Item 5: Fees and Compensation
The fees applicable to each of the Funds are set forth in detail in the corresponding Offering Documents.
A brief summary of such fees is provided below.
Management Fee
PinnBrook is paid an investment management fee (“Management Fee”) based upon the net asset value
of the Funds. The Management Fee is paid quarterly in advance, prorated for subscriptions into or
withdrawals or redemptions from the Funds, as applicable. The Firm, in its sole discretion, may waive
or modify the Management Fee for any Investor.
Other Types of Fees or Expenses
PinnBrook is authorized to incur and pay in the name and on behalf of the Funds all expenses which
they deem necessary or advisable.
The Firm shall render its services to the Funds at its own expense and will be responsible for its overhead
expenses including: office rent; furniture and fixtures; stationery; secretarial/internal administrative
services; salaries and bonuses; entertainment expenses; employee insurance and payroll taxes.
All other expenses shall be paid by the Feeder Funds (or by the Master Fund and allocated to the Feeder
Funds) and shall include, but are not limited to: the Management Fee; legal, compliance (including
consultants’ fees), risk management expenses (including software licensing and consultants’ fees),
administrator (including, but not limited to, middle and back office services and software necessary for
trade capture and portfolio management), audit and tax preparation (including third-party tax
preparation) and accounting expenses (including third party accounting services and accounting
software); Organizational Expenses (as defined below); execution and order management system fees
and expenses; investment expenses such as commissions, research fees and expenses (including
Bloomberg and similar subscriptions and data services and reasonable research-related travel expenses
(including meals and lodging)); interest on margin accounts and other indebtedness; borrowing charges
on securities sold short; custodial fees; bank service fees; Fund-related insurance costs (including no
more than 75% of D&O and E&O insurance for the Firm and the General Partner and members of the
Governance Committee); independent Master Fund Governance Committee members’ fees and
expenses; expenses of regulatory compliance (including compliance with AIFMD and AEOI), filings
and reporting (including but not limited to Section 13, Section 16 and Form PF filings); directors’ fees;
pricing service fees; portfolio valuation expenses (including data feeds and third-party valuation
agents); and any other expenses related to the purchase, sale or transmittal of Fund assets. Each Feeder
Fund will bear its pro rata share of the Master Fund’s expenses. To the extent that an expense relates
only to the Onshore Feeder, the Offshore Feeder, the AUD Offshore Feeder or any other investment
vehicle that invests in the Fund, generally it will be allocated to and solely paid by such vehicle. The
organizational expenses of the Funds (including expenses of the initial offer and sale of limited
partnership interests in the Onshore Feeder and common shares of the Offshore Feeder and the AUD
Offshore Feeder) (the “Organizational Expenses”) will be paid by the Funds. Organizational
Expenses, for net asset value purposes and in the sole discretion of the General Partner, will be
amortized over a period of up to 60 months from the date the Funds commence operations unless to do
so would result in a qualification of the Funds’ financial statements, although, if the Funds deem
appropriate, such amounts may be accelerated (for example, if a Fund terminates within 60 months of
its commencement).
In general, each Investor bears its proportionate share of the Fund expenses on a pro rata basis with
respect to the size of such Investor’s capital account(s) or with respect to the relative net asset value of
the shares held by such Investor, as applicable.
PinnBrook Capital Management LP Form ADV Part 2A Brochure
Notwithstanding the foregoing, the Fund General Partner and/or the Firm, as applicable, may specially
allocate the expenses described herein in any other manner, including by allocating certain expenses to
certain (but not all) Investors, if the Fund General Partner and/or the Firm, as applicable, reasonably
determines, in its discretion, that it is more equitable to do so.
To the extent that expenses to be borne by the Funds are paid by the Firm or its affiliates, the Funds
will reimburse the Firm or its affiliates for such expenses. We may waive any such reimbursement with
respect to any Fund expenses. Any waiver by us for reimbursement of any Fund expenses shall not
serve as a waiver of reimbursement for any future Fund expenses to be paid by us or our affiliates.
Neither the Firm nor its employees accept compensation, including sales charges or service fees, from
any person for the sale of securities or other investment products.