MFG Partners LLC

Item 5.     Fees and Compensation

The Firm receives a management fee from certain of the Funds that is generally based on either a
percentage of each limited partner’s committed capital or invested capital, as described in each relevant
Fund’s Governing Documents. The percentage is equal to approximately 2%. The management fee is paid
quarterly in advance. Once paid, the management fees are non-refundable. With respect to certain of
the Funds, in lieu of a management fee, the Firm receives a monitoring fee from the relevant portfolio
company equal to approximately 3% to 7% of such portfolio company’s EBITDA, unless otherwise agreed
upon. The specific amount, manner, and calculation of the management fee for each Fund is outlined in
each Fund’s Governing Documents.

With respect to certain Funds, pursuant to their Governing Documents, management fees are offset by a
percentage of any transactions fees earned by the Firm. In addition, certain of the Funds’ portfolio
companies also pay fees to the Firm or an affiliate of the Firm when permitted under the Funds’ Governing
Documents.

Please see each Fund’s Governing Documents for greater detail regarding management fees.

The Firm also expects that the MFG GP will be entitled to receive carried interest from the Funds, as
further described in Item 6 – Performance-Based Fees and Side-By-Side Management.

The Funds shall pay or reimburse the General Partner and its affiliates for a Fund’s pro rata share of all
organizational expenses, including all expenses (including travel (including, where appropriate as

MFG Partners LLC                                                                             Form ADV Part 2A

determined by the General Partner, the cost of using or chartering private aircraft or other private air
travel at a cost not to exceed the cost of corresponding first-class commercial airfare, other air travel, rail,
car or ride sharing services and other modes of transportation, lodging, meals and entertainment)), other
meals and entertainment, printing, mailing, courier, legal, capital raising, accounting, consulting (including
fees and expenses of consultants retained to assist with investor diligence, operational diligence and other
investor requests), regulatory compliance (including expenses associated with the initial and/or
preliminary notifications, registrations, filings and compliance obligations and other offering
requirements contemplated by any non-U.S. regulatory regime, the AIFMD or any law, rule or regulation
relating to the implementation thereof in any relevant jurisdiction, or any other similar law, rule or
regulation, and any administrative or other filings and other organizational expenses, engagement of a
Swiss representative and/or paying agent appointed pursuant to the Swiss Collective Investment Schemes
Act (as amended), including any law, rule or regulation related to the implementation thereof), and any
depositary appointed by the General Partner (or an Affiliate thereof), and any administrative or other
filings incurred in connection with the structuring, organization, negotiating, funding and start-up of a
Fund, a General Partner, a parallel fund, a parallel fund’s General Partner, a general partner of the General
Partner and any affiliated management company (the “Fundraise”), including the preparation of, and
negotiations with respect to, the PPM and any supplements or amendments thereto, investor
presentations and other marketing materials, the Funds’ Governing Documents, subscription agreements,
any side letters or similar agreements, agreements with placement agents and any other agreements into
which any of the foregoing parties enter in connection with the Fundraise and out-of-pocket costs and
expenses incurred by placement agents, finders or other parties performing similar services in connection
with the Fundraise, but not including any (x) costs or expenses incurred in connection with compliance
with any “most-favored-nations” election process or (y) placement fees.

With respect to certain Funds, the Fund’s pro rata share of organizational expenses in excess of specified
caps shall reduce the management fee as set forth in the Governing Documents.

The Fund shall pay all partnership expenses or reimburse any party advancing payment of such expenses.
Partnership expenses include, but are not limited to, all fees, costs, expenses, liabilities and obligations
relating to the Funds’ activities, business, portfolio companies or actual or potential investments,
including with respect to any Person formed to effect the acquisition and/or holding of a portfolio
company (to the extent not borne or reimbursed by a portfolio company or potential portfolio company,
and whether or not incurred by the General Partner, the Firm or any of their respective affiliates),
including all fees, costs, expenses, liabilities and obligations relating or attributable to the activities
outlined in each of the Funds’ Governing Documents.

In addition, the Firm, an affiliate thereof, a Fund or a General Partner may charge a portfolio company
and/or a potential portfolio company for any expenses to they extent such expenses are attributable to
such portfolio company and/or potential portfolio company or the Fund’s investment or prospective
investment therein or liquidation thereof. The Firm, an affiliate thereof, a Fund or a General Partner is
also authorized to engage placement agents and incur placement fees.

Please see each Fund’s Governing Documents for greater detail regarding expenses.

Item 7.        Types of Clients

Investors in the Funds are generally expected to be high net worth individuals and institutional investors
that qualify as “accredited investors” or “qualified purchasers” (as defined in Rule 501 under the Securities
Act of 1933, as amended) and qualified purchasers (within the meaning of the U.S. Investment Company
Act of 1940, as amended, and the rules and regulations promulgated thereunder). The minimum initial
investment in the Firm’s first flagship fund will be $5 million. The Firm may waive such minimum under
certain circumstances.