Trilantic Capital Management LP

Item 5. Fees and Compensation
Specific management fee terms differ among the Clients, and any descriptions included herein
are intended as a general summary that is subject to the governing documents applicable for each
Client.

As of the date hereof, TCM generally earns management fees for its advisory services to Clients as follows:

    •   Management fees are paid semi-annually or quarterly in advance (per the dates set forth in the
        governing documents applicable to the respective Client).
    •   A Client’s management fees will be calculated and charged on a basis that generally is not tied to
        such Client’s then-current net asset value. During the investment period of a Client, the
        management fees are generally an annual fee equal to a percentage of the aggregate amount of such
        Client’s investors’ capital commitments as of the first day of the period in respect of which the
        management fees are then being paid, unless otherwise reduced under the terms of the respective
        Client’s applicable governing documents (including via side letters). Certain Clients may in the
        future have a different calculation for management fees during the investment period. Certain
        Clients that do not have an investment period generally charge fees in the same manner as
        management fees are calculated post-investment period, noted below. As of the date of this
        brochure, the maximum capital commitment-based fee is based on a rate of 2.00% per year.
    •   After the expiration of the investment period of a Client (the “Stepdown Date”), the management
        fees are an annual fee generally equal to a percentage of Capital Under Management, as defined in
        each respective Client’s governing documents (including via side letters), which is generally
        calculated based on capital invested in unrealized portfolio investments on the date such
        management fee period begins, subject to certain adjustments specific to each Client’s governing
        documents. As of the date of this brochure, the maximum Capital Under Management based fee is
        based on a rate of 1.75% per year.
    •   As a result, the amount of management fees generally will not correspond with fluctuations in the
        net asset value of individual investments of a Client, including following the relevant investment
        period, and will not be reduced in connection with any write downs (whether temporary or
        permanent), except in the case of investments completely written off for U.S. federal income tax
        purposes (such investments, “Impaired Value Investments”). Except where the governing
        documents expressly provide to the contrary, management fees will not be reduced (in whole or in
        part) in the case of partial sales or dispositions, distributions (e.g., those resulting from a dividend
        or recapitalization) or reorganizations, restructurings, roll-over investments, extraordinary

    dividends or similar transactions, in each case in circumstances that do not result in the complete
    disposition of the relevant Client’s interest therein, and even in cases where the value of the Client’s
    investment or the Client’s ownership percentage in such investment has been reduced (including
    substantially reduced) as a result of such transaction. Due to differences in the criteria set forth in
    their respective governing documents, in the event where more than one Client participates in an
    investment, there is the possibility that an investment will become an Impaired Value Investment
    for purposes of one Client’s governing documents but not those of one or more other Clients.
•   The management fees generally commence accruing as of the relevant Client’s initial closing date
    (or a later date at the discretion of TCM) and terminate at the termination and dissolution of a Client
    (unless terminated earlier in accordance with each entity’s operative document, or at the sole
    discretion of TCM). Generally, and unless explicitly stated otherwise in the operative documents
    of a Client, management fees are calculated at the beginning of each management fee period,
    without adjustment for any activity occurring during such period, such as in the event of
    realizations, dispositions or partial write-downs or write-offs that occur partway through the
    relevant calculation period. Management fees are paid by the applicable Client to TCM.
•   The management fee is prorated for the number of days elapsed in each payment period, and in the
    case of the last management fee period of a Client (the period commencing on the day after the last
    full management fee period, through and including the date such Client is terminated and dissolved,
    or, if applicable, the date an investor in a Client is fully redeemed from such Client), if such fee
    period is not a full six months or three months, as applicable, TCM shall refund to each limited
    partner the amount of the management fee paid by such limited partner allocable to that portion of
    such period which is subsequent to the dissolution and termination of the Client (or, if applicable,
    an investor’s redemption date).
•   During the fundraise period of a Client, if an additional limited partner is admitted to the Client or
    an existing limited partner increases its capital commitment at a subsequent closing of such Client,
    such limited partner is generally obligated to pay to the Client or TCM, as the case may be, on the
    date of such subsequent closing (or such later date as determined by the general partner of such
    Client), a retroactive management fee. The retroactive management fee is calculated from the date
    management fees were first charged to such Client through the subsequent closing payment date
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Item 7. Types of Clients
TCM provides and expects to provide investment advisory and investment management services to private
pooled investment vehicles, certain special purpose vehicles and co-investment vehicles, with current
Clients described in Item 1. TCM could and does also provide investment advisory and investment
management services to Clients that are not pooled investment vehicles (“funds of one”) and which are
generally considered separately managed accounts for purposes of Form ADV. Investors in the Clients
could include a variety of institutional and high net worth investors, but investment in Clients is limited to
investors that meet certain financial sophistication requirements. The minimum capital commitment for an
investor in a Client is outlined in each respective Client’s governing documents or is otherwise determined
on a case-by-case basis. Generally, the minimum commitment for third party investors in Clients has been
set at $5,000,000 or $10,000,000 (or $1,000,000 for certain parallel vehicles of the Clients); however, TCM
has the authority to deviate (and has deviated in the past) from these minimum commitments.

In addition, Clients, TCM or Client general partners or managing members could enter (and have entered)
into separate agreements, commonly referred to as “side letters”, with certain investors, to waive or
supplement certain terms, or allow such investors to invest on different terms than those specifically
described in the offering documents. Side letters are confidential and not shared with all investors.

Investors are required to make certain representations when investing in a Client, including but not limited

to representing that (i) they are acquiring an interest for their own account, (ii) they received or had access
to all information they deemed relevant to evaluate the merits and risks of the prospective investment, and
(iii) they have the ability to bear the economic risk of an investment in the applicable Client.