Concise Capital Management LP

Item 5.              Fees and Compensation

 The following information describes Concise’s compensation for the advisory services
 it provides to each type of client account.

 A. Concise may be compensated for its advisory services through (i) management fees
 which are based on (A) the net asset value of a client’s account as of either the last day
 of each calendar month or calendar quarter, or (B) the average net asset value of a
 client’s account over either the previous calendar month or calendar quarter, depending
 on the client and (ii) performance allocations which are based on the share of the net
 capital appreciation in a client’s account as of the close of each fiscal year. Concise’s
 fees are negotiable. Concise’s fees are established in a client’s written advisory
 agreement between the client and Concise. Concise imposes investment minimums on
 certain types of accounts (e.g., private investment funds). For a discussion of
 applicable investment minimums, see Item 7.

 For separate account clients (e.g., high net worth individuals and institutional clients),
 management fees are generally 1.25% per annum and are based (A) the net asset
 value of a client’s account as of either the last day of each calendar month or calendar
 quarter, or (B) the average net asset value of a client’s account over either the previous
 calendar month or calendar quarter, depending on the client. Performance allocations
 are generally 10% of the net capital appreciation in the client’s account as of the close
 of each fiscal year.

 For private investment fund clients, management fees vary by the class of interest
 owned by a particular shareholder or member in the fund. Concise manages three
 private investment funds as part of a unified master-feeder fund structure:

    •     Concise Short-Term High Yield Master Fund, SPC, a Cayman Islands
          segregated portfolio company (the “Master Fund”);
    •     Concise Short-Term High Yield Offshore Fund, SPC, a Cayman Islands
          segregated portfolio company (the “Offshore Fund”); and
    •     Concise Short-Term High Yield Onshore Fund, LLC (the “Onshore Fund”), a
          Delaware series limited liability company.

 The above Funds are structured to permit the establishment of multiple portfolios (in
 the case of the Master Fund and the Offshore Fund) or series (in the case of the
 Onshore Fund). The Onshore and Offshore Funds each have two portfolios and two
 series.

 Concise receives a management fee from shareholders in the Offshore Fund and
 members of the Onshore Fund. Such management fee is based on the net asset value
 of the shareholder’s or the member’s account as of the last day of each calendar month
 and varies by the class of shares or membership interests held by the client. The
 following table sets forth the classes of interests in each of the Offshore Fund and the
 Onshore Fund, and the management fees associated with each such class are set forth
 on the following page:

              Class A      0.0625% (approximately 0.75% per annum)
              Class I      0.0625% (approximately 0.75% per annum)
              Class C      0.1042% (approximately 1.25% per annum)

Subject to a four-year vesting period, Concise also receives a performance-based profit
allocation from shareholders in the Offshore Fund and members of the Onshore Fund.
Such performance-based profit allocations are based on the capital appreciation in the
client’s account as of the close of each fiscal year and vary by the class of shares or
membership interests held by the client. The following table sets forth the classes of
interests in each of the Offshore Fund and the Onshore Fund, and the performance-
based profit allocation associated with each such class:

              Class A      4.9% of the applicable Fund’s risk-adjusted net
                           return
              Class I      10% of the applicable Fund’s risk-adjusted net
                           return
              Class C      10% of the applicable Fund’s risk-adjusted net
                           return

With respect to Classes A, I, and C shares and interests, a performance allocation is
paid to Concise only if the applicable Fund’s risk-adjusted return (as calculated
according to the Fund’s governing documents) is (i) greater than zero, and (ii) greater
than or equal to a hurdle rate equal to the yield on the One-Year U.S. Treasury Bill as
of the date of the calculation of the performance allocation for the applicable period.

Although calculated and determined at either the Offshore Fund or Onshore Fund level,
the performance allocation is allocated to Concise by, and charged to, the Master Fund.

For its management services to the Concise Short Term High Yield Fund, which is a
separate sub-fund of Canepa Funds ICAV, an umbrella fund with segregated liability
between sub-funds constituted as an Irish collective asset-management vehicle and
authorized by the Central Bank of Ireland pursuant to the European Communities
(Undertakings for Collective Investment in Transferable Securities) Regulations, 2011
(the “Concise UCITS Fund”), Concise receives a management fee. The management
fee is payable by each Class, except for the Class M Shares which are not subject to
any management or performance fees, equal to the rate of the Net Asset Value of the
Class as set forth below:

         Class A1 & A2     0.1250% (approximately 1.50% per annum)
         Class A3 & A4     0.1042% (approximately 1.25% per annum)
         Class I1 & I2     0.0833% (approximately 1.00 % per annum)
         Class I3 & I4     0.0625% (approximately 0.75% per annum)
         Class N1 & N2     0.1667% (approximately 2.00 % per annum)
         Class IA          0.0625% (approximately 0.75% per annum)
         Class IB          0.0417% (approximately 0.50% per annum)
         Class IC          0.0667% (approximately 0.80% per annum)
...

Item 7.      Types of Clients

 Concise provides investment advisory services to high-net-worth individuals, families,
 private investment funds and other institutions, including corporate pension and profit-
 sharing plans, Taft-Hartley plans, charitable institutions, foundations, endowments,
 municipalities, mutual funds, and trust programs. Concise also manages private funds,
 including the Master Fund, Offshore Fund and Onshore Fund. Concise also serves as
 the Investment Manager of the Concise UCITS Fund.

 Separate account opening minimums are established at the time an account is opened
 by a client with Concise. The minimum initial investment for an investment in the private
 investment funds managed by Concise is $100,000, provided that Concise may waive
 such minimum subject to any applicable legal minimums established by the Cayman
 Islands Monetary Authority with respect to the Master Fund and the Offshore Fund.

 Each separately managed account client that pays Concise a performance-based profit
 allocation must qualify as a “qualified client” under applicable securities laws. Each of
 the U.S. person investors in the Offshore Fund and the Onshore Fund must qualify as
 an “accredited investor” and a “qualified client” under applicable securities laws.