Preston Capital LLC

ITEM 5         FEES AND COMPENSATION

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   Preston Capital, LLC                                           Firm Brochure

The specific details of Funds’ fees, expenses, and allocation of distributions are discussed in
each Fund’s respective governing documents. In general, the Adviser (or affiliates of the
Adviser which serve as general partners to the Funds)receives an advisory fee which varies for
different clients as set forth in the applicable governing documents. Additionally, Adviser (or
such affiliates) receives carried interest, or performance fee, which is based on the returns of
each portfolio. . Management fees are paid monthly or quarterly in advance or arrears in
accordance with the applicable governing documents. The timing of the performance allocation
can vary based upon factors as detailed within the applicable governing documents. Clients and
prospective Investors should review the relevant governing documents for more complete
information on the fees and expenses associated with their investment.

The Funds will bear all organizational and operating expenses as discussed in detail in their
respective governing documents. Generally, these will include, without limitation: legal,
auditing, accounting, consulting and actuarial fees; administration fees; life insurance policy
investment servicing fees; securities intermediary and custodian fees; costs of obtaining and
maintaining licenses, registrations, costs of reporting to regulatory authorities and complying
with requests of information there from, and costs of producing reports and notices to investors,
financial statements, tax returns and Schedules K-1; expenses and fees associated with the
acquisition, ownership and maintenance of life insurance policies (including premiums due
thereon), and the enforcement and disposition of the life insurance policies, including principal,
interest and fees in relation to any leverage facilities; expenses associated with meetings of the
limited partners, advisory board or directors; extraordinary expenses (such as litigation); any
pre-approved third-party expenses relating to unconsummated transactions; expenses of
liquidation of the Funds or certain special purpose vehicles; any taxes, fees or other government
charges levied against the Funds or special purpose vehicle and all expenses incurred in
connection with any tax audit, investigation, settlement or review thereof; and expenses in
relation to any leverage facilities of any special purpose vehicles, including any interest or fees.

The specific details of Funds’ fees, expenses and allocation of distributions are discussed in
the Fund’s governing documents. Due to the structure of the Funds, there may be multiple
layers of fees and expenses within the Funds, including management fees and incentive fees
paid to Adviser, organization costs reimbursed to Adviser, and expenses paid to third parties,
as further described below.

Fees and fund expenses are paid from respective Fund’s assets. Investors in the Funds will pay
these fees and costs regardless of whether the Funds are profitable. Fees and costs will reduce
any amount of money earned on investments over time. Clients and prospective Investors
should review carefully the Fund fees to fully understand the total amount of fees being paid.

Other Expenses
The Funds will each bear their own expenses. Such expenses include the following: expenses
incurred in formation and organization of the Funds, the General Partners and their related
entities and the offering of the interests (“Organizational Expenses”); management and
incentive fees as described above; fees of any investment intermediary, custodian and escrow
agent; all premiums, insurance, indemnification, sourcing/origination fees, escrow fees,
servicing costs and other expenses associated with the acquisition, holding and disposition of

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   Preston Capital, LLC                                          Firm Brochure

its proposed or actual investments; legal expenses; and actuarial expenses; expenses related to
the research, due diligence and monitoring of actual and prospective investments (whether or
not consummated) and the consummation of investments, including third-party investment
sourcing fees; research and market data or technology; due diligence expenses including
consulting and appraisal fees; travel expenses; brokerage fees, commissions and expenses;
clearing and settlement charges; custodial fees and expenses; bank service fees; interest
expenses and fees related to financings or refinancing; and fees and expenses of third-party
professionals, including consultants, investment bankers, attorneys and accountants;
reorganizational expenses; operational expenses including fees and expenses relating to
technology used to research investments, manage risk, facilitate valuations, facilitate
accounting functions, facilitate compliance with the applicable laws and rules, and facilitate
the order execution of investments such as portfolio management systems; fees and expenses
of third-party risk management products, models and services; third-party administrative fees
and expenses; consultants, valuation service providers, attorneys and accountants; the costs of
any litigation or investigation involving activities of the Funds or any investment vehicle; third-
party audit and tax preparation expenses; insurance expenses, including premiums for
cybersecurity insurance and liability insurance covering Adviser, the General Partner, and the
members, partners, officers, employees and agents of any of them; fees and expenses of the
General Partner and any investment vehicle’s directors and officers; costs of preparing and
distributing reports and notices; taxes; expenses incurred in connection with negotiating and
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ITEM 7         TYPES OF CLIENTS

Adviser provides investment advice to three private funds. The Funds generally require a $5
million minimum capital commitment. Adviser may modify or waive such minimum
investment requirement from time to time. Fund interests may be purchased only by investors
who (i) qualify as “accredited investors,” as defined in Regulation D promulgated under the
U.S. Securities Act of 1933, as amended (the “Securities Act”) and (ii) are not subject to
disqualification under Rule 506(d) of Regulation D of the Securities Act. Investors may be
required to meet other suitability requirements as set forth in the Fund’s subscription agreement
(the “Subscription Agreement”) or as determined by the General Partner in its sole discretion.

Fund I is closed to new investment.