Sancus Capital Management LP

Item 5: FEES AND COMPENSATION

Funds:
Sancus generally charges an annual asset-based management fee (the “Management Fee”). The actual fees are
described in the advisory contracts entered into between Sancus and the clients or Fund Investors. All Fund Investors
are qualified purchasers as defined in the Investment Advisers Act of 1940 (the “Advisers Act”).

We collect Management Fees from the Funds quarterly in advance. The Funds’ administrator will deduct Management
Fees from Fund Investors’ capital accounts on a monthly basis. If a withdrawal is made before the end of a calendar
quarter, Sancus will refund the unearned portion of any Management Fees to the Funds. In addition, we collect an
incentive allocation, if any, on the last calendar day of any year, based on the net appreciation of each Investor’s capital
account during such year, subject to a high watermark.

In addition to Management Fees, Fund Investors are also responsible for their pro-rata share of the relevant Fund’s
operating and other expenses, as defined in the Fund’s offering memorandum, including, but not limited to legal,
compliance, administrator (including middle-back office services), audit (including custody audit, if applicable) and
accounting expenses (including third party accounting services); shareholder proxy voting services; organizational
expenses; investment expenses such as commissions, research fees and expenses (including research-related travel);
interest on margin accounts and other indebtedness; borrowing charges on securities sold short; custodial fees; bank
service fees; Advisory Board fees and expenses; related insurance costs (including D&P and E&O insurance of the
Investment Manager, the general partner, and the directors); Directors' fees and expenses; and any other expenses
reasonably related to the purchase, sale or transmittal of investor assets. In the cases of Funds structured as a “master-
feeder” fund, such feeder Fund Investors bear a pro-rata share of the expenses associated with the related master fund.

Fund Investors could also be charged an early redemption fee on withdrawals prior to the one-year anniversary date of
subscription to the Funds. This fee is applicable only to investors who elect monthly liquidity upon subscription. In
addition, any withdrawal request subsequently rescinded within 30 days of the applicable redemption date will be
subject to a withdrawal rescission fee. We reserve the right to waive or modify fees for Fund Investors that are members,
employees or affiliates of Sancus, relatives of such persons and for certain large or strategic investors.

Separately Managed Accounts:
The Management Fee for separately managed accounts is generally a percentage of assets under management.
Management Fees that are based on a percentage of assets under management are applied to the account asset value on
a pro-rated basis, charged quarterly in advance. Generally, the separately managed account clients authorize Sancus to
debit quarterly Management Fees directly from their custodial account. The custodian will send a statement to the
client, at least quarterly, indicating all the amounts disbursed from the account including the amount of advisory fees.
Clients are urged to review these statements carefully.

Separately managed account clients are also responsible for investment related expenses in addition to Management
Fees.

CLOs:
Sancus Credit is entitled to receive Management Fees based on a percentage of assets in the CLO. The actual fees are
described in the offering documents for each CLO. All CLO investors are qualified institutional buyers and qualified
purchasers as defined in the Advisers Act.

For the services Sancus Credit provides to each CLO, it will generally deduct a quarterly Management Fee in arrears,
which will include a “Base Management Fee” and a “Subordinated Management Fee.” Both the Base Management Fee
and the Subordinated Management Fee will generally equal a percentage per annum based upon the principal amounts
of assets under management (subject to reduction in respect of certain assets). In addition, as described in the offering
circular of each CLO, on the closing date for the notes issued by the CLO, the CLO will generally reimburse Sancus
Credit for certain expenses incurred by it in connection with such closing, as well as for other expenses incurred by it
over the life of the CLO (as described further below under “Expenses”) and pay Sancus Credit a structuring fee.

The CLOs are responsible for and do incur other fees and expenses related to the transactions Sancus Credit, as
applicable, executes for its respective accounts. These fees and expenses could include brokerage fees, commissions,
mark-ups or mark-downs and other related transaction costs; custodial charges; interest expenses; taxes, duties and
other governmental charges; transfer and registration fees or similar expenses; other portfolio expenses; sales and use
taxes; and other costs, expenses and fees (including third-party settlement related fees that could be charged in
connection with certain types of investments).

Item 7: TYPES OF CLIENTS

Our clients are the Funds, the CLOs, and the separately managed accounts. The Fund Investors could include high net
worth individuals and a variety of institutional investors (e.g., trusts, endowments, foundations, corporations and other
types of entities, including private funds of funds and other corporations or businesses) meeting the terms of the
exceptions and exemptions under which the Fund operates and wishing to invest in accordance with the Fund’s
investment objective. Fund Investors must meet the requirements for “accredited investors” under the Securities Act
of 1933 and a “qualified purchaser” under the Advisers Act. The minimum initial investment is $500,000 (U.S.), subject
to waiver at the sole discretion of Sancus. The minimum additional investment for the Funds is $100,000 (U.S.), subject
to waiver in our sole discretion.

There is no minimum investment amount for separately managed accounts or CLOs.