Fees and Compensation
Description
PE Fund I
For investment management services provided to PE Fund I, Triangle Peak receives an annual management fee
from PE Fund I. This annual management fee is paid quarterly in advance and is generally funded by capital
contributions from the investors in the fund. Each investor in the fund indirectly bears its pro rata share of the
management fee paid by the fund to Triangle Peak.
For six years beginning with the effective date of the fund (June 2008), the annual management fee prescribed by
the limited partnership agreement was 2.0% of the aggregate capital commitments to the fund. After six years,
the annual management fee was calculated as follows: (1) for the 7th year, 2.0% of the fund’s net invested capital;
(2) for the 8th year, 1.67% of the fund’s net invested capital; (3) for the 9th year, 1.33% of the fund’s net invested
capital; and (4) for each year after the 9th year, 1.0% of the fund’s net invested capital.
For the period July 1, 2021 through June 30, 2022, Triangle Peak reduced its annual management fee to $180,000,
and for the period July 1, 2022 to June 30, 2023, the annual management fee was $140,000. These fees were
substantially less than what the limited partnership agreement prescribed. In April 2023, Triangle Peak waived its
right to receive any further management fees from the fund for periods after June 30, 2023.
In general, distributions from the proceeds of a particular investment to the investors in PE Fund I will be paid to
investors in accord with the following distribution “waterfall”: (a) First, distributions will be made to investors pro
rata (in proportion to their respective interests), until they receive 100% of the capital contributions that are
attributable to the particular investment; (b) Second, any remaining amount will be distributed to investors pro
rata, until they have recouped any prior realized losses on other PE Fund I investments; (c) Third, any remaining
amount will be distributed to investors pro rata, until they have recouped prior payment of fund expenses,
including management fees; and (d) Finally, any remaining amount will be distributed (i) 80% to investors pro rata
and (ii) 20% to an affiliate of Triangle Peak as “carried interest”.
PE Fund II
For investment management services provided to PE Fund II, Triangle Peak receives an annual management fee
from PE Fund II. This annual management fee is paid quarterly in advance and is generally funded by capital
contributions from the investors in the fund. Each investor in the fund indirectly bears its pro rata share of the
management fee paid by the fund to Triangle Peak.
For six years beginning with the effective date of the fund (November 1, 2012), the annual management fee
prescribed by the limited partnership agreement was 2.0% of the investor’s capital commitment to the fund. After
six years, the annual management fee was 2.0% of the investor’s capital contributions that have been used to
acquire as-yet-unrealized investments (as determined on the anniversary of the effective date and applied during
the four next-succeeding calendar quarters).
For the period January 1, 2024 through December 31, 2026, Triangle Peak has agreed to waive half the annual
management fee otherwise payable to it. Beyond that period, Triangle Peak has agreed to waive its right to
receive any further management fees.
In general, distributions from the proceeds of a particular investment to the investors in PE Fund II will be paid to
investors in accord with the following distribution “waterfall”: (a) First, distributions will be made to investors pro
rata (in proportion to their respective interests), until they receive 100% of the capital contributions that are
attributable to the particular investment; (b) Second, any remaining amount will be distributed to investors pro
rata, until they have recouped any prior realized losses on other PE Fund II investments; (c) Third, any remaining
amount will be distributed to investors pro rata, until they have recouped prior payment of fund expenses,
including management fees; (d) Fourth, any remaining amount will be distributed to investors pro rata, until they
have received a 6% annually compounded internal rate of return on capital contributions relating to then-realized
investments; (e) Fifth, any remaining amount will be distributed to investors pro rata, until there is a fair-value
buffer equal to 120% of capital contributions relating to then-unrealized investments; (f) Sixth, any remaining
amount will be distributed (i) 20% to investors pro rata and (ii) 80% to an affiliate of Triangle Peak as “carried
interest”, until the affiliate has received 20% of all distributions under item (d) and this item (f); and (g) Finally, any
remaining amount will be distributed (i) 80% to investors pro rata and (ii) 20% to an affiliate of Triangle Peak as
“carried interest”.
PE Fund III
For investment management services provided to PE Fund III, Triangle Peak receives a quarterly management fee
from PE Fund III. For four years beginning with the effective date of the fund, the annualized fee is 2.0% of the
aggregate capital commitments to the fund. After four years, the annualized management fee is 2.0% of the
aggregate capital contributions that have been used to acquire as-yet-unrealized investments. This management
fee is paid quarterly in advance and is generally funded by capital contributions from the investors in the fund.
Each investor in the fund indirectly bears its pro rata share of the management fee paid by the fund to Triangle
Peak.
In general, distributions from the proceeds of a particular investment to the investors in PE Fund III will be paid to
investors in accord with the following distribution “waterfall”: (a) First, distributions will be made to investors pro
rata (in proportion to their respective interests), until they receive 100% of their capital contributions; (b) Second,
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