THL Managers VI LLC

Item 5. Fees and Compensation

The Adviser or its affiliates generally receive Advisory Fees and Carried Interest (each as
defined below) from a Client, though certain Clients do not pay Advisory Fees. The Adviser may
also receive Portfolio Company Fees (as defined below) from portfolio companies of Clients. A
certain amount of Portfolio Company Fees reduce Advisory Fees payable to the Adviser as set

forth in the Governing Documents of the Client. Additionally, consistent with the Governing
Documents of a Client, the Client typically bears certain out-of-pocket expenses incurred by the
Adviser in connection with the services provided to the Client and/or the portfolio companies.
Further details about certain fees and expenses are set forth below.

Advisory Fees

As compensation for investment supervisory services rendered to the Clients, the Adviser
receives from each investor of each Client an advisory fee (each, an “Advisory Fee”) typically
calculated based on committed capital or remaining invested capital, with respect to such Client.
Advisory Fees paid by a Client may also be reduced by other fees or compensation received by
the Adviser or its affiliates that relate to such Client’s activities and investments, or by certain
excess organizational or other expenses borne by such Client, as described in more detail below.
Advisory fees paid by a Client are indirectly borne by investors in such Client.

As our investors are aware, the precise amount of, and the manner and calculation of, the
Advisory Fees for each Client’s investors are established by the Adviser, as modified by
negotiations with investors in such Client, and are set forth in such Client’s Governing
Documents and/or other documentation received by each investor prior to investment in such
Client. In addition, the Adviser may enter into economic and/or other fee sharing arrangements
with respect to one or more Clients and/or certain limited partners thereof, the rights of which
will not generally be made available to other limited partners.

The Advisory Fees paid by a Client’s investors will generally be reduced by a percentage of (1)
the amount of fees paid by such Client in connection with the organization of such Client that
exceed a limit specified in such Client’s Governing Documents and/or (2) certain Portfolio
Company Fees received by the Adviser or its affiliates. The amount and manner of such
reduction, if any, is set forth in the Governing Documents of the applicable Client. To the extent
a reduction relates to more than one Client, the Adviser shall allocate the resulting Advisory Fee
reduction among the applicable Client(s) in proportion to their relative capital commitments. Any
such reduction of a Client’s Advisory Fees will be limited to the extent of such Client’s
proportionate share based on relative capital commitments.

In addition, the Adviser will from time to time waive or reduce all or a portion of the Advisory
Fee paid by a Client in full or partial satisfaction of any obligation of the Adviser and certain
employees and affiliates of the Adviser to invest in and alongside such Client, which could result
in acceleration of investor capital contributions. Waived or reduced Advisory Fees are not
subject to various offsets or the reductions described above. Due to waived or reduced Advisory
Fees and/or the timing of receipt of compensation subject to offsets, Client investors may not
receive the full benefit of reductions or offsets (e.g., during periods when the Adviser no longer
receives Advisory Fees and receives Portfolio Company Fees that would otherwise be subject to
offset, the Adviser, depending on certain elections that may be made by Client investors, may be
entitled to retain such compensation without remitting any such amounts to the applicable Client
or its investors).

Advisory Fees are generally paid on a semiannual basis a few days after the commencement of
the applicable semiannual period. Upon termination of an Advisory Agreement, Advisory Fees
that have been prepaid will be returned.

Portfolio Company Fees

Fees Payable by the Portfolio Companies

As our investors are aware, the Adviser performs transaction-related, financial advisory and
other services for, and receives fees from, actual or prospective portfolio companies or other
investment vehicles of the Clients, including fees in connection with structuring investments in
such portfolio companies, as well as mergers, acquisitions, add-on acquisitions, refinancings,
public offerings, sales or other dispositions and similar transactions with respect to such portfolio
companies (“Transaction Fees”) pursuant to monitoring agreements with portfolio companies of
the Clients.

As our investors are aware, the Adviser and its affiliates may also receive “Monitoring Fees”
pursuant to monitoring agreements with portfolio companies of the Clients governing the advice,
consultation and other similar ongoing services provided by the Adviser to such portfolio
companies. The terms of a monitoring agreement may include (among other things) annual
automatic renewals and the payment of Monitoring Fees (which may be fixed fees or calculated
as a percentage of EBITDA or similar performance metric). There are also certain circumstances
(such as the occurrence of an initial public offering or strategic exit) that accelerate the payment
of Monitoring Fees. As our investors are aware, the accelerated fee may be calculated as the
present value of hypothetical future payments, which may be based on an assumed growth in
performance, based on an assumed growth of EBITDA or similar metric, and may be calculated
using a discount rate as low as the risk free rate, as determined by the Adviser. Because the
agreements with portfolio companies providing for such fees generally have extended terms
(often ten years or more and/or subject to automatic extensions and renewal), the financial effect
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Item 7. Types of Clients

The Adviser currently provides investment supervisory services to the Clients. Investment
advice is provided directly to the Clients and not individually to investors in any Client.

Interests in the Clients are offered pursuant to applicable exemptions from registration under the
Securities Act and the 1940 Act. Investors in the Clients are generally “qualified purchasers” as
defined in the 1940 Act, and may include, among others, high net worth individuals, banks, thrift
institutions, pension and profit sharing plans, trusts, estates, charitable organizations, university
endowments, corporations, limited partnerships and limited liability companies or other entities.

The Adviser does not have a minimum size for a Client, but the Adviser typically establishes
minimum investment commitments for Client investors. The Adviser will from time to time in
its sole discretion permit investments below the minimum amounts set forth in the Governing
Documents or offering documents of a Client.