Plexus Capital LLC

Item 5: Fees and Compensation

Adviser Compensation

Management Fees: Private Fund investors bear their proportionate share of the applicable
investment management fee charged to such Private Fund. Compensation earned by Plexus Capital
for providing investment advisory services to the Private Funds is generally comprised of an asset-
based management fee, which does not exceed 2% and is generally payable quarterly in advance. The
management fee is generally deducted directly from the Private Fund. Management Fees are
generally based on capital committed to the particular Private Fund during its investment period,
and subsequent to the investment period, the Management Fee is based on the invested capital within
the particular Private Fund. In the event that an advisory agreement is terminated prior to the
conclusion of a billing period, Plexus Capital will refund a pro rata portion of any pre-paid
management fees. Details of the fees are found in each Private Fund Offering Memorandum which is
provided to each investor to the Private Funds.

In addition, as described in Item 6 - Performance-Based Fees and Side-by-Side Management, Plexus
Capital or its affiliates has the potential to earn performance-based compensation from the Private
Funds in the form of a carried interest in profits.

In accordance with the offering documents of each Private Fund, the applicable general partner, in
its discretion, may elect to offer one or more of the limited partners of the Private Fund client the
opportunity to co-invest alongside the Private Funds client with respect to a particular investment.
Management Fees and/or carried interest that may be received by Plexus Capital or its affiliates in
connection with co-investment opportunities will be determined on a deal-by-deal basis.

The Adviser has the authority, in its sole discretion, to exempt, and have exempted, certain investors,
including Plexus principals and employees, friends, and family, from paying all or a portion of a
Fund’s management fees and/or carried interest. In addition, the Adviser may form Co-Invest Funds
that are not subject to management fees and/or carried interest.

After payment of the Adviser’s overhead and expenses, Plexus principals and certain employees will
receive residual portions of the management fee, carried interest or other compensation received by
the Adviser or General Partners to the Funds.

As permitted under the applicable Governing Documents, the Adviser may, in its sole discretion,
waive a portion of the management fee payable by a Fund’s investors to the Advisers. Upon a waiver,
the investors in a Fund may be required to make a pro rata contribution according to their respective
commitments to a Fund; any such waived management fee that the Advisers elect to treat as a
contribution. As a result, the exercise of such waiver reduces the amount of capital the Adviser would
otherwise be required to contribute to a Fund and may result in an acceleration of investor capital
contributions.

Other Non-Advisory Fees

Plexus Capital’s advisory fees are exclusive of other related costs and expenses that are incurred by
the Private Funds. These other fees and expenses are described in detail in each Private Fund
Offering Memorandum. Other fees and expenses may include without limitation:

       Third-party custody fees;
       Organizational expenses;
       Legal, accounting and tax fees related to the operation of the Private Funds;
       Broken-deal expenses;
       Fees and expenses of money market funds that hold cash balances; and
       Expenses related to deal sourcing.

All fees paid to Plexus Capital for investment advisory services are separate and distinct from the fees
and non-advisory fees referenced above. More details related to the fees and expenses borne by the
Private Funds are included in their respective offering documents.

Plexus Capital, or the Funds it manages will, at times, receive business advisory fees related to one or
more of the following: the evaluation, structuring and transition and acquisition and/or ongoing
value creation of portfolio investments. The Firm’s Management Fee charged to the Fund will be
reduced by a percentage of such fees and Plexus will receive a portion of the fees. These
arrangements are documented and further details regarding this practice are disclosed in the Private
Funds’ respective offering documents.

Item 7: Types of Clients

Plexus Capital provides portfolio management services to private pooled investment vehicles. The
minimum capital commitment in a Private Fund managed by Plexus Capital generally ranges from
$100,000 to $2,500,000, subject to reduction at the sole discretion of the General Partner of each
Private Fund.