Fees and Compensation — Form ADV Part 2A (3/28/2025)
[Brochure]
ITEM 5: FEES AND COMPENSATION
The Adviser’s fee and expense structure for Fund investors for 2024 is summarized below. All terms,
including fees and compensation, are set forth in the Funds’ offering documents.
Compensation earned by Tegean has generally been comprised of fees based on a percentage of assets
under management (“Fixed Fees”) and performance-based amounts (“Incentive Allocation”). Please see
more detail regarding the Incentive Allocation in Item 6. Fixed Fees have generally been charged at an
annual rate of 2% and paid quarterly in advance. The Fixed Fees have been prorated for any period that
has been less than a full quarter and refunded upon an investor’s withdrawal from a Fund prior to the
quarter-end. Tegean has deducted the Fixed Fees directly from the Funds.
Employees of Tegean may maintain (directly or indirectly) investments in the Funds and generally Fixed
Fees are waived in whole or in part with respect to such investments. In addition, when a Tegean affiliate
acts as the general partner of a Fund, Fixed Fees may not be charged on the general partner capital
contribution. Finally, a portion of the Fixed Fee has been waived for certain strategic investors.
In addition, the Funds generally are responsible for the costs and expenses set forth in the Funds’ offering
memoranda, limited partnership agreements or management agreements, as may be applicable. Such costs
and expenses generally include, among others; (i) legal, accounting, audit, consulting, regulatory
compliance, filing, reporting and administration expenses associated with the organization and operation
of the Funds; and (ii) research expenses (including research-related travel), investment expenses such as
commissions, interest on margin accounts and other indebtedness, custodial fees, bank service fees and
other expenses related to the execution of the investment and trading program.
The fee and expense structure will be subject to change as part of the ERA transition process.
Account Minimums and Types of Clients — Form ADV Part 2A (3/28/2025)
[Brochure]
ITEM 7: TYPES OF CLIENTS
As discussed above, the Funds are Tegean’s only clients. Investors in the Funds have generally been both
“accredited investors” within the meaning of Regulation D of the Securities Act of 1933, as amended, and
“qualified purchasers” within the meaning of the Investment Company Act of 1940, as amended.
With respect to each Fund, any initial investment minimums are disclosed in the applicable offering
memorandum.
The types of clients and their eligibility criteria will be subject to change as part of the ERA transition
process. Certain clients may no longer be required to meet the “accredited investors” or “qualified
purchasers” criteria, including those clients who are no longer subject to performance based fees or similar
profit sharing arrangements.