Fenway Partners LLC

Item 5. Fees and Compensation

The Adviser or its affiliates generally receive Advisory Fees and Carried Interest (each as defined
below) or similar performance-based remuneration from a Fund. A Fund, and/or its portfolio
companies may also make other payments to the Adviser or its affiliates for services provided to

the portfolio companies which, in certain circumstances, may reduce the Advisory Fees payable
to the Adviser. Additionally, consistent with the Organizational Documents of a Fund, the Fund
typically bears certain out-of-pocket expenses incurred by the Adviser in connection with the
services provided to the Fund and/or the portfolio companies. Details about such fees and expenses
are contained in the Organizational Documents of a Fund. Further details about certain common
fees and expenses are set forth below.

Advisory Fees

As compensation for investment advisory services rendered to the Funds, the Adviser typically,
subject to the Organizational Documents of a Fund, receives an advisory fee (each, an “Advisory
Fee”). Advisory Fees paid by a Fund are indirectly borne by investors in such Fund.

Advisory Fees billed to and received from the Funds are payable quarterly in advance.

The precise amount of, and the manner and calculation of, the Advisory Fees for each Fund are
established by the Adviser and are set forth in such Fund’s Organizational Documents received by
each investor prior to investment in such Fund. The Advisory Fees and other fees and distributions
described herein are generally subject to modification, waiver or reduction by the Adviser in its
sole discretion, both voluntarily and on a negotiated basis with selected investors via side letter
and other arrangements, which may not be disclosed to other investors in the same Fund. The fee
structures described herein may be modified from time to time. Fees may differ from one Fund to
another, as well as among investors in the same Fund.

In addition, the Adviser will from time to time waive or reduce all or a portion of the Advisory
Fee paid by a Fund in full or partial satisfaction of any obligation of the Adviser and certain
employees and affiliates of the Adviser to invest in and alongside such Fund, which could result
in acceleration of investor capital contributions. Waived or reduced Advisory Fees may not be
subject to various reductions described above. Due to waived or reduced Advisory Fees, Fund
investors may not receive the full benefit of reductions.

Upon termination of an Advisory Agreement, Advisory Fees that have been prepaid are generally
returned on a prorated basis.

The Adviser and its affiliates may also receive “Monitoring Fees” pursuant to monitoring
agreements with portfolio companies of the Funds governing the advice, consultation and other
similar ongoing services provided by the Adviser to such portfolio companies. In the event of an
initial public offering or other disposition, monitoring fees are expected for a period of time after
a disposition continue to be paid so long as the applicable Fund continues to hold an other than de
minimis position in such portfolio company and the Adviser or its affiliates continue to provide
the monitoring services

In addition, the Adviser and its affiliates may receive fees in connection with serving on the board
of directors of a portfolio company (“Director Fees”) and in connection with an unconsummated
transaction (“Break-Up Fees” and, together with Transaction Fees, Monitoring Fees and Director
Fees, the “Other Fees”). The amount and timing of Break-Up Fees received by the Adviser are
generally specified in the agreement or other documentation governing the transaction. As Fund

investors are aware, Other Fees are in addition to, and do not reduce, the Advisory Fees paid by a
Fund. In certain cases, the types of services to be provided in exchange for an Other Fee may
appear similar to the services provided in exchange for an Advisory Fee.

Other Fees are often substantial and may be paid in cash, in securities of the portfolio companies,
prospective portfolio companies or investment vehicles (or rights thereto) or otherwise. The
payment of Other Fees by portfolio companies creates a conflict of interest between the Adviser
and its affiliates and the Funds and their investors because the amounts of these Other Fees and
reimbursements (see “Expense Reimbursement”) below are often substantial and the Funds and
their investors do not have an interest in these fees and reimbursements. The Adviser determines
the amount of these Other Fees for the services provided and reimbursements in its own discretion,
subject to agreements with sellers, buyers, and management teams, the board of directors of or
lenders to portfolio companies, and/or third party co-investors in its transactions, and the amount
of such fees and reimbursements often will not be disclosed to investors in the Funds.

In many cases with respect to the implementation of such arrangements, there is not an independent
third-party involved on behalf of the relevant portfolio company. Therefore, a conflict of interest
exists in the determination of any such fees and other related terms in the applicable agreement
with the portfolio company.

Payments Made to Third Parties

The Adviser and its affiliates also engage and retain senior advisors, advisers, consultants, and
other similar professionals who are not employees or affiliates of the Adviser and who, from time
to time, receive payments from, or allocations with respect to, portfolio companies and/or other
entities. In such circumstances, the amounts of such fees or other compensation received by such
persons are generally retained by such persons and will not be deemed paid to or received by the
Adviser and its affiliates and such amounts will not offset the Advisory Fee. For a discussion of
material conflicts of interest created by the engagement of such persons, please see “Providers of
Operations Support” in Item 11 below.
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Item 7. Types of Clients

The Adviser currently provides investment supervisory services to the Funds. Investment advice
is provided directly to the Funds (subject to the direction and control of the general partner of each
such Fund) and not individually to investors in such Fund.

Interests in the Funds were offered pursuant to applicable exemptions from registration under the
Securities Act and the 1940 Act. Investors in the Funds are generally “qualified purchasers” as
defined in the 1940 Act, and include, among others, one or more of banks, thrift institutions,
pension and profit sharing plans, trusts, estates, charitable organizations, university endowments,
corporations, limited partnerships and limited liability companies or other entities.

The Adviser does not have a minimum size for a Fund, but the Adviser typically establishes
minimum investment commitments for investors in the Funds. The general partner of each Fund
will from time to time in its sole discretion permit investments below the minimum amounts set
forth in the Organizational Documents of such Fund.