Roark Capital Management LLC

Item 5: Fees and Compensation

RCM provides investment advisory services to each of the Funds (excluding any Co-investment
Vehicle in which RCM does not serve as investment manager), as applicable, pursuant to a separate
investment advisory agreement for such Fund (the “Advisory Agreements”). The Advisory
Agreements, along with the applicable Governing Fund Documents, set forth in detail the fee
structure relevant to each such Fund. The terms of the Advisory Agreements are generally
established at the time of the formation of the applicable Fund, subject to amendment in accordance
with the terms of the Governing Fund Documents. RCM typically receives compensation from: (a)
fees based on a percentage of committed capital or actively invested capital; and (b) certain other
fees or expenses related to transactions or portfolio companies. The General Partner of each Fund
(excluding any Co-investment Vehicle in which RCM does not serve as investment manager) also
receives compensation in the form of Carried Interest (as defined below) allocations. Limited
Partners should review all fees charged by RCM and others to fully understand the total amount of
fees to be paid by a Fund or its portfolio companies and, indirectly, by the Limited Partners.

Management Fee: Most of the Funds pay RCM an annual management fee (the “Management
Fee”) at rates ranging from 1.75% to 2.00% (per annum) of committed capital during the
commitment period and 1.50% to 2.00% (per annum) of actively invested capital thereafter, in each
case in accordance with each Fund’s Governing Fund Documents. Certain of the Funds pay RCM
a Management Fee at a rate of 0.50% (per annum) of actively invested capital (and not on committed
capital), including any portion of the original cost basis of any investment purchased using
indebtedness incurred by the Fund pursuant to any borrowing arrangements entered into by the
Fund. In certain circumstances, the “actively invested capital” used as the basis for calculating the
Management Fee includes, with respect to each Limited Partner, such Limited Partner’s allocable
share of the original cost basis of all investments (including investment expenses and, for the
avoidance of doubt, any portion of the original cost basis of any investment purchased using
indebtedness incurred by the Fund pursuant to any borrowing arrangements entered into directly by
Fund and interest expenses associated with the use of a Fund’s subscription line of credit to
complete the acquisition of such investment) that, in all cases, have not been disposed of, as
determined by RCM in its sole discretion.

The Management Fee typically is payable quarterly in advance. The Management Fee may be paid
out of current income and disposition proceeds of the Funds and, to the extent necessary, from
drawdowns which will reduce the unfunded capital commitments of a Fund’s partners. Distributions
up to any amount drawn down from capital commitments to pay Management Fees may, at the
discretion of the General Partner, be added to the unfunded capital commitments and be subject to
recall or reinvestment.

Certain of the Funds (including the Co-investment Vehicles) do not pay (or no longer pay) RCM a
Management Fee.

As part of RCM’s “management profits interest” program that applies to certain Funds, each of
RCM and its affiliates may, in its sole discretion and from time to time, elect to waive, in whole or
in part, the Management Fee with respect to any Limited Partner in such Funds, and such waived
fee amounts will be invested in the applicable Fund’s investments and will reduce aggregate
commitments of the RCM principals and their affiliates and related persons to the applicable Fund.

RCM or one of its affiliates, which will be a Limited Partner in the applicable Funds solely for the
purposes of the “management profits interest” program, will receive a share of profits, if available,
in an amount equal to this notional investment and profit thereon.

Carried Interest Allocations: A portion of the net investment profit of each Fund (other than any
Co-investment Vehicle in which RCM does not serve as investment manager) may be allocated to
the capital account of its General Partner as “Carried Interest.” The manner of calculation of such
Carried Interest is disclosed in the Governing Fund Documents, and varies by Fund. Generally,
however, 20% of the investment profits of the Funds (other than any Co-investment Vehicles in
which RCM does not serve as investment manager) are allocated as Carried Interest to such Fund’s
General Partner subject to a preferred return of 8% per annum, and subject to a catch-up and a
giveback. Certain of the Funds allocate an alternative percentage of their investment profits and in
an alternate manner as Carried Interest to such Fund’s General Partner, subject to a catch-up and a
giveback. As is the case with Management Fees, RCM and its affiliates reserve the right to waive
or reduce Carried Interest for certain Limited Partners, including employees, strategic partners,
advisors and consultants and others as may be determined in RCM’s sole discretion.

Other Fees Earned by RCM: RCM may receive, and in the past has received, transaction fees,
monitoring fees (including any accelerated or early termination monitoring fees), break-up fees,
commitment fees, termination fees, portfolio company management fees, directors’ fees, advisory
fees, consulting fees and similar fees, payments or compensation (whether in the form of cash,
options, warrants, stock or otherwise) in connection with investments or proposed investments
(whether or not consummated), including upon the acquisition, disposition and/or initial public
offering of an investment (collectively, “Other Fees”). The types of fees that constitute Other Fees
may vary among the Funds and from investment to investment. Other Fees may be accelerated and
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Item 7: Types of Clients

RCM provides discretionary management and advisory services to the Funds, as applicable,
directly, subject to the direction and control of the General Partner of each Fund, and not
individually to the Limited Partners. Investors in the Funds may include, but are not limited to,
high net worth individuals, pension plans (corporate, state and foreign), sovereign wealth funds,
endowments, foundations, banks, pooled investment vehicles (e.g., funds-of-funds), trusts, estates
or charitable organizations, and corporate or business entities.

The minimum commitment for a Limited Partner is outlined in the Governing Fund Documents;
however the General Partner maintains discretion to accept less than the minimum investment
threshold. Investors will be required to meet certain suitability qualifications, such as being an
“accredited investor” within the meaning set forth in Rule 501(a) of Regulation D under the
Securities Act, a “qualified purchaser” or “knowledgeable employee,” each as defined in the
Investment Company Act, or a “non-U.S. person,” as defined under Rule 902 under the Securities
Act. Also, investors will be required to make certain representations when investing in a Fund,
including, but not limited to representations that: (i) they are acquiring an interest for their own
account, (ii) they received or had access to information they deem relevant to evaluate the merits
and risks of the prospective investment, and (iii) they have the ability to bear the economic risk of
an investment in the Funds. Details concerning applicable investor suitability criteria are set forth
in the respective Governing Fund Documents and subscription materials, which are furnished to
each Limited Partner.

RCM, the Funds and/or the General Partners may enter into separate agreements, commonly
referred to as “side letters”, or other similar agreements with a particular Limited Partner in
connection with its admission to one of the Funds without the approval of any other Limited Partner,

which would have the effect of establishing rights under, altering or supplementing the terms of, or
confirming the interpretation of, the applicable Fund’s partnership agreement or such Limited
Partner’s subscription agreement with respect to their applicability to such Limited Partner in order
to meet certain requirements or requests of such Limited Partner, without entitling any other Limited
Partner to the benefits of such rights, alterations, supplements or confirmations. Such rights or
terms in any such side letter or other similar agreement may include, without limitation: (i) excuse
rights applicable to particular investments (which may increase the percentage interest of other
Limited Partners in, and contribution obligations of other Limited Partners with respect to, such
investments); (ii) reporting obligations; (iii) waiver of certain confidentiality obligations; (iv)
consent to certain transfers by such Limited Partner; (v) rights or terms requested or necessary in
light of particular investment, legal, regulatory or public policy characteristics of a Limited Partner;
(vi) right to serve on the Fund’s advisory board; (vii) confidentiality protections and disclosure
rights; (viii) the obligation of RCM to minimize certain adverse tax consequences to an investor in
connection with the structuring of investments in portfolio companies; (ix) the right to pay reduced
(or no) Carried Interest and/or Management Fees; or (x) such other rights as may be negotiated by
the Fund, the General Partner and RCM, on the one hand, and such Limited Partner on the other
hand. Further, RCM from time to time provides investors with confirmations as to RCM’s practices
as they relate to the operation of Funds managed by RCM and/or the manner in which RCM expects
to interpret and apply provisions of the Governing Fund Documents of a certain Fund. Such
confirmations, even if in written format, do not constitute side letters since they do not establish
rights under or alter or supplement the terms of the Governing Fund Documents.