EFTA01391880.pdf

GLDUS142 Irons:des Asset Mgmt SOF IV - Master Fund Key Terms Same key terms as SOF III with an increased team commitment The Fund Glendower Capital Secondary Opportunities Fund IV, LP Target Size USS1.75 billion (US$2.5 billion hard cap) Structure English private fund limited partnership Investment Period 4 years from final closing 7 years from final closing plus up to 5 one-year extensions (the first three one-year extensions being at the discretion of Term Glendower and the final two one-year extensions requiring the consent of the SOF IV advisory committee) Minimum Commitment USS5 million Team Commitment Min of 1% of aggregate commitments 1.25% p.a. of commitments during Investment Period General Partner Share 1.00% p.a. of Invested Capital' for a period of 2 years after the Investment Period, thereafter greater of 90% of previous year and 0.25% Carried Interest 12.5% on a whole fund basis Hurdle Rate 8% (with 100% catch-up) Clawback Yes ≥-eatie read the confident-A private pkv)esitem, mentorandten of the Fin) NA) -Merrivrarylurs") or the full a-mei:Aura of risk far tors. conflicts of imeress Coll to terms, aril regulatory and tav considerations of the Fund. For hither diatiosure of tees, such as lees and tN>enses pakl by the Fund. please refer to the Memorandum, the amended and restated limited partnership agreement and the deed of adherence of ti r ,t" deasneas are si the process of being prepared and will be made available to prospectrw investors upon re:Nest. 1) Invested Capital is the amount of capital invested in investments and the remaining unfunded obligations reasonably reserved by Glendower for such investments. Glendower STRICTLY CONFIDENTIAL Capital CONFIDENTIAL - PURSUANT TO FED. R CRIM. P. 6(e) DB-SDNY-0096973 CONFIDENTIAL SDNY_GM_00243157 EFTA01391880