Scion Asset Management LLC

Item 5: Fees and Compensation
Scion’s compensation for the investment advisory services it provides to its Clients is comprised of
an asset-based management fee and an incentive allocation/fee based on the performance achieved.
The fees and expenses applicable to each Client are set forth in detail in each of the Fund's respective
offering memorandums. Fees and incentive allocations paid to Scion or the General Partner by the
Funds are generally deducted directly from Fund investors’ capital accounts.

A brief summary of fees and expenses is provided below.

Management Fee

The Clients’ Investment Management Agreements obligate a Client to pay Scion an asset-based
management fee up to 2% per annum. Scion generally deducts the Funds’ asset-based fees from an
investor’s capital account monthly, calculated in advance. For purposes of calculating management
fees, Scion will value Designated Investments1 at the lower of cost or fair market value.

Scion may vary the Management Fee for particular Clients or Fund investors by separate agreement
with them without notice to the other Clients or investors and may, in its discretion, reduce or waive
any Management Fees at any time. It has waived the Management Fee (and Incentive Allocation)
for Scion and Scion’s constituent members or partners, affiliates, employees, and family members
of the foregoing.

Incentive Allocation/Fee

Scion will be entitled to up to a 20% share in the appreciation in value of each Client’s account
balance, including profits from Designated Investments, and subject to a loss carryforward
procedure, on an annual basis. The Funds’ General Partner expects that for most periods and as to
most sources of profit, this will be effected through incentive allocations the Funds make to the
General Partner.

Incentive allocations/ fees will generally be based on each calendar year’s performance and made
at each December 31. However, if an investor withdraws capital other than as of December 31, the
Funds will make an incentive allocation based on year-to-date performance, in proportion to the
reduction in the investor’s relevant account balance caused by the withdrawal. Those incentive
allocations will reduce the withdrawal proceeds payable to the withdrawing investor.

  “Designated Investments” will generally be assets for which there is no public market or for which the prices reflected
in market activity do not, in Scion’s judgment, reflect the amount for which the Funds could dispose of them in a
reasonable period. An asset may be designated as a “Designated Investment” when the asset is acquired or after the
asset has been held for some time.

Form ADV Part 2A Firm Brochure | Scion Asset Management, LLC

Scion will only charge incentive compensation to Qualified Clients in accordance with Rule 205-3
under the Investment Advisers Act of 1940, as amended (the “Advisers Act”).

Expenses

The Funds bear all of their operating costs (as more fully described in each Fund’s Offering
Memorandum) and their pro rata share (or other portion as determined by Scion) of any expenses
shared among Scion’s Clients. These operating and shared expenses include, among other things:
bookkeeping, accounting, tax preparing and reporting, audit, and other professional fees and
expenses; brokerage and other transaction-related costs (see Item 12); legal fees (including fees paid
to Scion’s counsel for services in connection with the Fund’s legal affairs and activities);
governmental fees and taxes; custodial fees; prime broker fees; costs of reporting to investors; costs
of a Fund’s governance activities; costs of compliance with regulatory or reporting requirements to
which a Fund, the General Partner, Scion, or their affiliates is or becomes subject that relate to the
Fund (including costs of preparing and submitting Schedules 13D, 13G, 13H and 13F, as well as
Forms PF and similar filings); expenses related to investment research and due diligence, including
costs of third party analytical services; certain travel costs; fees and expenses paid or reimbursed to
the Fund Administrator; all costs incurred in connection with the ongoing offer and sale of Interests;
and all other reasonable expenses related to the Funds’ operations or the purchase, sale or transmittal
of assets, all in the General Partner’s discretion. If the Funds may be responsible for some or all of
a particular cost, Scion may allocate the cost among the Funds in its discretion.

Money-market funds and other vehicles which can be held by a Fund also charge internal
management fees. Such charges, fees, and commissions are exclusive of, and in addition to Scions’
Management Fee, and Scion does not receive any portion of these commissions, fees, and costs.

Item 7: Types of Clients
Scion provides investment advisory services to the Funds. Investors in the Funds include, but are
not limited to, high net worth individuals, family offices, fund of hedge funds, endowments,
foundations, trusts, charitable organizations, pension plans, and other corporate or business entities.

Details concerning applicable investor suitability criteria are set forth in the respective Fund’s
offering documents and subscription materials. The minimum commitment for an investor is
outlined in the respective Fund’s governing is $1.5 million for the Onshore Fund and Offshore Fund,
and $0.5 million for the Value Fund. There is no minimum to establish a separate account. Scion
and/or the General Partner maintain discretion to accept less than the minimum investment
threshold. Each applicable investor in a Fund is required to meet certain suitability qualifications,
such as being an “accredited investor” within the meaning set forth in Regulation D under the
Securities Act, as amended; a “qualified client” as defined in Rule 205-3 under the Advisers Act;
or a “qualified purchaser” as defined in Section 2(a)(51) of the Investment Company Act, as
amended.

Scion has entered into agreements (collectively, “Side Letters”) with one or more investors in the
Funds which provide such investor(s) with additional and/or different rights (including, without
limitation, with respect to Management Fees, performance-based fees, withdrawals, access to
information, minimum investment amounts, liquidity terms and aggregate investment amount
accepted) than such investors have pursuant to the general terms of the applicable Fund. Scion is
not required to notify, or provide copies to, any or all of the other investors of any such Side Letters
or any of the rights and/or terms or provisions thereof, nor is Scion required to offer such additional
and/or different rights and/or terms to any or all of the other investors.

Form ADV Part 2A Firm Brochure | Scion Asset Management, LLC