FPR Partners LLC

ITEM 5 – FEES AND COMPENSATION

Item 5.A   Describe how you are compensated for your advisory services. Provide your
           fee schedule. Disclose whether the fees are negotiable.

           All Clients and Investors of FPR are “qualified purchasers” as defined in section
           2(a)(51)(A) of the Investment Company Act of 1940, as amended. Clients,
           Investors and prospective Investors should refer to the governing documents of
           the Funds for a detailed description of the fees applicable to an investment in the
           Funds.

           Fees are not negotiable. However, certain associated investors of FPR are not
           charged fees and FPR maintains the right to waive or modify the terms of its
           advisory fees consistent with the terms of its agreements.

Item 5.B   Describe whether you deduct fees from clients’ assets or bill clients for fees
           incurred. If clients may select either method, disclose this fact. Explain how
           often you bill clients or deduct your fees.

           FPR deducts fees applicable to the Clients (and Investors) directly from the Client
           assets. Clients and Investors do not have the ability to choose to be billed directly
           for fees incurred.

           In general, FPR receives a management fee based on a percentage of each
           Client’s net assets and the General Partners receive a performance-based
           incentive allocation. The management fee is payable quarterly in advance and
           the incentive allocation is generally made on an annual basis.
           Investors must refer to the relevant confidential offering memorandum, other
           governing documents, or investment management agreements for a complete
           understanding of how fees are paid to FPR. The information contained herein is
           a summary only and is qualified in its entirety by such documents.

Item 5.C   Describe any other types of fees or expenses clients may pay in connection
           with your advisory services, such as custodian fees or mutual fund expenses.
           Disclose that clients will incur brokerage and other transaction costs, and
           direct clients to the section(s) of your brochure that discuss brokerage.

           The General Partners and FPR will bear the cost of all personnel, office space,
           office equipment, supplies and other necessary operating, administrative and
           clerical services to the Clients, and all of their own operating expenses and all
           due diligence expenses (including, without limitation, all travel, lodging and
           meals associated with due diligence-related matters) related to actual or potential
           investments of the Clients (whether or not consummated).

           All other expenses are borne by the Clients, including, without limitation, legal,
           internal and external accounting, auditing, administrator and other professional
           expenses, insurance, transaction-related research expenses, custodian fees, taxes
           on securities transactions, interest on borrowed moneys, brokerage fees and
           commissions and any other similar fees, clearing expenses, litigation expenses,
           expenses incurred in connection with the preparation and delivery of reports of
           the Clients and extraordinary expenses.

           The offering and organizational expenses, including external legal and
           accounting expenses, incurred in connection with the offerings of interests in the
           Funds are allocated to the Funds.
           Please refer to Item 12 of this Brochure for information regarding FPR’s

ITEM 7 – TYPES OF CLIENTS

Describe the types of clients to whom you generally provide investment advice, such as individuals,
trusts, investment companies, or pension plans. If you have any requirements for opening or
maintaining an account, such as a minimum account size, disclose the requirements.

FPR provides investment advisory services to Clients as described in Item 4 above. The minimum initial
investment for Investors in an FPR Fund is $5,000,000, subject to lesser amounts being accepted at the sole
discretion of the applicable General Partner or FPR.