Rivercrest Capital Management LLC

Item 5: Fees and Compensation
Rivercrest receives an asset-based management fee from each Fund that is payable quarterly in
advance, as further described in the Fund Governing Documents. Rivercrest Capital GP LLC, the
general partner of RCP, Rivercrest Capital GP II LLC, the general partner of RCP II, and Cupola, in its
capacity as a member and manager of Cupola Direct (collectively, the “General Partner”), generally
make capital calls on each Fund’s investors for the amount of Rivercrest’s management fees and pays
the amounts received to Rivercrest. Installments of the management fee payable for any period other
than a full quarterly period generally are adjusted on a pro rata basis according to the actual number
of days in such period. Investors generally are not permitted to withdraw or redeem interests in the
Funds. Investors in the Funds also bear certain fund expenses as further described below.

In addition to the management fees described above, in certain Funds an affiliate of Rivercrest (such
affiliate, when referred to in this Brochure in relation to carried interest, is also referred to as
“Rivercrest”) is also entitled to receive a carried interest allocation from the Fund after certain
performance hurdles have been met, as further described in the applicable Fund Governing
Documents. Such carried interest represents a portion of the Fund’s net investment profits.

Rivercrest may receive similar asset-based management fees and carried interests from any Co-
Investment Vehicles. Investors in a Fund should review the Fund Governing Documents carefully for
a full description of the fee revenues and other compensation that Rivercrest may receive from such
Co-Investment Vehicles. As provided under the Fund Governing Documents, carried interest is
generally subject to waiver, deferral, recontribution or reduction by the General Partner, in its sole
discretion, with respect of some or all of the investors in a Fund (including in connection with
investments in a Fund made by the General Partner or its affiliates) with the result being that
investors in a Fund may pay different performance-based compensation.

Each of RCP and RCPII is generally responsible for all expenses relating to its own operations (“Fund
Expenses”), including, without limitation, (a) any management fees, (b) all out-of-pocket costs of the
administration of the Fund, including administrative, tax and accounting, audit, legal, depositary,
safekeeping, engineering, land and other professional fees and expenses, costs of any liability
insurance obtained with respect to any indemnified person, costs associated with reporting and
providing information to existing and prospective limited partners (including arising in connection
with the use or maintenance of any investor portals or related software), costs of data provider
services, including management systems and software, and expenses associated with the
maintenance of books and records of the Fund and the preparation and dispatch to the partners of
distributions, financial reports and notices required by the Fund Governing Documents, (c) principal,
interest, fees, costs and expenses and other amounts payable relating to borrowings and financings,
(d) all fees, costs and out-of-pocket expenses and liabilities directly related to investments or
prospective investments (including expenses related to unconsummated transactions and expenses
incurred in relation to prospective investments prior to the Fund’s initial closing) and follow-on
investments including legal, accounting, engineering, geological, consultant, land and other
professional costs, travel (at rates not exceeding a first-class equivalent fare), accommodation, meal
and entertainments costs, custody fees and costs of other third-party services, fees, costs and

expenses associated with the discovery, evaluation, execution, acquisition, holding, development,
management and monitoring of investments or prospective investments, expenses associated with
financing, refinancing, pledging or disposition of or proposed financing, refinancing, pledging or
disposition of all or any portion of investments, expenses related to structuring and maintaining
investment vehicles, and any withholding, transfer or other taxes imposed on the Fund, (e) appraisal
and valuation fees, expenses and taxes, (f) any insurance or indemnity expenses, (g) all taxes,
governmental charges, registrations, fees and duties payable by the Fund, including expenses
incurred in connection with the registration, qualification or exemption of the Fund under any
applicable laws, and all expenses incurred in connection with any investigation or review of the Fund
or any settlement entered into by the Fund (but excluding expenses related to compliance by
Rivercrest and the General Partner with the Advisers Act), (h) fees, costs and expenses relating to
meetings of partners, (i) placement agent fees, (j) all fees, costs and expenses incurred for research
or obtaining information for the Fund, (k) all fees, costs and expenses that are classified as
extraordinary expenses under U.S. GAAP, (l) all expenses incurred in connection with administrative
proceedings relating to the determination of Fund items at the Fund level undertaken by the Fund’s
partnership representative, and any audit with respect to taxes, (m) fees, costs and expenses relating
to the Fund’s limited partner advisory committee, including out-of-pocket expenses of its members,
(n) fees, costs and expenses relating to unconsummated transactions, including, without limitation,
the fees, costs and expenses described in clause (d) above, and including amounts that would
otherwise have been borne directly or indirectly by potential co-investors were such transactions
consummated, (o) fees, costs and expenses related to the dissolution and liquidation of the Fund, (p)
fees, costs and expenses incurred in connection with any restructuring or amendments to the
...

Item 7: Types of Clients

Rivercrest’s clients are the Funds. Investment advice is provided directly to such Funds and not
individually to the limited partners of such Funds. The Funds may include investment partnerships
or other pooled investment vehicles formed under domestic or foreign laws and operated as exempt
investment pools under the Investment Company Act of 1940, as amended. The investors in such
Funds include foundations, pension funds, fund-of-funds, U.S. institutional investors and insurance
companies, and also may include, directly or indirectly, Principals or other employees of Rivercrest.

The Funds generally require minimum investment commitment amounts from limited partners, but
such amounts have been and, in the future, may be reduced at the sole discretion of the General
Partner of the relevant Fund, subject to applicable legal requirements.

Fund interests are offered and sold generally to investors that are (i) “accredited investors” as
defined under Regulation D of the Securities Act of 1933, as amended and (ii) “qualified clients” as
defined under the Advisers Act or other “knowledgeable employees” of Rivercrest.