Levine Leichtman Capital Partners LLC

ITEM 5         FEES AND COMPENSATION

        In general, the Firm receives management fees and carried interest in connection with the
provision of advisory services to its clients. LLCP or other Firm entities or affiliates receive
additional compensation in connection with management and other services performed for
portfolio companies of the Funds and such additional compensation will offset in whole or in part
the Management Fees (as defined below) otherwise payable to the Firm to the extent provided by
the relevant Governing Documents. Investors in the Funds also bear certain fund expenses. The
specifics of each fee arrangement are negotiated for each Fund and are fully described in the
limited partnership agreement related to the specific Fund.

Management Fees

        Each of the Funds pays LLCP, on a semi-annual basis or quarterly in advance, depending
upon the Fund, a management fee (the “Management Fee”) of up to 2.1% on an annual basis of
aggregate Fund investor capital commitments (subject to any waiver of fees for affiliated partners
set forth in the applicable Governing Documents) (“Commitments”) or, in certain cases, invested
capital. After the active investment period expires (or upon the occurrence of certain other events
set forth in such Fund’s partnership agreement), a Fund’s Management Fee is typically reduced to
an agreed upon percentage (set forth in the applicable partnership agreement) of funded
Commitments in respect of investments that have not been disposed of or written off.

        As is the case in private equity funds generally, a Fund’s Governing Documents generally
provide that a Fund’s Management Fee will be calculated and charged on a basis that is not tied to
the Fund’s then-current net asset value. Until a date specified in the applicable Governing
Documents (the “Stepdown Date”), the Management Fee generally will be charged based on a
formula tied to the amount of the capital commitments to a Fund; and on and after the Stepdown
Date, Management Fees generally will be charged and calculated based on a formula tied to the
amount of capital contributions (including, where applicable, a Fund borrowing component
(including interest expenses) and the amount of any capitalized Transaction and Monitoring Fees
(as defined below) or expense) relating to the Fund’s aggregate investment(s) in its portfolio
companies, subject to reduction, to the extent specified in the applicable Governing Documents,
for permanent write downs by the relevant Adviser, write-offs pursuant to U.S. GAAP or write-
offs for tax purposes (such written down or written off investments, “Impaired Value
Investments”). Due to differences in the criteria set forth in their respective Governing

Documents, in the event where more than one Fund participates in an investment, there is the
possibility that an investment will become an Impaired Value Investment for purposes of one
Fund’s Governing Documents but not those of one or more other Funds. The Governing
Documents do not require Management Fees to be reduced or refunded following the occurrence
of a writedown, decrease (including a significant decrease) in fair value or other event not
constituting a complete realization, such as a partial sale or disposition, reorganization,
recapitalization (including recapitalizations involving dividends), roll-over investment in
connection with a sale or dividend distribution, except in the case of investments meeting the
relevant Impaired Value Investment standard under the Governing Documents.

        As a result, and as generally the case of private equity funds, Management Fees generally
will not fluctuate with changes in the net asset value of individual investments or a Fund, and will
not be reduced based on write downs except in the case of Impaired Value Investments. In the
case of Impaired Value Investments (including in cases of partial sales or dispositions, of the
applicable investment), following the Stepdown Date, a general partner will determine the amount
of Management Fees otherwise payable and such Management Fees will generally be reduced only
by the portion of the investment(s) realized as measured against the amount of total investment
contributions invested in such investment(s).

        In many circumstances, the post-Stepdown Date Management Fee base will include
capitalized transaction-specific fees and expenses of unrealized investments, including certain fees
(such as Transaction and Monitoring Fees) and expenses paid to service providers (including
suppliers, vendors, consultants, lenders, law firms (including Fund or transaction counsel),
transaction service providers and their respective affiliates, personnel and related investment
vehicles (together, “Service Providers”)), LLCP or its affiliates. Further, Management Fees
generally will not be reimbursed or refunded under the Governing Documents in the event of
realizations, dispositions or partial write-downs or write-offs that occur partway through the
relevant calculation period.

        The Governing Documents generally contain a complete list of provisions by which
Management Fees will be reduced, offset or otherwise limited, and consequently investors should
expect to bear the full amount of Management Fees specified in the Governing Documents until
they are reduced in the circumstances and on the date(s) specified therein.

       Other Management Fee Information

        Installments of the applicable Management Fee for any Fund for any period other than a
full semi-annual or quarterly period, as applicable, are adjusted on a pro rata basis based on the
actual number of days during the period. As a general matter, Management Fees will be payable
during term extensions unless otherwise agreed with investors.

        The portfolio companies in which a Fund invests often pay directors’ fees, transaction fees,
investment banking fees, advisory fees, monitoring fees, break-up fees, disposition fees,
...

ITEM 7         TYPES OF CLIENTS

        LLCP provides investment advice to its Fund clients, and references throughout this
Brochure to “clients” and to LLCP’s related duties to and practices on behalf of its clients and/or
investors should be construed accordingly. The Funds generally include investment partnerships
or other investment entities formed under domestic or foreign laws and operated as exempt
investment pools under the Investment Company Act of 1940, as amended. The investors
participating in the Funds generally include individuals, banks or thrift institutions, other
investment entities, university endowments, sovereign wealth funds, family offices, pension and
profit-sharing plans, trusts, estates or charitable organizations or other corporations or business
entities and include, directly or indirectly, principals or other personnel of LLCP and its affiliates
and members of their families or other Service Providers retained by an Adviser, as well as
executives of portfolio companies.

       The relevant Adviser also generally is permitted to establish Funds that are alternative
investment vehicles in order to permit certain investors to participate in one or more particular
investment opportunities in a manner desirable for tax, regulatory or other reasons. Alternative
investment vehicle sponsors generally have limited discretion to invest the assets of these vehicles
independent of limitations or other procedures set forth in the Governing Documents of such
vehicles and the related Fund.

        Certain of the Funds generally have a minimum investment amount for third-party
investors that is specified in the applicable partnership agreement. Such minimum investment
amount is generally permitted to be waived by the applicable Adviser. In most circumstances,
investors in the Funds must meet certain suitability and net worth qualifications prior to making
an investment. Generally, investors must be “accredited investors” as defined under Regulation
D of the Securities Act of 1933, and either (i) “qualified purchasers” or “knowledgeable
employees” as defined under the Investment Company Act of 1940, as amended or (ii) “qualified
clients” as that term is defined under Rule 205-3 of the Investment Advisers Act of 1940, as
amended.