Newvest Management LP

ITEM 5: FEES AND COMPENSATION

       In general, NewVest receives a Management Fee and/or a Profit Share (each as defined
below) in connection with the provision of advisory services to its clients. Investors in a Fund also
bear certain expenses.

Management Fees

        Pursuant to the relevant Governing Documents, the Funds may bear a management fee
(“Management Fee”) in respect of certain of their investors that elect to pay a Management Fee
in lieu of a Profit Share. For the avoidance of doubt, subject to the provisions of the applicable
Partnership Agreement or separate agreement with an investor, a Management Fee is not expected
to be paid in respect of an investor that elects to pay a Profit Share. It is possible Funds in the
future may bear both Management Fees and a Profit Share. The Management Fee, if any,
applicable to each limited partner will vary depending on different factors, including but not
limited to, the amount and timing of such limited partner’s capital commitment (“Commitment”)
to the applicable Series.

       In addition to the foregoing, certain investors (or their underlying investors) may be
required to bear retrocession fees (in addition to any Management Fees or Profit Share that may
be charged) or pay NewVest certain fees that NewVest will collect solely as agent for, and on
behalf of, one or more investment platforms or agents and, in turn, pay to any such investment
platforms or agents (collectively, the “Arrangement Fees”) pursuant to an arrangement between
such investor (or underlying investors of an investor) and such investment platforms or agents (the
“Fee Recipients”). See “Item 8 - Conflicts of Interest - Fee Arrangements” below for additional
information.

Profits Share (or Carried Interest)

       As reflected in the immediately preceding section “Management Fees”, NewVest may
receive a profit share (“Profit Share”) with respect to each Series of each Fund, which will, if
charged, be equal to a percentage of all realized profits for such Series. The Profit Share
percentage, if any, applicable to each limited partner will vary depending on different factors,
including but not limited to, the amount and timing of such limited partner’s Commitment to the

applicable Series. The Profit Share distributed to NewVest is subject to a potential giveback at the
end of life of the Fund if NewVest has received excess cumulative distributions.

Other Information

        NewVest is permitted to exempt certain investors in the Funds from payment of all or a
portion of Management Fees (if applicable) and/or Profit Share, including NewVest and any other
person designated by NewVest, such as “friends and family” of NewVest or its personnel,
investors having a strategic, industry, professional or other relationship with NewVest, or other
investors meeting certain qualification requirements. Moreover, if permissible under the relevant
Governing Documents, certain limited partners will be permitted to receive reductions to their
respective Management Fee (if applicable) or Profit Share percentage based on a range of various
factors described in such Governing Documents. The relevant General Partner reserves the right
to make any such exemption from Management Fees (if charged) and/or Profit Share by a direct
exemption, a rebate by NewVest and/or its affiliates, or through other Funds which co-invest with
a Fund.

        Each Series may participate in multiple closings of one or more Underlying Funds included
in such Series (including, for instance, by making additional commitments to Underlying Funds to
track the desired capital weighting of such Series after a subsequent closing of such Series, to the
extent determined reasonably practicable by the applicable General Partner). In connection
therewith, a Series could be required to make equalization payments to one or more Underlying
Funds in respect of capital contributions made by the respective partners of such Underlying Funds
prior to the Series’ admission and/or additional investment to cover the cost of a portfolio company
acquisition as well as any interest, management fees and expenses paid by the partners of, or any
investments made by, such Underlying Funds (each such amount, an “Underlying Fund
Additional Payment”). Any Underlying Fund Additional Payments will constitute an expense of
the applicable Fund allocable to the corresponding Series.

        The Funds generally invest on a long-term basis. Accordingly, investment advisory and
other fees are expected to be paid, except as otherwise described in the Governing Documents,
over the term of the relevant Fund, and investors generally are not permitted to withdraw or redeem
interests in the Funds.

        Principals and other current personnel of NewVest generally receive salaries and other
compensation derived from, and in certain cases including a portion of, the Management Fee (if
applicable), Profit Share or other compensation received by NewVest or its affiliates. Note that, in
certain cases, former personnel of NewVest may receive a portion of the other compensation
referred to in the immediately preceding sentence.

        In addition to the Management Fee (if applicable) and Profit Share payable to NewVest,
each Fund (and Series thereof) bears certain expenses. As set forth more fully in the Governing
Documents, a Fund, and Series thereof, bears all fees, costs, expenses, liabilities and obligations
relating to the Fund’s or applicable Series’ activities, investments, business, subsidiaries, special
purpose vehicles or other acquisition, holding or intermediate entities (to the extent not reimbursed

by an Underlying Fund or potential Underlying Fund), including all fees costs, expenses, liabilities
and obligations relating or attributable to: activities with respect to the researching, identifying,
structuring, organizing, acquiring, negotiating, consummating, financing, refinancing, bidding on,
...

ITEM 7: TYPES OF CLIENTS

        NewVest provides investment advice solely to its Fund clients, and references throughout
this Brochure to “clients” and to NewVest’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 can include individuals, banks or thrift institutions, insurance
companies, other investment entities, university endowments, sovereign wealth funds, family
offices, IRA accounts, pension and profit-sharing plans, trusts, estates or charitable organizations
or other corporations or business entities and will often include, directly or indirectly, principals
or other personnel of NewVest and its affiliates and members of their families or other service
providers retained by NewVest or a Fund, as well as executives of Underlying Funds.

        The relevant General Partner is also generally permitted to establish Funds that are feeder
funds, other parallel funds or 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. Sponsors of such vehicles generally have limited discretion to invest
the assets of these vehicles independent of limitations or other procedures set forth in the
organizational documents of such vehicles and the Governing Documents related Fund.

       The Funds generally have a minimum investment amount of $1 million per Series (in
respect of a single vintage period) for third-party investors. NewVest generally is permitted to
waive such minimum investment amounts in its sole discretion.