Lexion Capital Management LP

ITEM 5: FEES AND COMPENSATION

A. Description of Compensation
In certain circumstances, all fees, account minimums, and their applications to individuals or groups may
be negotiable.

Investment Management Services
The annual fee for investment management services for LCM will be charged as a percentage of assets
under management, according to the fee schedules below.

                        All-inclusive fees in relationship of less than $1 million:

 Assets Under Management (AUM)                                                            Annual Fee

 All-inclusive fees in relationship of less than $1 million
      AUM up to $1,000,000.00                                                                1.50%

 All-inclusive fees in relationship of $1 million - $5 million
      AUM up to $5,000,000.00                                                                1.00%

 All-inclusive fees in relationship of $5 million or more
      AUM - First $5,000,000.00                                                              0.95%
      AUM - Next $3,000,000.00                                                               0.90%
      AUM - Next $2,000,000.00                                                               0.85%

 All-inclusive fees in relationships of $10 million or more
      Aum - First $10,000,000.00                                                             0.80%
                                                                                             0.75%
      All amounts thereafter

All accounts for members of the client’s family (husband, wife, and dependent children) or related
businesses may be assessed fees based on the total balance of all accounts.

LCM generally requires a minimum annual fee of $5,000 for investment management and employee
benefit plan services.

            41 Madison Avenue, 31st Fl. New York, NY 10010 • (212) 767-0799 • LexIONCapital.com        7

Employee Benefit Plan Services
The annual fee for employee benefit plan services will be charged as a percentage of assets within the
plan according to the above quoted fee for investment management services, will be payable quarterly
in advance, and will be deducted by the account custodian.

Financial Planning Services
Financial planning fees will be charged in one of two ways:

   1. As a fixed fee, typically $10,000.00, depending on the nature and complexity of each client’s
      circumstances and upon mutual agreement with the client. 50% of this fee may be due upon
      signing the financial planning agreement, with an additional 25% due at the completion of a draft
      and 25% at final presentation.
   2. On an hourly basis, typically $1,000.00 per hour, depending on the nature and complexity of
      each client’s circumstances. Hourly fees will be billed as earned, and paid directly by the client.

LAF Fees
The minimum initial investment shall be $1,000,000, which may be waived by LAF. Minimum
additional investment is $100,000.

LAF offers two share classes, with different advisory fees and performance fees:

           Class Share                       Management Fee                          Advisory Fee
             Class A                                 2%                                   20%
             Class B                                0.5%                                  30%

LAF receives performance-based compensation, which is compensation that is based on a share of
capital gains or capital appreciation of the assets of an investor above the applicable watermark. This
compensation will either be reallocated to or paid to LCM.

B. How Fees Are Paid
For investment management and employee benefit plan services, LCM will request authority from the
client to receive quarterly payments, in advance, directly from the client’s account held by an
independent custodian. Clients may authorize the custodian of the client’s assets to deduct LCM’s fees
directly from the client’s account. Clients will receive custodial statements showing the advisory fees
debited from their account(s). Certain third-party administrators will calculate and debit LCM’s fee and
remit such fee to LCM.

            41 Madison Avenue, 31st Fl. New York, NY 10010 • (212) 767-0799 • LexIONCapital.com     8

For management fees, LAF will request authority from the investors to receive quarterly payments in
advance. Additionally, there will be an allocation to the LAF of a percentage of any realized or unrealized
profits in excess of realized or unrealized losses calculated and allocated at the end of each year (see
“Performance Fees”).

C. Other Fees and Expenses
LCM’s fees are exclusive of brokerage commissions, transaction fees, and other related costs and
expenses which shall by incurred by the client. Clients may incur certain charges imposed by custodians,
brokers, third party investment managers, and other third parties such as fees charged by managers,
custodial fees, wire transfer and electronic fund fees, and other fees and taxes on brokerage accounts and
securities transactions. Mutual funds and exchange traded funds charge internal management fees, which
are disclosed in a fund’s prospectus. All fees paid to LCM for investment advisory services are separate
and distinct from the fees and expenses charged by mutual funds and ETFs to their shareholders.

LAF investors typically pay all of their own operating and investment expenses including, but not limited
to: fees, costs and out-of-pocket expenses incurred in connection with the formation of an investor that
is a private investment fund; fees and expenses of any advisers and consultants to the investor; external
legal, auditing, accounting, administration, tax return preparation and other professional fees and
expenses; fees and expenses of an investor’s directors, if applicable, including the costs associated with
meetings; fees and expenses of the investor’s administrator and depositary, if applicable; taxes, fees and
...

ITEM 7: TYPES OF CLIENTS AND ACCOUNT REQUIREMENTS

LCM provides services to individuals, qualified retirement plans, trusts, charitable organizations,
corporations, and small businesses.

LCM generally requires a minimum annual fee of $5,000 for investment management and employee
benefit plan services and a minimum annual fee of $3,500 per account for LexION Access accounts.
These minimum fees and account size may be negotiable under certain circumstances.

LCM requires each client to sign a services agreement before LCM will provide any services.

LAF provides its services to institutional investors. Such investors may include, but are not limited to,
high net-worth individuals; pensions and profit sharing plans; corporations and business entities;
university endowments; foundations; and family offices. Subject to the discretion of LCM, LAF requires
a minimum of $1,000,000.00 to invest in the fund.