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.
Compensation of PPR: Management Fees
The Master Fund pays the Investment Manager (or any other person or entity designated by
the Investment Manager) a monthly management fee in advance in an amount equal to
approximately 0.1042% (1.25% per annum) of the net asset value of the capital account of
each Member, including, in the case of the Feeder Fund, the capital account balances of its
shareholders (the “Management Fee”). The Management Fee is prorated for partial periods
and the Investment Manager, in its sole discretion, may waive or modify the Management Fee
for any Investor.
Other Types of Fees or Expenses
The Investment Manager and the Manager are both authorized to incur and pay on behalf of
the Funds all expenses which they deem necessary that are allowed to be borne by the Funds
within the terms of the Offering Documents. The Investment Manager and the Manager will
be reimbursed for such operating expenses incurred on behalf of the Funds. However, the
Investment Manager or the Manager may waive any such reimbursement with respect to any
such expenses.
The Investment Manager and Manager are responsible for all of their own ordinary
administrative, compliance, and overhead expenses, including, without limitation, all costs
and expenses related to rent, furniture, fixtures, computer and other equipment, office
supplies, clerical expenses, as well as salaries, bonuses and benefits paid to, or on behalf of,
personnel of the Investment Manager, the Manager, or their affiliates. The Investment
Manager and the Manager are also responsible for expenses related to communication,
research, business travel, entertainment, conferences, analysis software and other data
service providers, certain insurance premiums and other services and expenses as further
described in the Offering Documents.
The Funds are responsible for all of the ordinary and necessary expenses of their operations
including, without limitation, (i) brokerage commissions, clearing and settlement charges,
custodial fees, bank service fees, interest expenses and other investment-related expenses
and charges for transactions in securities and other instruments; (ii) the costs of any agents of
the Funds, legal and auditing expenses, accounting, fund administration, investment related
consultants and other service provider expenses, custody fees and expenses, expenses
incurred with respect to the preparation of annual reports, tax returns, and other financial
information; (iii) the costs of any outside financial advisers and consultants engaged by the
Investment Manager or the Manager in connection with general industry or company analysis,
due diligence and activism costs relating to portfolio companies and the cost of industry or
company-specific research papers (as distinguished from advice regarding the investment of
monies of the Funds and other activities in connection with the purposes of the Funds); (iv)
government fees, registration fees, regulatory filing expenses, and compliance expenses,
including, without limitation, expenses related to the NFA, CFTC and the SEC, and blue sky
filing fees; (v) all ongoing customary costs and expenses associated with the Funds’
administration and operation, which may include, but shall not be limited to, news, quotation,
insurance premiums of the Funds (if any); (vi) cyber-related expenses, including cyber-security
assessments of the Manager, Investment Manager, and key vendors, penetration testing, and
other similar cyber-security costs; and (vi) extraordinary expenses, including, without
limitation, expenses incurred in connection with any litigation involving the Funds,
indemnification and contribution expenses.
In general, each Member of the Master Fund, including the Feeder Fund, bears their
proportionate share of the Master Fund expenses.
Notwithstanding the foregoing, the Manager or the Investment Manager, 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 Manager or the Investment Manager,
as applicable, reasonably determines, in its discretion, that it is more equitable to do so.
Neither the Investment Manager, the Manager, nor their employees accept compensation,
including sales charges or service fees, from any person for the sale of securities or other
investment products.