Item 5. Fees and Compensation
A. Fees Charged
Investors in the Funds will be charged management fees and a performance-based fee, if applicable, under
the terms of each Fund’s offering documents.
Management Fee
For those Funds and Co-Investment Vehicles that pay management fees, the management fee is up to 2.00%
per annum, paid quarterly in advance, based on either (i) the total amount of committed capital in the Fund
until the end of the fund’s commitment period, at which time it will be based on such Limited Partner’s
pro-rata share of portfolio investments not yet disposed of (including all investment related expenses
allocated thereto by the General Partner), and reserves therefor, if applicable, or (ii) the total capital
contributions made in respect of portfolio investments not yet disposed of (including all investment related
expenses allocated thereto by the General Partner). At the discretion of each Fund’s General Partner, some
investors pay a lower fee.
Servicing Fee
If applicable, under the terms of a Fund’s offering documents, investors whose total commitments to the
Fund, in the aggregate, are less than $15,000,000 will, in the case of certain Funds, bear a servicing fee (the
“Servicing Fee”). The Servicing Fee will be payable by the Fund to Tiger Infrastructure quarterly in advance
and will equal the product of (x) 0.10% per annum and (y) any such investor’s capital commitment to the
relevant Fund. The Servicing Fee will be in addition to the applicable investor’s capital commitment to the
Fund, and will not reduce any unpaid capital commitment of the Fund. The Servicing Fee may be waived
for any investor in Tiger Infrastructure’s sole discretion. In addition, the Servicing Fee is typically reduced
or eliminated for affiliates of Tiger Infrastructure.
Portfolio Company Fees; Management Fee Offset
Tiger Infrastructure receives fees directly from portfolio companies and may receive fees directly from
prospective portfolio companies. These fees include, but are not limited to, advisory fees, monitoring fees,
periodic fees, transaction fees, and break-up fees. Of the fees received by Tiger Infrastructure from Fund I
portfolio companies (“Fund I Deal Fees”), eighty percent (80%) of those Fund I Deal Fees allocable to
Fund I investors (after covering Tiger Infrastructure’s out of pocket expenses and the allocation of such
Fund I Deal Fees allocable to any participating co-investment vehicles, if applicable) will be used as an
offset against the management fee owed by Fund I. In the case of Fund II, Fund III and Fund IV, of the fees
received by Tiger Infrastructure from each fund’s portfolio companies, one hundred percent (100%) of such
fees allocable to the fund’s investors (after covering Tiger Infrastructure’s out of pocket expenses and the
allocation of such fees allocable to any participating co-investment vehicles or third parties, if applicable)
will be used as an offset against the management fee owed by the fund.
Please refer to the applicable private placement memorandum and limited partnership agreement for a
more detailed and complete description of fees and expenses paid by investors in the Funds.
Carried Interest
The Funds (and, therefore, each investor in the Funds) generally pay up to a 20% performance-based fee to
Tiger Infrastructure. However, the performance-based fee is not paid until the investors achieve certain
preferred return hurdles based on their invested capital to date, as set forth in more detail in the respective
Fund’s offering documents. In addition, the performance-based fee is also subject to a “clawback” which
means that once each of the Funds has wound up its investments and / or operations, if Tiger Infrastructure
has collected more performance-based fees than it should have been entitled to, Tiger Infrastructure must
restore the overage to the Funds (which will, in turn, restore the overage to the Fund’s Limited Partners).
B. Fee Payment
Management fees are typically paid quarterly, in advance, and are paid upon invoice from the General
Partner. Investors in each Fund have acknowledged this arrangement when they executed the subscription
documents for the Fund.
C. Other Fees
The Funds bear certain legal, organizational, and offering expenses, including the out-of-pocket expenses
of Tiger Infrastructure and its agents, actually incurred in the formation of the Funds. The Funds will also
pay all costs and expenses relating to their operations, including, but not limited to, professional fees, fees
related to investments, interest, taxes, and meetings with investors. Subject to the discussion in Item 8,
“Services by Affiliates”, Tiger Infrastructure will generally be responsible for its own operations, including
rent, salaries, furniture and fixtures, and all other office equipment. This is not a complete explanation of
all fees relevant to each Fund.
For a more detailed and complete listing, investors should consult the offering documents of the relevant
Fund.
Third-Party Expenses
To the extent practicable, any third-party expenses relating to consummated investments will be charged to
the portfolio company. If such expenses are not charged to the relevant portfolio company, then they will
be paid by the Funds investing in said portfolio company and included in the cost basis of the investment.
Any third-party expenses relating to unconsummated investments will be borne by the Funds. In the event
that any related partnership or other entity is participating in a transaction, the expenses of such transaction
that are not borne by a portfolio company, including any expenses relating to an unconsummated
transaction, or broken-deal expenses, will be borne by the Funds and, to the extent provided for in their
governing documents, such participating investors pro-rata to the amount of equity funds to be invested. To
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