Rhone Group LLC

Fees and Compensation
Management Fees and Performance Allocations

Rhône is compensated by the Funds for its advisory services through the receipt of management
fees (the “Management Fees”), as well as a share of profits realized from investment dispositions
(referred to herein as a “Performance Allocation”), as described in more detail below. Each
General Partner of a Fund is entitled to receive a Performance Allocation from such Fund. As a
general matter, Management Fees will be payable during term extensions unless otherwise
agreed with investors.

The specific payment terms and other conditions of the Management Fees and other
compensation as well as Performance Allocations available to Rhône or a General Partner are
set forth in the relevant Governing Documents of each Fund.

In the case of certain Funds, the applicable General Partner has the unilateral discretion to waive
or modify the application of certain provisions of the Governing Documents of such Fund with
respect to an investor in such Fund (typically those related to Management Fees as well as
Performance Allocations) without obtaining the consent of any other investor in such Fund. The
applicable General Partner generally waives all Management Fees and Performance Allocations
from managing directors, principals, personnel and Special Consultants of Rhône and its
affiliates, as well as for “friends and family” of Rhône or its personnel, Service Providers, certain
managers affiliated with portfolio investments, and other persons with a current or historical
relationship with Rhône or one of its affiliates, including investors meeting certain qualification
requirements based on commitment size or other strategic or relationship factors, as
determined by such General Partner. Such General Partner reserves the right to make any such
exemption from fees and/or carried interest by a direct exemption, a rebate by Rhône and/or its
affiliates, or through other Funds which co-invest with a Fund. Rhône retains flexibility to

Form ADV Part 2A Brochure | Rhône Group L.L.C.

structure its compensation from investors and expects in certain circumstances to agree to
invoice an investor directly for Management Fees or other compensation rather than deducting
such amounts from the investor’s capital account(s).

Management Fees are generally payable quarterly in advance or quarterly in arrears, depending
on the terms of the Fund. Management Fees are payable during the term of a particular Fund as
specified in the Governing Documents. Investors participating in a closing after a Fund’s initial
closing date bear the Management Fee from the initial closing date, generally in addition to an
interest component, payable to Rhône or one or more of its affiliates.

The Management Fees that Rhône receives for services provided to certain of its Funds is in
certain cases based on capital contributions as opposed to capital commitments. In such cases,
because Rhône will not receive Management Fees from such Funds until capital is drawn, there
is an incentive for Rhône to invest such Funds’ capital earlier than it otherwise might have if
Management Fees were based on capital commitments. Where a Fund’s Governing Documents
calculate Management Fees based on the amount of capital commitments or the amount of
capital contributions, the amount of Management Fees generally will not be reduced based on
reductions in investment value, other than as and when specified by the relevant Governing
Documents of the Funds. As a general matter, Management Fees will be payable during term
extensions, unless otherwise agreed with investors.

As is generally the case in private equity funds, the Governing Documents provide that the
relevant Fund’s Management Fees will be calculated on a basis that generally is not based on
the respective Fund’s then-current net asset value. As further described in the Governing
Documents, from the effective date of the relevant Fund until a date specified in the Governing
Documents (the “Stepdown Date”), Management Fees generally will be charged based on a
formula tied to the amount of the relevant Fund’s aggregate commitments. After the Stepdown
Date, Management Fees generally will be charged and calculated based on a formula tied to the
amount of investment contributions (including, where applicable, a Fund borrowing component
(including interest expenses) and the amount of any capitalized Transaction / Consulting Fees
and Monitoring Fees (as defined below) or expenses, including costs of Special Consultants (as
defined below)) made by the relevant Fund relating to the Fund’s aggregate capital contributed
for investment(s) that have not been completely written off or written down, in each case when
realized for U.S. federal income tax purposes (such investments, “Impaired Value Investments”),
or disposed of (in part or in full). As a result of differences in the criteria set forth in their
respective Governing Documents, in the event where more than one Fund participates in an
investment, there is the possibility that an investment will become an Impaired Value
Investment for purposes of one Fund’s Governing Documents but not those of one or more
other Funds.

Accordingly, the amount of Management Fees typically does not correspond with fluctuations
in a Fund’s net asset value, including following the commitment period, and will not be reduced
in connection with any write-downs (whether temporary or permanent), except in the case of
Impaired Value Investments. Except where the Governing Documents expressly provide to the
contrary, Management Fees will not be reduced (in whole or in part) in the case of a partial

Form ADV Part 2A Brochure | Rhône Group L.L.C.

distribution or disposition (e.g., those resulting from a recapitalization (including
recapitalizations involving dividends), or reorganizations, restructurings, roll-over investments,
...

Types of Clients
Rhône provides investment management services solely to its Fund clients, which generally
include foreign and domestic pooled investment vehicles organized as limited partnerships and
other foreign legal entities, and references throughout this Brochure to “clients” and to Rhône’s
related duties to and practices on behalf of its clients and/or investors should be construed
accordingly. The Funds are not registered under U.S. federal securities laws. All U.S. persons
investing in a Fund must be “accredited investors” (as defined in Regulation D of the Securities
Act) or, either alone or with one of its representatives, have sufficient knowledge and experience
in financial and business matters to make such person capable of evaluating the merits and risks
of investing in a Fund. Investors are also required to satisfy other conditions when appropriate
such as being a “knowledgeable employee” within the meaning of Rule 3c-5 of the Investment
Company Act. Details concerning applicable investor eligibility or suitability requirements are
included in the offering documents relating to each Fund, including its Governing Documents,
which are furnished to all investors in a Fund.

The investors participating in the Funds generally include individuals, banks or thrift institutions,
other investment entities, university endowments, sovereign wealth funds, family offices,
pension and profit-sharing plans, trusts, estates or charitable organizations, or other
corporations or business entities and often include, directly or indirectly, principals or other
personnel of Rhône and its affiliates and members of their families, Special Consultants,
operating executives and members of an Operations Group, or other Service Providers retained
by Rhône or a Fund, as well as executives of portfolio companies.

The relevant General Partner also generally is permitted to establish Funds that are alternative
investment vehicles in order to permit certain investors to participate in one or more particular
investment opportunities in a manner desirable for tax, regulatory or other reasons. Alternative

Form ADV Part 2A Brochure | Rhône Group L.L.C.

investment vehicle sponsors generally have limited discretion to invest the assets of these
vehicles independent of limitations or other procedures set forth in the organizational
documents of such vehicles and the Governing Documents of the related Fund.

Investors must meet certain minimum initial investment thresholds, which vary by Fund.
Rhône’s generally is permitted to waive (and has waived) such minimum initial investment
amount, but generally will not permit an amount less than $100,000 (or other amounts as
specified by Cayman Islands law).