FdG Associates LP

Fees and Compensation

We receive compensation in the form of (i) management fees from Funds, (ii) carried interest allocations,
and (iii) transaction, monitoring and other fees from Fund investments and/or other persons.

Management Fees - Funds

Management fees are payable quarterly in advance. For each Fund, prior to the termination of the
commitment period, management fees are calculated based on a percentage of the Fund’s aggregate
capital commitments. Subsequent to the commitment period termination date, management fees are
calculated based on a percentage of aggregate capital contributions to the Fund invested in the Fund’s
unrealized investments. Management fees paid by the Funds are reduced by a percentage of certain
transaction, monitoring and other fees we receive from the Funds’ investments (see Transaction,
Monitoring and Other Fees, below). Certain investors may pay management fees at different rates. In
some cases, the Funds’ managing member or general partner, as applicable (the “General Partner”), and
certain of its affiliates may pay no management fees. We may, in our discretion, waive all or a portion of
the management fees in connection with certain Funds. Management fees are paid by a Fund directly to
us, or indirectly through an intermediary management company pursuant to a sub-management
agreement.

Details concerning management fee arrangements for each Fund are set forth in such Fund’s Operating
Agreement.

Carried Interest Allocation

In addition to benefiting from management fees paid by the Funds, certain of our advisory affiliates
benefit from performance based fees in the form of carried interest allocations, generally equal to 20% of
the profits realized on a Funds’ investments, subject to an 8% minimum return on contributed capital
(“Carried Interest”), that are paid by the Funds to the Funds’ General Partners.

Transaction, Monitoring and Other Fees

We may receive transaction, monitoring and other fees (e.g., director or break up fees) from the Funds’
portfolio company investments and/or other persons. Subject to certain limitations, generally 50% of
fees received from a Fund’s portfolio company investments offset the amount of management fees we
receive from such Fund (see Management Fees – Funds, above).

Other Fees – Expenses

Certain of the Funds’ organizational and operating expenses are paid by the Funds, as provided for in the
Funds’ Operating Agreements.

                         Performance Based Fees and Side-by-Side Management

All of the private funds we advise pay both management fees (see Management Fees – Funds, above) and
Carried Interest (see Carried Interest Allocations, above) to us and certain of our advisory affiliates. The
terms of the Funds’ Operating Agreements provide that we cannot advise a new private fund until the
earlier of (i) the time that a specific percentage of commitments by the Fund’s investors to the previous
Fund are invested or (ii) the period during which we are permitted to make new investments on behalf of
the Fund (the “Commitment Period”) has expired. As a result, we are effectively only investing in new
platform companies through one Fund at a time, thereby eliminating any conflicts of interest with respect
to the allocation of investment opportunities. Our employees receive overall compensation packages
designed to incentivize appropriate allocations of time and attention among client investments.

Types of Clients

We provide advisory services to private funds, as described under “Advisory Business” above.

Each Fund operates as a pooled investment vehicle. The minimum capital commitment for an investor in
a Fund is outlined in such Fund’s offering memorandum. The General Partner of each Fund may waive
the minimum at its discretion.

                      Methods of Analysis, Investment Strategies and Risk of Loss

Investment Strategy and Analysis

FdG makes primarily control-oriented private equity and equity-related investments in a diversified
portfolio of lower-middle-market companies based in North America. FdG targets companies that operate
in established industries and exhibit high margins, efficient use of capital, strong market positions with
identifiable barriers to entry, and superior customer service cultures. FdG typically invests alongside high
quality management teams in companies with substantial organic or acquisition-driven growth potential.
FdG investment professionals seek to meaningfully impact growth and development of portfolio
companies through active participation in business strategy, organizational structure and add-on
acquisition programs.

Once a potential investment is identified, the due diligence process begins. FdG’s due diligence process is
characterized by a rigorous, careful and comprehensive industry and business analysis, and FdG will not
consider investments in situations where it does not have sufficient time or information to properly
evaluate the opportunity. The professional staff at FdG is responsible for managing all due diligence
activities. This due diligence process includes a detailed study of the target company’s management
team, its financial and operating performance and prospects, and its industry and competitive
environment, as well as accounting, tax, legal and environmental diligence. Furthermore, given FdG’s
focus on companies with superior customer service cultures, it will investigate a target company’s
customer, supplier and employee relationships. As appropriate, FdG supplements its own due diligence
with the use of consultants, accountants, lawyers and other relevant resources.

FdG believes that portfolio company management is the single most important element to an
investment’s success and, as a result, devotes considerable time and effort to establishing strong
personal and professional relationships with prospective management partners. FdG’s due diligence
process is a critical element of its investment discipline and also yields the groundwork for the
development of a strategic business plan prior to closing, which is the joint work product of FdG and the
management team.

Risk of Loss

Investments in the Funds involve a high degree of risk. There can be no assurance that any of the Funds’
objectives will be achieved, or that the investors in the Funds will receive a profit or a return of
capital. Accordingly, prospective investors should carefully consider the risk factors, fully described in
each Fund’s offering memorandum.