Item 5 – Fees and Compensation
The PLUS Funds
EverWest earns base management fees equal to the sum of the fees computed for each investor. The standard
annual base management fee schedule for Investors in the PLUS Funds is as follows:
Net Asset Value Annual Fee
Up to $5 million 0.75% on net asset value
$5 - $20 million 0.60% on incremental net asset value
Over $20 million 0.50% on incremental net asset value
EverWest through the PLUS Funds’ general partner or Trustee may waive or reduce the fee amounts with
respect to particular Investors at its discretion. The base management fee is automatically deducted quarterly
in arrears based on the net asset value of the units held by each Investor at the end of the quarter, prior to any
reduction in net asset value for EverWest’s incentive fee. The base management fee computed for each
Investor will be reduced by the Investor’s pro rata share (based on units) of any management fees paid to
EverWest or its affiliates by any affiliated fund in which a PLUS Fund invests including, but not limited to, the
GWL REIT and GWL PLUS Leveraged LLC (together, the “Lower Tiered Funds”).
While the minimum initial investment for the PLUS Funds is $1 million, subscriptions for a lesser amount may
be accepted at the discretion of the general partner or trustee.
In addition, the PLUS Funds pay management fees charged by third party investment managers in connection
with the PLUS Funds’ public real estate investments, may pay performance or incentive fees, and pay other
expenses incurred by the PLUS Funds. Management fees will be reduced (but not below zero) by the PLUS
Fund’s pro-rata share of any management fees paid to EverWest’s affiliates that it engages to act as a third-
party investment manager.
GWL U.S. Property Fund L.P.
USPF’s general partner is a wholly-owned subsidiary of GWLRA US Trust Company, LLC (“GWLRA US
Trust Company”), an affiliate of EverWest. USPF pays the general partner an investment management fee equal
to the sum of the fees determined on an investor-by-investor basis as described below. The general partner
pays ninety percent (90%) of the investment management fee to EverWest, the investment manager of USPF,
and retains 10% of the investment management fee.
Institutional investor means a retirement system, pension fund, endowment, foundation, insurance company,
registered investment company, corporation, charity, or any other subscriber as determined by the general
partner in its sole discretion. Unless otherwise agreed to by the general partner, the fee is:
Net Asset Value Annual Fee
Up to - $25 million 1.10% on net asset value
$25 million - $50 million 1.00% on incremental net asset value
Over $50 million 0.90% on incremental net asset value
Unless otherwise agreed to by the general partner, each non-institutional investor in USPF will bear an annual
base investment management fee of 1.40% on the net asset value of its limited partnership interest.
The base fee will be determined quarterly in arrears, based on the value of capital accounts at the end of each
quarter prior to distributions and investment management fees and, to the extent permitted by law, at the end
of other valuation periods. The base investment management fee will be calculated as of the last business day
of each calendar quarter and may be paid at that time or thereafter.
Any asset management fees paid by USPF are reduced (but not below zero) by USPF’s pro-rata share of any
management fees paid to EverWest’s affiliates by any affiliated fund in which USPF invests, including the GWL
REIT. Investors will pay all other expenses incurred in the management and operation of USPF.
For the PLUS Funds and USPF, the property investments are often shared with a joint venture partner (“JV
Partner”) that provides equity and/or services to the property investment. JV Partners can receive
compensation in the form of management fees and/or incentive allocations when investments outperform
certain hurdles. This compensation is typically paid to the JV Partner by the underlying property investment
entity, which is an indirect expense to the Funds.
The International Fund
The International Fund pays an annual management fee, paid quarterly in advance and automatically deducted,
to EverWest equal to (a) during the commitment period, 1% of the aggregate commitments, and (b) thereafter,
1% of the then aggregate amount of all capital contributions made by the partners and used by the International
Fund to make investments, as reduced by (i) any portions thereof which have been returned by the International
Fund to the partners, and (ii) the amount of any write-downs in the carrying value of any such investments.
EverWest may, however, waive or reduce the fee amounts with respect to particular Investors at its discretion.
Because the International Fund is a closed-end fund Investor interests are not redeemable; therefore, a refund
of prepaid fees is not applicable.
The International Fund pays management fees charged by third party investment managers in connection with
the International Fund’s investments in other funds, may pay performance or incentive fees, and pays other
expenses incurred by the International Fund.
EverWest and supervised persons1 of EverWest do not accept compensation based on the sale of PLUS or
USPF Fund interests. The International Fund is closed and not accepting any new Investors. No compensation
was accepted during the offering period of the International Fund.
1Supervised Person means an officer, partner or director (or people performing similar functions or occupying a similar
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