Sante Capital Management LP

Item 5. Fees and Compensation

Santé Capital generally charges Clients an asset-based management fee and its affiliate, the General
Partner, charges such Clients a performance allocation.

Santé Capital deducts its management fees (“Management Fee”) generally from each Fund
quarterly in advance in such amounts as are outlined in the Governing Documents of such Fund.

In the event of a redemption by an investor other than as of the last day of a fiscal quarter, Santé
Capital will return to the Master Fund, and the Master Fund will pay to the Fund, an amount equal
to the pro-rata portion of the Management Fee, based on the actual number of days remaining in
such fiscal quarter

The General Partner receives performance-based allocations (“Performance Allocation”) in respect
of each Fund on an annual basis in arrears and upon withdrawals by investors in the Funds, subject
to a “high-water mark”.

Note that Santé Capital does not currently waive fees/allocations for the founders/insiders at Santé
Capital. However, Santé Capital may, in its discretion, waive, reduce or rebate the Management Fee
and/or Performance Allocation with respect to the investment of any investor, including its
employees, owners, affiliates and/or one or more investors.

Expenses of the Fund
The Fund will bear its own expenses and its pro rata share of the Master Fund’s expenses, which
include, without limitation, all expenses relating to the activities of the Fund, such as the Management
Fee; investment expenses, whether or not such investments are consummated (e.g., expenses that, in
the General Partner’s or the Santé Capital’s discretion, are related to the investment of the Master
Fund’s assets, such as brokerage commissions, expenses relating to short sales, clearing and
settlement charges, custodial fees, bank service fees and interest expenses); investment-related travel
expenses (which may include first-class or chartered travel and expenses related to the purchase, sale
or transmittal of, or due diligence regarding, the Master Fund’s investments, whether or not such
investments are consummated, incurred by the Santé Capital or the General Partner); professional
fees (including, without limitation, expenses of consultants, investment bankers, attorneys,
accountants and other professionals or experts); expenses relating to research, market and other data
and information technology related expenses incurred in investment and risk management activities
of the Master Fund (including, without limitation products and services purchased from Bloomberg
LP which include but are not limited to data, terminals and AIM); exchange fees and access charges;
connectivity charges with exchanges and counterparties and fees for execution management software
and services; costs and expenses of risk management and risk reporting software and services;
systems and technology expenses, including, without limitation, any computer hardware and
connectivity hardware associated with or incorporated into the cost of obtaining market data or other
data or information and any fees and expenses relating to software tools, programs or other
technology utilized in managing the Fund and the Master Fund; administrative expenses (including,
without limitation, fees and expenses of the Administrator); directors’ fees; expenses incurred
directly by the Fund or the Santé Capital or its affiliates in connection with the provision of
administration services, legal expenses; external accounting and valuation expenses (including,
without limitation, the cost of accounting software packages); external audit and tax preparation
expenses; the cost of directors’ and officers’ insurance; costs of printing and mailing reports and
notices; entity-level taxes; corporate licensing; regulatory expenses; organizational expenses; fees
and expenses of the Master Fund Advisory Committee and its members and other similar expenses
related to the Fund; start-up expenses (including, but not limited to, costs of market data and
information technology utilized in connection with the development and testing of the Master Fund’s
models and strategies); expenses incurred in connection with the offering and sale of the Shares and

other similar expenses related to the Fund; indemnification expenses; and extraordinary expenses.
Generally, Fund expenses, other than the Management Fee and any expenses which the Santé Capital
as delegate of the Board of Directors determines in its sole and absolute discretion should be allocated
to a particular Shareholder or Shareholders (including taxes that are based on the status, action or
inaction of a particular Shareholder or Shareholders), will be charged against the Shares of all the
Shareholders on a pro rata basis. To the extent that expenses to be borne by the Fund are paid by
the General Partner or the Santé Capital, the Santé Capital or the General Partner, as applicable, will
be entitled to reimbursement from the Fund of all such expenses.

With respect to our Fund Clients, the annual performance-based compensation is made as an
allocation to our affiliate as the general partner of our domestic Fund Clients or, in the case ofour
offshore Fund Clients, at the Master-Fund level as the General Partner of the Master Fund. The
performance-based allocation is calculated and determined at the end of each year based on annual
net capital appreciation (subject to a “high water mark” formula) of investor capital accounts with
respect to our domestic Fund Clients and, for our offshore Fund Clients, iscalculated and determined
utilizing memorandum capital sub-accounts in the master fund that relate to the sub-series of shares
of investors in the feeder fund.

Neither we nor any of our principals or employees receive any transaction-based compensation for
the sale of securities or other investment products.

Item 7. Types of Clients

Santé Capital provides investment advisory services to one or more Funds. Investors in the Funds
are generally required to make a minimum investment of $5,000,000. We have the discretion to,
and have in the past and may in the future, accept subscriptions for a lesser amount. In addition,
Form ADV, Part 3 (Form CRS) has not been filed as Santé Capital does not have any individual
(natural person) clients and does not intend to have such clients at any time in the foreseeable
future.

Item 8. Method of Analysis, Investment Strategies and Risk of Loss

Systematic Investment Management

Santé Capital employs a systematic investment management process comprised of a three-step
cycle: (1) collection and curation of electronic data, (2) relationship analysis and prescriptive
analytics, and (3) risk management and a rules-based trading engine.

Collection and curation of electronic data
In the first step, raw data is curated through a series of post-collection processing steps, including
scrub, de-dup, full-text index, cross-reference, named entity recognition, disambiguation, quality
control, and optimization for long-term archival and retrieval. Santé Capital also licenses
subscriptions to commercially available sources of high-quality structured data containing a wide
range of subject matter including publicly available financial and market data. These sources are
likewise curated as necessary to ensure proper integration within the system and compatibility
across data sets.

Relationship analysis and prescriptive analytics
In the second step, the MindRank signal is computed for each company which also incorporates
several thousand additional data points representing more traditional factors that influence share
price including macroeconomic indicators, sector trends, fundamental metrics, technical analysis,
event catalysts, analyst expectations, investor sentiment, price volatility, asset correlations and
overall market conditions. Companies with a “less relevant” MindRank investment signal or with
market capitalization below a minimum threshold are removed. Santé Capital then analyzes the
resultant dataset using a proprietary suite of relationship analysis and prescriptive analytics tools
to produce a manageable list of high-potential long and short candidate company ticker symbols.

Risk management and rules-based trading
In the third and final step of the process, Santé Capital translates the shopping list of potential
candidates into an actionable set of buy-sell orders that ultimately produces a portfolio of
positions, which in turn is continuously monitored and actively managed to maintain compliance
with a preset list of risk management criteria. See further sections herein for a detailed description
of the trading, execution and risk management process.

Risks Relating to Investment Strategy

Risk of Loss
No guarantee or representation is made that the Master Fund’s investment program, including,
without limitation, the Master Fund’s investment objective, diversification strategies or risk
monitoring goals, will be successful. Investment results may vary substantially over time.

General Economic and Market Conditions
The success of the Master Fund’s activities will be affected by general economic and market
conditions, such as interest rates, availability of credit, credit defaults, inflation rates, economic
uncertainty, changes in laws (including laws relating to taxation of the Master Fund’s
investments), trade barriers, currency exchange controls, and national and international political
circumstances (including wars, terrorist acts or security operations). These factors may affect the
level and volatility of the prices and the liquidity of the Master Fund’s investments. Volatility or
illiquidity could impair the Master Fund’s profitability or result in losses. The Master Fund may
maintain substantial trading positions that can be adversely affected by the level of volatility in the
financial markets.

Long/Short
The success of the Master Fund’s long/short investment strategy depends upon the Santé Capital’s

ability to identify and purchase Securities that are undervalued and identify and sell short
Securities that are overvalued. The identification of investment opportunities in the
implementation of the Master Fund’s long/short investment strategies is a difficult task, and there
are no assurances that such opportunities will be successfully recognized or acquired. In the event
that the perceived opportunities underlying the Master Fund’s positions were to fail to converge
toward or were to diverge further from values expected by the Santé Capital, the Master Fund may
incur a loss. In the event of market disruptions, significant losses can be incurred which may force
the Master Fund to close out one or more positions. Furthermore, the valuation models used to
determine whether a position presents an attractive opportunity consistent with the Santé Capital’s
long/short strategies may become outdated and inaccurate as market conditions change.

Short Selling
The success of the Master Fund’s short selling investment strategy depends upon the Santé
Capital’s ability to identify and sell short Securities that are overvalued. A short sale creates the
risk of a theoretically unlimited loss, in that the price of the underlying Security could
theoretically increase without limit, thus increasing the cost to the Master Fund of buying those
Securities to cover the short position. There can be no assurance that the Master Fund will be able
to maintain the ability to borrow Securities sold short. In such cases, the Master Fund can be
“bought in” (i.e., forced to repurchase Securities in the open market to return to the lender). There
also can be no assurance that the Securities necessary to cover a short position will be available
for purchase at or near prices quoted in the market. Purchasing Securities to close out a short
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