Item 5 – Fees and Compensation
This brochure is only delivered to qualified purchasers and therefore does not contain our advisory
service fee schedule.
Management Fee: LPM typically receives a management fee based on a percentage of assets under
management which is calculated and payable quarterly in advance from the TR Master Fund. Underlying
investors in the TR Feeder Funds can generally only withdraw money on the last day of each calendar
quarter, so they are not likely to pay a management fee in excess of what they owe. LPM deducts our
management fee directly from the TR Master Fund’s client account. No separate management fee is
charged at the feeder fund level, but investors in the TR Feeder Funds each pay their allocation portion of
the TR Master Fund’s management fee.
LPOF pays a monthly fee, in advance, at the annual rate of 1% of such Fund’s Net Asset Value to
compensate LPM for its operating expenses in managing the LPOF. Fees are calculated based on the net
assets of the LPOF at the close of the preceding month or as otherwise stated in the LPOF’s Offering
Memorandum.
Performance Allocation: Interests in the TR Domestic Fund are offered in two series: Series A and Series
B. Shares of the TR Offshore Fund will be offered in two tranches: Tranche A and Tranche B. The
Series A interests and Tranche A shares do not bear a performance allocation.
The General Partner of the TR Master Fund, an affiliate of LPM, receives performance-based
compensation from the TR Master Fund with respect to underlying feeder fund investors that hold Series
B interests or Tranche B shares of the TR Feeder Funds. That performance-based compensation is based
on a percentage of the amount by which the value of the applicable interests/shares exceeds what the
value of those interests/shares would have been if the rate of return for those interests/shares would have
been equal to the total return of the S&P 500 Index for the applicable performance measurement period.
The performance-based compensation is generally allocated at the end of each year, or upon a withdrawal
or redemption if prior to the end of the year (but only on the amount withdrawn or redeemed), as further
described in the offering memoranda of the TR Feeder Funds. The performance-based compensation
related to TR Master Fund is allocated to the General Partner directly from TR Master Fund, and no
separate performance-based compensation is taken at the feeder fund level.
Incentive Allocation for the LPOF is based on the percentage of the increase in total net assets (after fees
and expenses), exclusive of additions and withdrawals of capital during any calendar year for LPOF;
payable at the end of the calendar year and upon interim year withdrawals (pro-rated). The incentive
allocation will be charged in accordance with Section 205 of the Investment Advisers Act of 1940, as
amended, (the "Advisers Act") and Rule 205-3 thereunder.
Management fees and performance-based fees are generally non-negotiable, but LPM may reduce or
eliminate such fees with respect to any investor in the TR Feeder Funds in its sole discretion.
For purposes of calculating management fees and performance allocations, net assets are determined
using actual market prices that are current as of the date of determination (as provided by the TR Master
Fund’s prime broker). Both realized and unrealized gains and losses are included.
LPM ADV Part 2 - December 27, 2016
LPM, the TR Master Fund or LPOF may terminate an advisory agreement at any time by providing sixty
(60) days written notice to the other party, or as otherwise agreed in an advisory agreement. No
termination shall affect or preclude the consummation of any transaction initiated prior thereto.
Subscription and redemption terms for investors in the Funds are stated in each Fund's Offering
Memorandum.
The fees that LPM charges to the TR Master Fund and LPOF are for advisory services only. Each of
Funds bear all of their own organizational and operational expenses, including, without limitation:
• legal fees (including settlement costs);
• investment banking expenses;
• fees and profit-sharing payments due to unaffiliated advisers, sub-advisers, consultants and
finders (which do not offset the management fees or the performance allocation);
• costs of any litigation or investigation involving the Fund’s activities;
• filing fees and expenses;
• accounting costs (including tax preparation and audit expenses);
• administration costs;
• costs associated with reporting and providing information to investors;
• costs associated with the offering of interests or shares to investors;
• withholding and/or transfer taxes; and
• other out-of-pocket expenses.
In addition to the expenses described above, our clients also bear all of their investment-related expenses,
including, without limitation:
• proxy expenses;
• travel expenses;
• research and other information and information service subscriptions utilized with respect to the
investment program;
• expenses related to underwriting and private placements;
• brokerage commissions;
• interest on debt balances or borrowings;
• custodial fees; and
LPM ADV Part 2 - December 27, 2016
• certain expenses incurred conducting research on potential investments.
Each Feeder Fund bears its pro rata share of the TR Master Fund’s expenses. Each Feeder Fund’s
offering memorandum contains further information on the costs and expenses borne by each of the Feeder
Funds.
When LPC acts as broker-dealer for transactions for the LPOF, a customary commission or mark-up is
charged. All commissions are negotiable. The LPOF may engage in frequent trading, which will result in
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