Mandalay Financial LLC

Item 5 – Fees and Compensation
Ridgeback Capital Management’s standard advisory fee is based on a sliding scale, determined by
the total of the client’s assets under management. This fee typically is 1% of assets under
management. If a sub-advisor is utilized, the sub-advisor’s standard fee will be deducted from the
fee charged by Ridgeback Capital Management. For example, if the Ridgeback fee is 1% and the
subadvisors fee is .5%, the total fee paid by the client would be 1% and Ridgeback and the
subadvisor would each be paid .5%.

Ridgeback Capital Management’s fees may vary depending on a number of factors, including, but
not limited to, the aggregate amount of funds under management and the aggregate funds under
management in household related accounts. As a result, fees may vary from Client to Client. Fees
are subject to negotiation.

Payment of Fees

Clients may pay Ridgeback Capital Managements’ fees directly or a Client may authorize the
deduction of fees from the Client’s account, which the Custodian maintains. The Custodian will
not verify Ridgeback Capital Management’s fee calculation. Clients may issue written instructions
directing Ridgeback Capital Management to deduct fees from one of the Client’s Ridgeback
Capital Management accounts to pay the fees of another of the Client’s Ridgeback Capital
Management accounts. For specific information on the fees associated with the various programs
offered by Ridgeback Capital Management, Clients should consult Item 4 above and/or the ADV
Part 2As of the various investment managers.

Management fees shall be prorated for each capital contribution and withdrawal made during the
applicable calendar quarter (with the exception of de minimis contributions and withdrawals as
determined by Ridgeback Capital Management). Accounts initiated or terminated during a
calendar quarter will be charged a prorated fee. Upon execution of the Client Agreement and
availability of client assets for management, the first fee will be prorated through the end of the
quarter and paid at commencement of investment management. Upon termination of any account,
any prepaid, unearned fees will be promptly refunded and any earned unpaid fees will be due and
payable.

For some of Ridgeback Capital Management programs, fees are exclusive of brokerage
commissions, transaction fees, and other related costs and expenses which will be incurred by the
Client while others are all inclusive (“Wrap programs”) depending on the structure of the program.
Unless Clients are in one of the Wrap programs, they may incur certain charges imposed by
custodians, brokers, third party investment and other third parties. These charges could include
things 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 also charge internal management fees, which are disclosed in each
fund’s prospectus. Such charges, fees and commissions are exclusive of and in addition to
Ridgeback Capital Management’s fee and the Firm will not receive any portion of these
commissions, fees, and costs.

Ridgeback Capital Management prepares written financial plans for its Clients upon request. The
design fee for the preparation of such plans ranges from $1,000 to $5,000 and may be charged at
an hourly rate or for a fixed fee. Hourly rates and fixed fees vary according to the Client’s situation,
and the Client is required to agree to all design fees in writing. The design fee is negotiable, and it
may be waived in certain circumstances. The factors involved in negotiating the fee may include
the size of any accounts the Client maintains (or proposes to maintain) and any other relationship
between the Client and Ridgeback Capital Management. The design fee is ultimately based upon
the education and expertise needed to prepare the plan and the complexity of the Client’s financial
situation. Design fees are payable within 30 days of completion and delivery of the Financial Plan
to the Client.

Item 7 – Types of Clients
 Ridgeback Capital Management provides financial planning and investment advisory services to
 individuals, high net worth individuals, corporations, trusts or estates and charitable institutions.
 For some programs, the Firm has negotiable minimum account sizes. Clients should consult the
 information on Clients contained in Item 4 above and/or the ADV Part 2A as of the various
 investment managers.