Zenyatta Capital Management LP

Fees and Compensation
In general, each Client pays Zenyatta Capital Management an annual management fee (the
“Management Fee”) based upon the value of each investor’s capital account as of the first day of
each calendar month or on the date of a contribution if other than the beginning of a month. In
addition, Zenyatta Capital Management will charge a performance allocation percentage
(“Performance Allocation”) to Clients. Zenyatta Capital Management and its affiliates reserve the
right to waive, amend, or reduce the Management Fee or the Performance Allocation for certain
individuals or entities as determined in Zenyatta Capital Management’s sole discretion. All
Performance Allocations will be prorated for account terminations. Fee rates and calculation
methodologies are set forth in the applicable fund offering documents. Clients bear organizational
and initial offering expenses of the Funds, including and not limited to, legal fees, private placement
memorandum preparation, accounting, tax, printing, and marketing. Clients bear operating
expenses, including and not limited to, legal, accounting, custody, tax preparation, insurance, third-
party administrator, regulatory licenses, exchange memberships, and credit ratings. Clients also bear
trading costs, such as brokerage commissions, soft dollars, and other trading costs. Each Fund’s

fees and expenses are described in the respective Fund’s offering documents. Please review
Brokerage Practices for additional information.

Performance Based Fees and Side-by-Side Management
Zenyatta Capital Management will charge a Performance Allocation percentage to its Clients. Fee
rates and calculation methodologies are set forth in the fund offering documents. Performance-
based compensation arrangements generally align incentives with Client goals, although, they can
also create conflicts of interests. Such performance-based compensation arrangements may create
an incentive for Zenyatta Capital Management to recommend investments that are riskier than those
which would be recommended under a different compensation structure. Performance-based
compensation arrangements can also create an incentive to favor some accounts over others in the
allocation of investment opportunities. Zenyatta Capital Management employs procedures designed
to manage and minimize these conflicts. These procedures apply a formulaic approach to
constrained allocations but preserve the flexibility for Zenyatta Capital Management to determine
on a case-by-case basis the most fair and appropriate set of factors to consider when allocating
constrained investment opportunities among Clients in consideration of each Client’s specific
portfolio holdings, liquidity, objectives and customized mandates.

Types of Clients
Zenyatta Capital Management primarily provides customized investment advisory services to the
Funds. Zenyatta Capital Management’s Funds’ investors may include high-net-worth individuals
and associated trusts, estates, and other legal entities, institutions, endowments and foundations,
corporate and public pension funds, sovereign wealth funds, and other pooled investment funds.
Zenyatta Capital Management’s minimum account size is generally $5,000,000, but this amount
may be amended.

Methods of Analysis, Investment Strategies and Risk of Loss
Zenyatta Capital Management seeks to combine: (1) a top-down thematic orientation with (2)
fundamental bottom-up research and analysis to identify high conviction investments in significant
trends and produce superior returns over medium term market cycles. Zenyatta Capital Management
seeks to exploit the persistent opportunities created as markets, technologies, and businesses evolve.
We extrapolate how emerging macroeconomic, secular, or cyclical trends impact industries or
sectors, then drill down into those opportunities to identify companies and securities that are most
likely to emerge as winners or losers. The universe of securities reviewed by Zenyatta Capital
Management includes both US and non-US issuers. The Investment Manager has broad and flexible
investment authority. Accordingly, the Investment Manager’s investment strategy may at any time
include domestic and international equity positions, options, futures, swaps, bonds, foreign
exchange, treasuries, credit, private placements, exchange traded funds and exchange traded notes.

Zenyatta Capital Management’s portfolio managers review existing and prospective investments
daily. Investments are evaluated independently, as well as in the context of Clients’ existing
holdings and sector exposures.

Summary of Certain Risk Factors
All investing involves a risk of loss. Investing in securities and other instruments involves risk of
substantial or total loss that Clients should be prepared to bear. Zenyatta Capital Management’s
investment strategy is not intended as a complete investment program and is only suitable for a
portion of the risk bucket of a Client’s overall investment portfolio, and Client’s must be willing
and able to risk a possible total loss of investment and may not be suitable for all investors. It is
designed for sophisticated investors who fully understand and can evaluate and bear the risk of such
an investment. No guarantee or representation is made that any Client will achieve its investment
objectives.

The following is a summary of certain of the more significant risks associated with Zenyatta Capital
Management’s investment strategies.

General - Zenyatta Capital Management’s investment strategies are speculative and entail a
significant degree of risk and, therefore, should be undertaken only by investors capable of
evaluating the merits and risks of the investment strategies and bearing the risks they represent,
including the potential loss of their entire investment. There can be no assurance that Zenyatta
Capital Management will be able to achieve the investment objectives or that significant or total
losses will not be incurred.

Market Risk - Zenyatta Capital Management invests in and actively trades securities and other
financial instruments or assets (including derivative instruments) using strategies and investment
techniques with significant risk characteristics, including risks arising from the volatility and
changing liquidity dynamics of the debt and equity markets. The prices of the financial instruments
in which Zenyatta Capital Management invests can be highly volatile and may become illiquid.
Price movements of equity, debt and other securities, instruments and assets in which Zenyatta
Capital Management is invested are influenced by, among other things, interest rates, foreign
exchange rates, changing supply and demand relationships, trade, fiscal, monetary and exchange
control programs and national and international political and economic events and policies.
Moreover, war, political or economic crisis, or other events may occur, which can be highly
disruptive to the markets, regardless of the strategies being employed. In addition, governments
from time to time intervene, directly and by regulation, in certain markets particularly those in
currencies, debt and other financial instruments, and derivative instruments. Such intervention often
is intended to directly influence prices or liquidity and may, together with other factors, cause any
or all such markets to move rapidly causing increased volatility and possibly losses. Sustained
cyclical market declines and periods of unusual market volatility and/or liquidity make it more
difficult to produce positive trading results, and there can be no assurance that strategies will be
successful in such markets. Zenyatta Capital Management may also incur major losses in the event
of disrupted and/or illiquid markets and other extraordinary events in which historical pricing
relationships (on which Zenyatta Capital Management may base a number of its trading positions)
become materially distorted. The risk of loss from pricing distortions is compounded by the fact
that in disrupted markets many positions become illiquid, which may make it difficult or impossible
to close out, hedge, or initiate positions against which the markets are moving. Market disruptions
caused by unexpected political, military and terrorist events or government intervention in the
markets may from time to time cause dramatic losses for Clients managed by Zenyatta Capital
Management, and such events can result in otherwise historically low risk strategies performing

with unprecedented volatility and risk. Zenyatta Capital Management may invest a portion of the
Client’s assets in securities and instruments of issuers located outside the United States. Many
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