Item 5: Fees and Compensation
A. Fee Schedule
I. SEPARATE ACCOUNTS
Overbrook’s standard investment management fees are set forth below. Please see Item 7 for the
minimum account size requirements.
Management fees for Separate Accounts are based on a percentage of the market value of the
assets held in the Separate Account and range from 0.50% to 2.00% of assets under management
depending upon the services provided.
With respect to the Third-Party Private Funds, Overbrook charges .50% - 1% per annum, billed
quarterly in either advance or arrears for sourcing and monitoring an alternative
investment. Unlike most of the underlying funds, Overbrook’s fee is based on invested capital
and not committed capital.
Overbrook’s Separate Account fees can vary among clients depending on a variety of factors
including, but not limited to, services provided, account size, investment allocation (i.e. fixed
income vs. equity) and the type and number of other accounts under management with
Overbrook. There may also be differences in fees paid by certain legacy clients based on account
inception dates. Investment advisory fees are billed quarterly in advance or arrears based on the
market value as of the last day of the quarter.
Form ADV Part 2A: Overbrook Management Corporation
II. PRIVATE FUNDS
Compensation and Fee Schedule
All investors should review the Offering Memorandum in conjunction with this brochure for
complete information on the fees and compensation payable with respect to the Private Funds. All
clients are either “accredited investors,” or “qualified purchasers” as defined in Section 2(a)(51)
of the Investment Company Act of 1940, as amended, and therefore disclosure of this information
herein is not required.
Pursuant to the Investment Managers’ investment management agreement with OPE, the
Investment Manager can receive a management fee.
III. NON-DISCRETIONARY ACCOUNT SERVICES
Non-Discretionary Account fees vary but in general they are consistent with the fee schedule
described above for Separate Accounts.
IV. FAMILY OFFICE & REPORTING SERVICES
Family office and reporting services are generally non-advisory in nature. Accordingly, they are
typically billed at a lower rate than the average rate charged to advisory clients. Fees are usually
charged either annually or quarterly on a fixed fee or project basis. Such fee arrangements are
entered into with the client based upon the services to be provided.
B. Payment Method
Calculation and Payment of Fees:
Separate Accounts — Management fees are generally charged and collected quarterly in arrears.
Generally, clients have provided Overbrook with the authority to directly debit fees from their
accounts. All clients receive an invoice detailing the fee calculation for their review.
For certain accounts, management fees are computed and collected quarterly in advance.
Private Funds—Investors should refer to the applicable Offering Memorandum with respect to
calculation and payment of fees.
Non-Discretionary Accounts—Payment of Non-Discretionary Account fees vary but in general are
consistent with the basic fee information and terms described above for Separate Accounts.
Family Office and Reporting Services—Fees are generally determined annually and are billed
either quarterly or annually.
Form ADV Part 2A: Overbrook Management Corporation
Valuation for Fee Calculation Purposes:
Separate Accounts and Non-Discretionary Accounts—In general, management fees for Separate
Accounts and Non-Discretionary Accounts are valued as follows: for marketable securities they
are valued as of the last traded sales price of the preceding calendar quarter which Overbrook
obtains from an independent source. For alternative investments Overbrook uses the most
recently obtained valuations from the underlying investment, adjusted for any cash flows.
Valuations reported and utilized by Overbrook to calculate fees can in some cases vary from
valuations reported by custodians.
Private Funds—Investors should refer to the applicable Offering Memorandum for more
information with respect to the valuation of fund assets.
C. Other Fees and Expenses
In addition to the investment management fee paid to the Investment Managers, clients pay other
fees associated with their accounts and investments. Such fees include the following:
Custodial Fees—Typically, Separate Account and Non-Discretionary Account clients elect to have
account assets held in the custody of a bank, trust company, broker-dealer or other qualified
custodian selected by the client. The client will bear any custodial fees or trade-away fees
associated with such account.
Brokerage Fees—Client accounts generally must bear all brokerage commissions, concessions and
mark-ups for securities transactions effected for the account. See Item 12.
Additional Fees Related to Investments in Private Funds— Subject to the investment guidelines of
a Separate Account, Overbrook may invest Separate Accounts in non-affiliated investment
companies and other pooled investment vehicles (collectively, “Non-Affiliated Private Funds”).
On occasion and subject to the investment guidelines of the Separate Account and applicable law,
Overbrook may also recommend Separate Accounts invest in a Private Fund for which Overbrook
acts as investment manager.
Clients should be aware that assets that are invested in Non-Affiliated Private Funds will be
subject to two levels of advisory fees-Overbrook’s advisory fee and the advisory fee paid to the
manager of the Non-Affiliated Private Funds. Client assets that are invested in Non-Affiliated
Private Funds may also incur other fees and expenses associated with their investments in such
funds. These expenses will generally include brokerage and other transaction-related costs and
the fees and expenses of other service providers to these funds such as custodians, transfer agents,
administrators, valuation agents, directors, auditors and counsel.
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