears charged to the CMIP’s advisory clients from
the previous quarter. Should the management services be terminated prior to the end of the
previous quarter, CMIP will pro-rate the management fees from the date of the termination.

CMIP also earns incentive fees from its Managed Vehicle clients; the incentive fee consists of two
parts that are independent of each other, with the result that one component may be payable even
if the other is not. The first component is calculated and payable quarterly in arrears based on pre-
incentive fee net investment income, and the second part is determined and payable in arrears
based on capital gains. The offering documents of each Managed Vehicle describe how the incentive
fee for each fund is calculated pursuant to the respective investment advisory agreements.

Other non-management fees apply, including, without limitation, custodian fees, monitoring fees,
and transaction fees. Organizational materials for each Managed Vehicle describe each fund’s fee
structure and use of such fees. Fees are not generally negotiable, though they may be waived or
deferred at the discretion of the general partner or trustees to the Private Fund or of the adviser to
the BDCs. Any such waivers and deferrals for the Private Funds and the Private BDC will cause some
investors or groups or classes of investors to pay fees that are different from the basic fee schedules
disclosed in fund offering or organizational materials. In certain circumstances, CMIP may enter into
side letter agreements with certain investors providing such investors with different or preferential
rights or terms (if permitted by the fund’s offering and organizational documents), including, but
not limited to, different fee structures and co-investment rights. Currently, CMIP does not have any
side letter arrangements.

In addition to the non-management fees described above, the Private Funds bear certain expenses
incurred in connection with each fund’s ongoing operations including legal, administrative,
accounting, tax, and audit expenses. CMIP has authority to hire and determine the reasonable
compensation of the services of other professionals, consultants, accountants, appraisers, and any
and all other third-party agents and assistants, both professional and nonprofessional, and the

compensation of such service providers is an expense borne by the Private Funds. Such expenses
are allocated among investors based on the AUM in each Private Fund. Each BDC has entered into
an administration agreement with CIMP, pursuant to which CIMP furnishes such BDC with office
facilities and equipment and will provide such BDC with the clerical, bookkeeping, recordkeeping
and other administrative services necessary to conduct its day-to-day operations. Under such
agreement, each BDC reimburses CIMP or its affiliates for amounts paid or costs borne that properly
constitute BDC expenses

In addition to the fees earned by CMIP, one or more of CMIP’s affiliates receive carried interest
allocations based on capital commitments made by such affiliates in SP ALC Credit, L.P. The
participation of any CMIP affiliate in the fund and the distributions received by such affiliate(s) are
documented in each fund’s organizational materials.

Item 7 – TYPES OF CLIENTS

CMIP’s clients are Business Development Companies and pooled investment vehicles operating
under the exemption to the definition of an “investment company” located at section 3(c)(7) of the
Investment Company Act. The minimum capital commitment for the Private Funds ranges from ten
to one hundred million U.S. dollars (or equivalent in other currency), though commitments of lesser
amounts are accepted at the discretion of CMIP and/or the funds’ general partner. The minimum
capital commitment for the Private BDC ranges from ten to one hundred thousand U.S. dollars (or
equivalent in other currency).