Simcoe Capital Management LLC

Item 5: Fees and Compensation

Simcoe Funds
Simcoe receives a management fee at the annual rate of up to 1.0% from the Simcoe Funds. The fees
are paid quarterly in advance in accordance with the terms outlined in the private offering memorandums.

Management fees are calculated by a third-party administrator, approved by Simcoe and deducted from
each investor’s capital account. Simcoe has discretion to waive or reduce the management fee with
respect to the accounts of one or more investors/shareholders, including principals, employees or
affiliates of Simcoe.

Select Fund and SDR Fund
There is currently no management fee.

Other Fees
The Simcoe Funds and Select Fund bear all costs and expenses directly or indirectly related to their
investments and operations, including, but not limited to, legal, accounting, audit and other professional

fees and expenses (including, without limitation, fees and expenses incurred in connection with the
preparation and filing of Form PF, Section 13 filings, Section 16 filings and other similar regulatory filings
and any filings or reporting with respect to compliance with FATCA or similar laws enacted in other
jurisdictions, as well as any foreign tax regime registrations, tax filings and associated annual fees and
expenses, and any fees and expenses related to compliance with anti-money laundering laws and
regulations)); third-party administration fees and expenses, research fees and expenses (e.g., research-
related travel; Bloomberg and similar subscriptions and data services), fees and expenses of trade order
management systems (including systems that facilitate trade compliance, commission management,
stock locates and transaction cost analysis), fees and expenses for consulting and statistical services,
costs for purchase of insurance and bonds for protection of the Partnership's properties and business,
any non-U.S withholdings taxes, investment expenses (such as expenses charged by the outsourced
trader, commissions, interest on margin accounts and other indebtedness), custodial fees, bank service
fees, direct fees and expenses (such as legal fees and due diligence expenses related to the analysis,
purchase or sale of investments whether or not the investment is consummated), Cayman Islands legal
fees and expenses, filing fees in the Cayman Islands, directors' fees and expenses, and other reasonable
expenses related to the purchase, sale or transmittal of Fund assets. Investors should refer to the
Simcoe Funds and Select Fund offering documents for a complete description of fees and compensation.
Generally, all expenses borne by the Simcoe Funds and Select Fund will be debited to all investors on a
pro rata basis in accordance with their ownership percentages.

Investors in the Select Fund will share in the cost of such expenses that are directly attributable to their
participation in an investment. Factors that will be considered in the allocation of such expense will
include the relative size of the co-investment, the involvement in the due diligence process and the timing
of the determination to seek co-investors. Investors in a co-investment transaction would not be expected
to share in certain expenses that were largely incurred prior to their involvement.

SDR Fund does not bear expenses and its share in the cost of expenses attributable to its participation in
an investment will be borne by Simcoe. Certain Funds’ expenses are limited to 0.5% of the Fund’s net
assets on an annual basis, however in 2025, expenses did not exceed this limit.

Item 12 further describes the factors that Simcoe considers in selecting or recommending broker-dealers
for transactions and determining the reasonableness of their compensation.

Item 7: Types of Clients
As disclosed in Item 4, Simcoe provides investment management services to private funds. Generally,
the minimum initial investment for the Simcoe Funds is $1,000,000 and the minimum initial investment for
the Select Fund is $500,000. However, Simcoe or its affiliates reserve the right to accept lesser amounts
as long as the investor qualifies to invest based on all other suitability and regulatory requirements.
Simcoe may decline to accept the subscription of any prospective investor.