Benefit Street Partners LLC

Background For purposes of this brochure, “Adviser” or “Benefit Street” means Benefit Street Partners L.L.C., a Delaware limited liability company, together (where the context permits) with certain of its affiliates that provide advisory services to and/or receive Advisory Fees from the Funds (as defined below). These affiliates may or may not be under common control with Benefit Street, but generally possess substantially similar personnel and/or equity owners as Benefit Street. These affiliates are formed for tax, regulatory or other purposes in connection with the organization of the Funds, or serve as general partners of the Funds. Benefit Street was formed in 2011 and is solely owned by Franklin Resources, Inc. (d/b/a Franklin Templeton) (“Franklin Templeton”). Franklin Templeton is also the owner of a number of other affiliated investment advisers including, among others, Apera Asset Management LLP (“Apera”), BSP CLO Management (“BSP CLO”), Franklin BSP Capital Adviser LLC (“Franklin BSP”), Benefit Street Partners Limited (“BSP Ltd.”), and BSP NY LLC (“BSP NY”). Benefit Street, Apera, BSP CLO, BSP Ltd., BSP NY, and Franklin BSP integrate certain of their advisory activities, which include overlapping trading and investment strategies. Benefit Street, BSP CLO, BSP NY, and Franklin BSP operate under a single compliance program, with Apera and BSP Ltd. each operating under separate, independent compliance programs. Services Benefit Street is an investment management platform that primarily focuses on debt-related investments across various market sectors. The Adviser provides investment advisory services to investment vehicles, including private funds that are not registered under the Investment Company Act of 1940, as amended (the “Investment Company Act”), and whose securities are not registered under the Securities Act of 1933, as amended (the “Securities Act”), to certain collateralized loan obligation vehicles (“CLO Funds”), to a non-publicly traded real estate investment trust (the “REIT”) whose securities are registered under the Securities Act and which has elected to be treated as a real estate investment trust under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended (the “Code”), and to certain separate account clients, single-investor funds and tailored funds. The Adviser also provides sub-advisory services to certain registered investment companies (the “1940 Act Funds”), to certain other collective investment vehicles (collectively with the 1940 Act Funds, the “Sub-Advised Funds”). Collectively, the funds, vehicles and account arrangements discussed in this paragraph may be referred to herein, as the context permits, as the “Main Funds.” The Adviser may, from time to time, establish Funds on a transaction-by-transaction basis to allow certain persons to invest alongside one or more Main Funds in a particular investment opportunity (each such vehicle, a “Co-Investment Fund”). Co-Investment Funds are typically limited to investing in securities relating to the transaction or transactions with respect to which they were organized. As a general matter, any co-investment by a Co-Investment Fund will be

-4-

on terms and conditions not more favorable than the terms and conditions of the investment by the applicable Main Fund. Additionally, the Adviser organizes and serves as the general partner (or in an analogous capacity) of certain other Funds which are “feeder” vehicles (each, a “Feeder Fund”) organized to invest exclusively in another Fund, and/or alternative investment vehicles (each, an “Alternative Investment Vehicle”) organized to address, for example, specific tax, legal, business, accounting or regulatory-related matters that arise in connection with a transaction or transactions. The Main Funds, Feeder Funds and Alternative Investment Vehicles are collectively referred to, as the context permits, as the “Funds.” Certain of the Funds primarily make investments in debt instruments across various market sectors. A number of Funds also invest from time to time in equity securities, certain types of instruments which can be considered to have equity characteristics (such as preferred stock and convertible instruments), and derivative instruments. Certain of the Funds focus on primarily making investments in interests of real estate mortgage trusts and other real-estate-related debt instruments. Subject to the terms of the applicable advisory or sub-advisory agreement, the Adviser’s advisory services include investigating, identifying and evaluating investment opportunities, structuring, negotiating and making investments on behalf of the Funds, managing and monitoring the performance of such investments and disposing of such investments. The Adviser serves as the investment adviser, sub-adviser or general partner to the Funds in order to provide such services. Except as may be the case for certain separately managed accounts or Sub-Advised Funds, investment advice is generally provided directly to the Funds and not individually to investors. Services are provided to the Funds in accordance with an advisory agreement with each of the Funds, advisory or sub-advisory agreements with a Fund’s investment adviser, and/or organizational documents of the applicable Fund. Investment restrictions for the Funds, if any, are generally set forth in the organizational documents and/or prospectus and statement of additional information (“SAI”) of the applicable Fund. As of December 31, 2025, the Adviser managed $28,315,800,441 of client assets, all of which was managed on a discretionary basis.

-5-

The Adviser or its affiliates generally receive a management fee or a sub-advisory fee (collectively “Advisory Fees”) and, in certain cases, an Incentive Allocation (as defined below) or similar performance-based remuneration from each Main Fund. A Main Fund, and/or its portfolio companies may also make other payments to the Adviser or its affiliates for services provided to the portfolio companies which, in certain circumstances, may reduce the Advisory Fees payable to the Adviser. Additionally, consistent with the organizational documents of a Fund, the Fund typically bears certain out-of-pocket expenses incurred by the Adviser in connection with the services provided to the Fund and/or the portfolio companies. Further details about certain common fees and expenses are set forth below. Advisory Fees In respect of each Main Fund, the Adviser is typically paid a quarterly or monthly Advisory Fee, which is paid either in advance or in arrears, in accordance with each such Main Fund’s organizational documents or the applicable advisory or sub-advisory agreement, by such Main Fund. Advisory Fees paid by a Main Fund may also be reduced by other fees or compensation received by the Adviser or its affiliates that relate to such Main Fund’s activities and investments, or by certain organization or other expenses borne by such Main Fund, as described in more detail below. Consistent with the organizational documents, advisory agreements, and/or sub-advisory agreements for each of the Main Funds, Advisory Fees paid by the Main Funds are either deducted from capital accounts or billed and, in either case, are generally indirectly borne by investors in the Main Funds, including any Feeder Funds that invest in such Main Funds. The Adviser does not receive a separate Advisory Fee directly from such Feeder Funds if the fee is borne directly by the corresponding Main Fund. Advisory agreements with the Funds are generally terminable by the Funds, subject, in some cases, to an applicable notice period or the occurrence of certain conditions or events. Sub-advisory agreements with the Funds are generally terminable by the primary investment adviser, the Adviser and/or the Fund. Upon termination of a relevant advisory or sub-advisory agreement, Advisory Fees that have been prepaid are returned on a prorated basis. The precise amount of, and the manner and calculation of, the Advisory Fees for each Fund, if any, is disclosed in the organizational and offering documents of such Fund at the time each investor invests in the Fund, or in the relevant advisory or sub-advisory agreements. Such Advisory Fees are subject to waiver or reduction by the Adviser for certain investors within a Fund. For example, the Adviser, its affiliates, certain of its principals and employees, and their family members and related vehicles may invest in certain of the Funds, and Advisory Fees assessed on such investments are typically substantially reduced or waived entirely. In addition, all or a portion of such persons’ capital subscriptions may be made through reductions in or waiver of the Advisory Fee payable to the Adviser by such Fund in lieu of capital contributions. Certain large or strategic investors may also be eligible for a reduction, rebate, or waiver of their fees.

-6-

Except as otherwise set forth in the organizational documents or applicable advisory or subadvisory agreement of a Fund, the Advisory Fees paid by a Fund will generally be reduced by a percentage of: (1) the fees incurred by the Adviser in connection with the organization of such Fund that exceeds a limit specified in such Fund’s organizational documents and/or (2) certain Other Fees (as defined below) received by the Adviser or its affiliates. The amount and manner of such reduction, if any, is set forth in the advisory agreement, sub-advisory agreement, and/or organizational documents of the applicable Fund. To the extent that an Other Fee relates to more than one Fund, the Adviser will generally allocate the resulting Advisory Fee reduction among the applicable Fund(s) in proportion to their interest (or prospective interest) in the portfolio company. As applicable, Funds that do not pay Advisory Fees will not benefit from any such reduction. Generally, the portion of Other Fees allocable to capital invested by a Fund, coinvestment vehicle or third-party investor that does not pay Advisory Fees will be retained by the Adviser and such amounts will not offset any management fees. Other Fees and Expenses With respect to the non-1940 Act Funds, generally, and except as otherwise set forth in the organizational documents of a Fund, the Adviser, or, in the case of a Sub-Advised Fund, the SubAdvised Fund’s adviser, will ultimately bear all fees and out-of-pocket expenses of any placement agent that solicits investors for the Funds. Such Funds will generally bear all legal and other expenses, including the out-of-pocket expenses of any applicable general partner, incurred in the formation of the Funds up to an amount, if any, specified in the organizational documents of the applicable Fund. Organizational expenses in excess of any such amount specified are typically ultimately borne by the Adviser or, in the case of a Sub-Advised Fund, the Sub-Advised Fund’s adviser. Generally, and except as set forth in the organizational documents and/or advisory or subadvisory agreements of the applicable Fund, a Fund (other than certain separate account clients, single-investor funds, tailored funds or 1940 Act Funds) will pay: (i) printing, legal, accounting, marketing, administrative, custodial, recordkeeping and third-party consulting fees and expenses for services (including, but not limited to, fees, costs, and expenses incurred in negotiating and entering into any depository agreement) rendered to or for the benefit of a Fund; fees, costs and expenses incurred in connection with certain regulatory matters including but not limited to fees, costs and expenses incurred in reporting on a Fund and its activities on Form PF, costs and expenses incurred in connection with any legal opinion and in registering the Fund for marketing in any jurisdiction (including ongoing registration fees charged by regulators and any fees, costs and expenses incurred in complying with the disclosure, reporting and other similar obligations in any jurisdiction, including but not limited to those under the Alternative Investment Fund Managers Directive, as implemented in any relevant jurisdiction (and including any secondary legislation, rules and/or associated guidance and any related requirements) or the United Kingdom Alternative Investment Fund Managers Regulations 2013 (as amended including by the Alternative Investment Fund Managers (Amendment etc.) (EU Exit) Regulations 2019)); costs relating to maintaining and producing the books and records of the Fund, and any risk management assessment expenses; fees, costs and expenses incurred in respect of, or charged by a Fund’s administrator, custodian, prime broker, and/or any depositary appointed in relation to the safeguarding, administering and/or holding of the assets of a Fund; -7-

fees, costs and expenses incurred in relation to compliance with applicable laws and regulations and the operation and administration of a Fund generally; dead deal or broken deal expenses or other expenses related to consummated or unconsummated investments (including expenses in relation to any transaction or portion of an investment that would have been borne by co-investors or co-investment vehicles); administrator, accounting, audit and tax preparation fees and expenses; fees and expenses of paying agents, any third-party director, general partner or similar service provider; reporting and other out-of-pocket costs, including travel expenses, relating to a Fund’s or general partner’s operations, activities, investments or business and filing and similar fees paid on behalf of a Fund or in respect of or on behalf of the general partner, including such expenses with respect to transactions that are not consummated; all investment expenses (including brokerage commissions, custody fees, administrative, servicing and other similar fees, and interest expenses) and other custody, transfer, registration and similar expenses incurred by a Fund and all brokerage, consultant, expert, and finders’ fees and commissions and discounts incurred by a Fund in connection with the Fund’s operations, activities, investments or business; all reasonable mailing and postage, facsimile, and printing expenses; and the Advisory Fees and any other amounts payable with respect to the advisory agreement, sub-advisory agreement, and any administrative services agreement of a Fund. (ii) third party out-of-pocket expenses incurred directly in connection with Fund investments or proposed investments, whether or not consummated, which are not paid or reimbursed by a third party and which may include, but are not limited to, those expenses incurred in relation to compliance with applicable laws and regulations and the operation and administration of the Fund generally; research and due diligence fees and expenses (including news and quotations subscriptions, market or industry research expenses, information technology subscription expenses and fees related to research and due diligence, consultant or expert expenses); consultant or expert fees and expenses for sourcing, researching, conducting due diligence, etc., for investment expenses or opportunities; bridge financing expenses and travel expenses in connection with researching, making, monitoring and disposing of investments and for the Adviser’s personnel to attend industry conferences (which, in each case, may be first class or chartered aircraft in accordance with the Adviser’s policies). (iii) other operating and extraordinary expenses of a Fund, which may include, but are not limited to brokerage fees and commissions; bank fees and other similar fees and interest expenses incurred by a Fund; expenses of any paying agent, any third-party director, general partner or similar administrative service; rating agency expenses; financing, investment banking and valuation expenses (including expenses of engaging valuation agents); all principal and interest on indebtedness of a Fund; if applicable, other fees and expenses associated with any borrowings by a Fund (including but not limited to costs related to the setup of one or more credit facilities and the costs of upsizing such credit facilities, as applicable); if applicable, costs and expenses related to indebtedness as between a Fund and any special purpose vehicle or alternative investment vehicle; filing fees, litigation costs (including potential litigation), indemnification costs and expenses, judgments and settlements (including the expenses of a Fund’s “Partnership Representative”); taxes, fees or other governmental charges (if any) required to be paid or withheld by a Fund; indemnity or insurance policies (including directors and officers insurance and errors and omissions insurance for t h e Adviser and its affiliates or premiums or other reasonable costs relating to indemnities of service providers to a Fund); any expenses of liquidating a Fund; fees and expenses of any Fund advisory committee and certain expenses -8-

Read the rest in the brochure

Methods of Analysis and Investment Strategies Comprehensive joint industry and sector reviews, primarily focusing on debt opportunities, are completed on an ongoing basis in order to identify potential investment candidates. Moreover, the Adviser’s extensive network and relationships with Wall Street and industry professionals are invaluable for sourcing potential opportunities. Generally, once a potential investment is identified, financial modeling is introduced in the early stages of the investment process and a forward-looking financial model with full projections is built. The projections typically incorporate the Adviser’s macro views, sector analysis and individual company fundamentals. These projections are a key driver for all subsequent steps in the Adviser’s investment process. Historical financials are also reviewed, with a focus on analyzing the company’s operating performance and ability to generate free cash flow. As part of the investment process, the Adviser employs multiple valuation methodologies to generate proprietary valuations and typically receives information directly from the entity (or its agents and/or representatives) it is investigating as a potential investment opportunity for a Fund. Every position is evaluated with respect to its expected return and the probability of loss and trading liquidity. Typically, each Fund’s portfolio is continually rebalanced in order to maintain proper risk weighting. The Adviser also assesses the transaction exits for a particular investment under multiple scenarios and timelines. As various scenarios unfold, the Adviser monitors the relationship between executable exit value (where one exists) and a proprietary assessment of intrinsic value, derived as part of the Adviser’s investment process. The Adviser’s advisory services consist of investigating, identifying and evaluating investment opportunities, structuring, negotiating and making investments on behalf of the Funds, managing and monitoring the performance of such investments and disposing of such investments. Where Funds acquire an influential position, the Adviser may be in a position to exercise influence over and add value to such investments. The Funds make investments in both publicly-listed and privately-held companies. In addition, the Adviser may provide advice concerning the following securities and instruments, among others: •

Bonds, convertible securities and equity securities issued by foreign or domestic issuers and denominated in foreign currencies or U.S. dollars;

•

Private placements or other securities that are not registered or are exempt from registration under the Securities Act, such as Rule 144A securities;

•

Bank loans, bank participations, loans, and loan originations;

•

Domestic and international convertible securities including, but not limited to (a) convertible securities that are convertible or exchangeable into equity securities of publicly traded U.S. companies, and (b) convertible securities that are convertible or exchangeable into equity securities of foreign companies listed on a foreign exchange or represented by

-15-

American Depository Receipts listed on the New York Stock Exchange or the NYSE Alternext U.S. (formerly known as the American Stock Exchange); •

Futures contracts, forward contracts, swaps, swaptions, commodities, hybrid securities, other ‘synthetic’ or derivative instruments, short sales, trades executed on margin, creditlinked notes, credit default notes and credit swaps;

•

Repurchase agreements;

•

Banker’s acceptances;

•

Certain real estate related instruments; or

•

Interests in collateralized loan obligations.

Except with respect to the 1940 Act Funds, the REIT, and as may be set forth in a Fund’s organizational documents, the Adviser’s investment strategy is generally not subject to specific restrictions regarding the exposure of a Fund’s overall portfolio or investments in a single issuer or a single industry. However, the Adviser, from time to time, adopts internal guidelines regarding its exposure and such investments. The 1940 Act Funds are subject to certain issuer diversification and industry concentration limitations under the Investment Company Act and related SEC guidance. The REIT is subject to certain industry concentration requirements and income tests to qualify for treatment as a REIT under Sections 856 through 860 of the Code. From time to time, the Adviser may cause the Funds to invest cash held by the Funds in temporary investments on a short-term basis, pending investment, distribution to investors or payments of expenses or other obligations of the Funds. Such temporary investments shall principally take the form of treasuries, agencies, corporate debt securities, commercial paper and certificates of deposit. Risks Investing in securities involves a substantial degree of risk. A Fund may lose all or a substantial portion of its investments, and investors in the Funds must be prepared to bear the risk of a complete loss of their investments. In addition, material risks relating to the investment strategies and methods of analysis described above, and to the types of securities typically purchased by or for the Funds in connection with those strategies and methods, include the following: General Economic and Market Conditions The success of a Fund’s activities is affected by general economic and market conditions, including, among others, interest rates, availability of credit, credit defaults, inflation rates, economic uncertainty, currency exchange controls, natural disasters, disease outbreaks or pandemics, changes in laws (including laws relating to taxation of a Fund’s investments) and trade barriers, and national and international political, environmental and socio-economic -16-

circumstances (including wars, terrorist acts or security operations). In addition, the current U.S. political environment and the resulting uncertainties regarding actual and potential shifts in U.S. foreign investment, trade, taxation, economic, environmental and other policies under the current Administration, as well as the impact of geopolitical tension, such as a deterioration in the bilateral relationship between the U.S. and China, the conflict between Russia and Ukraine, or the continuation of wars in the Middle-East could lead to disruption, instability and volatility in the global markets. Unfavorable economic conditions also would be expected to increase funding costs, limit access to the capital markets or result in a decision by lenders not to extend credit. These factors may affect the level and volatility of prices and the liquidity of a Fund’s investments. In addition, a general economic slowdown, or business disruptions, such as due to pandemics or natural disasters, could lead to a delay or slowing of economic activity generally or in specific areas, and could adversely impact a Fund’s ability to find attractive opportunities, lead to an increase in refinancings or borrower defaults, or an increase in borrowers seeking to negotiate more advantageous terms. In addition, particular borrowers or collateral may be more likely to be adversely impacted by certain types of events. Certain other industries, such as certain retailers may also be adversely impacted. Certain events, such as natural disasters may have regional impacts on borrowers located in such areas. Furthermore, while borrower revenue may be adversely impacted, such events could adversely impact borrowers and their ability to repay loans to the Fund in other ways, such as impacting their workforce availability, cause closures, impact supply chains, or increase health care costs or other costs and expenses. Prolonged uncertainty may decrease demand in the longer terms and economic uncertainty or slowing can adversely impact a Fund’s returns. Volatility or illiquidity could impair a Fund’s profitability or result in losses. These factors also may affect the availability or cost of obtaining leverage, which may result in lower returns. To the extent any of these events occur, a Fund’s performance results could be adversely affected. Additionally, ongoing market volatility and uncertainty caused by these factors could also adversely affect a Fund’s operations. A counterparty to a Fund or to a company in which a Fund has invested may be relieved of its obligations under certain contracts to which it is a party, or, if it is determined not to have occurred, a Fund and its investments may be required to meet their contractual obligations, despite potential constraints on their operations, liquidity and/or financial stability. Market volatility and uncertainty could also increase the risk of investors defaulting on their commitments or increase the number of investors requesting to transfer their interests to third parties. Any future public health emergency of international concern or other public health emergency, including any new or variant outbreaks of COVID-19, SARS, H1N1/09 flu, avian flu, respiratory syncytial virus or RSV, other coronaviruses, Ebola or other existing or new epidemic diseases, or the threat thereof, could negatively impact the Funds, their portfolio companies, and could meaningfully affect the Funds’ abilities to fulfill their investment objectives. In addition, the current U.S. political environment and the resulting uncertainties regarding actual and potential shifts in U.S. foreign investment, trade, taxation, economic, environmental and other policies under the current Administration, as well as the imposition of tariffs on imports and the responses of other countries and actors, could lead to further disruption, instability and

-17-

volatility in the global markets. See “Non-U.S. Trade Policy” below for additional discussion of tariff-related risks. Non-U.S. Trade Policy The U.S. government has imposed tariffs on a number of countries, and has announced a plan for the implementation of further reciprocal tariffs in respect of countries around the globe. Such actions as well as the responses of other countries and actors could significantly exacerbate the normal risks associated with a Fund and result in adverse changes to, among other things: (i) general economic and market conditions; (ii) shipping and transportation costs and supply chain constraints; (iii) interest rates, currency exchange rates, and expenses associated with currency management transactions; (iv) demand for investments; (v) available credit in certain markets; (vi) import and export activity from certain markets; (vii) laws, regulations, treaties, pacts, accords, and governmental policies; and (viii) the ability of a Fund's investments to implement strategies to produce expansion, reduce costs, improve operations, or otherwise enhance the value of a Fund's investments therein. Such tariffs have the potential to gravely impact markets, global supply and demand, import/export policies, and the availability of labor in certain markets, and there is no guarantee that additional tariffs or similar measures will not be implemented. The foregoing could seriously impact the operations of a Fund and its ability to realize investment objectives in a timely manner. Market Risk The value of a Fund’s investments could be affected by factors affecting the economy and securities markets generally, such as real or perceived adverse economic conditions, supply and demand for particular instruments, changes in the general outlook for certain markets or corporate earnings, interest rates, announcements of political information or adverse investor sentiment generally. The market values of a Fund’s investments may decline for a number of reasons, including increases in defaults resulting from changes in overall economic conditions and widening of credit spreads. Unfavorable market conditions may also increase funding costs, limit access to the capital markets or result in credit terms changing or credit becoming unavailable. These events could have an adverse effect on a Fund’s investments and a Fund’s overall performance. Events such as war, terrorism and related geopolitical risks or political instability have led, and may in the future lead, to increased short-term market volatility and may have adverse long-term effects on U.S. and world economies and markets generally. Those events could also have an acute effect on individual issuers or related groups of issuers. These risks could also adversely affect individual issuers and securities markets, interest rates, auctions, secondary trading, ratings, credit risk, inflation, deflation and other factors relating to a Fund’s investments. Continuing market uncertainty may have a significant impact on the business of a Fund. Among other things, the level of investment opportunities may decline from the Adviser’s current expectations. One possible consequence is that a Fund may take a longer than anticipated period to invest capital and/or a Fund may be relatively concentrated in a limited number of investments. Consequently, during this period, the returns (if any) realized by investors may be substantially -18-

Read the rest in the brochure

The Adviser provides investment advisory services to the Funds, including the Sub-Advised Funds. Investment advice is provided directly to the Funds and not individually to the investors in the Funds. Investors in the Funds may include, among others, individuals, banks, thrift institutions, pension and profit sharing plans, trusts, estates, charitable organizations, university endowments, corporations, sovereign wealth funds, limited partnerships and limited liability companies. The Funds do not have a minimum size, but minimum investment commitments are generally established for investors in certain of the Funds. The general partner or board of directors of each Fund generally may, in their sole discretion, permit investments below the minimum amounts set forth in the offering documents of such Fund.

-14-

Certain of the Funds pay incentive or performance based allocations or fees or carried interest to the Adviser or certain affiliates of the Adviser (each, an “Incentive Allocation”). The Incentive Allocation paid by a Fund is indirectly borne by investors in the Fund, including any Feeder Funds that invest in such Fund. The Incentive Allocations received by such related persons of the Adviser conform with the requirements set forth in Section 205 of the Investment Advisers Act of 1940, as amended (the “Advisers Act”). Co-Investment Funds and Feeder Funds pay or bear performance-based fees on a case-by-case basis as set forth in the applicable organizational documents. The precise amount of, and the manner and calculation of, the Incentive Allocation for each Fund, if any, is disclosed in the organizational and offering documents of each Fund, or, in the case of the Sub-Advised Funds, in the applicable sub-advisory agreement or in a side letter thereto. The Incentive Allocation provisions may be subject to waiver or reduction by the general partner or Adviser, as applicable. For example, the Adviser, its affiliates, certain of its principals and employees, and their family members and related vehicles may invest in the Funds, and the Incentive Allocation assessed on such investments will typically be substantially reduced or waived entirely. In addition, all or a portion of such persons’ capital subscriptions may be made through reductions in or waiver of the Incentive Allocation payable to the general partner by such Fund in lieu of capital contributions. Certain large or strategic investors may also be eligible for a reduction or waiver of their Incentive Allocation. The payment by some, but not all, Funds of the Incentive Allocation, and the payment of the Incentive Allocation at varying rates by Funds that pay an Incentive Allocation, creates an incentive for the Adviser to disproportionately allocate time, services or functions to Funds paying the Incentive Allocation or Funds paying the Incentive Allocation at a higher rate. Generally, this conflict is mitigated for the Funds by the Adviser’s allocation procedures. Subject to applicable investment objectives, guidelines and other factors, as discussed in more detail in Item 11 below, the Adviser and its affiliates generally allocate investment opportunities on a pro-rata basis among eligible Funds and clients based upon the current available capital of such investment vehicle, or in some other manner that the Adviser determines is fair and equitable. With respect to Co-Investment Funds, this conflict may be mitigated where Co-Investment Funds invest in a portfolio company alongside one or more Main Funds in pre-set amounts. Any Alternative Investment Vehicle will generally contain terms and conditions substantially similar to those of the Main Fund with respect to which it is formed and profits and losses of an Alternative Investment Vehicle generally will be aggregated with those of such Main Fund for purposes of determining distributions by the Main Fund and the Alternative Investment Vehicle (except as may be advisable because of legal, regulatory or tax constraints). The payment by the CLO Funds of the Incentive Allocation may create an incentive for the Adviser to seek to maximize the yield on the collateral obligations relative to investments of higher creditworthiness. Managing the CLO Funds with the objective of increasing yield, even though the Adviser is constrained by certain investment restrictions described in the CLO Funds’ organizational documents, could result in an increase in defaults or volatility and could contribute to a decline in the aggregate market value of the CLO Funds’ collateral obligations.

-12-

Please see Item 11 below for information regarding the allocation of investment opportunities and how conflicts of interest are generally addressed by the Adviser. Please also see Item 12 below regarding trade aggregation.

-13-

Related General Partners and Directors The Adviser organizes certain of the Funds, which in certain cases are limited partnerships for which the Adviser (including affiliates of Benefit Street) serves as general partner or exempted companies for which employees or affiliates of Benefit Street serve as members of the board of directors. For a description of material conflicts of interest created by these relationships, as well as a description of how such conflicts are addressed, please see Item 11 below. Affiliated Broker-Dealers Benefit Street is affiliated with Franklin Distributors, LLC, a registered broker-dealer. Franklin Distributors provides distribution services for Benefit Street in connection with certain advisory clients. Certain employees of the Adviser are registered representatives of Franklin Distributors, LLC, and are subject to the broker-dealers policies and procedures, including written supervisory procedures. Affiliated Advisers Benefit Street is affiliated with the investment advisers listed below. •

Apera: a non-U.S. registered investment adviser with the SEC and also regulated by the United Kingdom Financial Conduct Authority.

•

BSP CLO: a U.S. registered investment adviser with the SEC.

•

Franklin BSP: a U.S. registered investment adviser with the SEC.

•

BSP NY: a U.S. registered investment adviser with the SEC.

•

BSP Ltd.: a non-U.S. registered investment adviser with the SEC and also regulated by the United Kingdom Financial Conduct Authority.

Clients of the Adviser from time to time participate in transactions alongside other clients of the Adviser or clients of an affiliated adviser. Benefit Street is a subsidiary of Franklin Templeton, a global investment management organization. In addition to owning Benefit Street, Franklin Templeton is the owner of Apera, BSP, BSP CLO, BSP Ltd., BSP NY, and Franklin BSP, as well as a number of other investment advisers (such investment advisers other than Apera, BSP CLO, BSP Ltd., BSP NY, and Franklin BSP, the “Other Advisers”). Franklin Templeton and the Other Advisers are operated and managed separately from the Adviser, and Franklin Templeton and the Other Advisers do not have any involvement in the day-to-day investment operations of the Adviser. Benefit Street does not direct or coordinate with Franklin Templeton or the Other Advisers. All recommendations and allocations of investment opportunities are made by Benefit Street independent of Franklin Templeton and the Other Advisers.

-87-

For a description of material conflicts of interest created by the relationship among the Adviser and the affiliated advisers, as well as a description of how such conflicts are addressed, please see Item 11 below.

-88-

Trading

Code of Ethics, Participation or Interest in Client Transactions and Personal

Code of Ethics The Adviser’s code of ethics (“Code of Ethics”) requires each of the Adviser’s employees to deal honestly and fairly with all persons with whom he or she has contact. The Code of Ethics is designed to comply with Rule 17j-1 of the Investment Company Act and Rule 204A-1 of the Advisers Act. Employees at all times must place the interests of the Funds and their investors first. Employees are required to conduct their personal trading so as to avoid any actual or potential conflicts of interest or any abuse of a position of trust or responsibility. Moreover, employees may not take inappropriate advantage of their positions. The Code of Ethics includes policies regarding personal trading by the Adviser’s employees and members of their immediate families. These policies limit personal trading by employees in a wide range of securities, including common and preferred stock, debt instruments, securities that are convertible or exchangeable for equity or debt securities, derivative instruments, and shares of closed-end investment companies registered under the Investment Company Act and business development companies. Employees must report every account in which they have a direct or indirect beneficial interest, other than personal savings or checking accounts that are not able to hold securities of any type, and have copies of periodic account statements sent by their broker(s) to the Adviser’s compliance department. In addition, if they directly or indirectly influence or control trading in the account, they must pre-clear covered securities transactions with the Adviser’s compliance department. A copy of the Code of Ethics is available to any client or prospective client upon request by calling Enrico Gallo at 212-588-6739 or by writing to Mr. Gallo, Chief Compliance Officer, Benefit Street Partners L.L.C., One Madison Avenue, Suite 1600, New York, NY 10010 or by contacting Mr. Gallo via email at r.gallo@bspcredit.com. Restricted List Whenever the Adviser comes into possession of material non-public information (“MNPI”), or otherwise has any type of relationship or other basis upon which the Adviser could come into possession of MNPI or otherwise have access to MNPI, the Adviser will make a determination as to whether to place the issuer, borrower, security or instrument on the Adviser’s Restricted Trading/Securities List (the “Restricted List”). The Restricted List may include, but is not necessarily limited to: companies with publicly registered, publicly traded or otherwise outstanding securities or instruments in which the Adviser, or certain advisory affiliates have a strategic or ownership interest or other similar relationship; where an employee of the Adviser or certain advisory affiliates sits on the board of directors; where the Adviser or certain advisory affiliates have access to material non-public information concerning the company or its affiliates; or, where the Adviser has private-side information on certain outstanding loans. The Adviser has implemented a single Restricted List covering the advisory and trading activities of the Adviser, BSP CLO, BSP NY, BSP Ltd., and Franklin BSP. As such, an issuer, borrower, security or instrument may be placed on the Restricted List when any of the Adviser, BSP CLO, BSP Ltd., BSP NY, or Franklin BSP comes into possession of MNPI. When an issuer, borrower, -89-

security or instrument is placed on the Restricted List, the Adviser, BSP CLO, BSP NY, BSP Ltd., and Franklin BSP and their respective employees are prohibited from trading in any such issuer, borrower, security or instrument without prior approval (i) on behalf of a Fund; (ii) on behalf of a client of the Adviser, BSP CLO, BSP NY, BSP Ltd., or Franklin BSP, or (iii) for personal trading by employees. Once an issuer, borrower, security or instrument has been placed on the Restricted List, any trading of an existing position for a Fund or a client of the Adviser, BSP CLO, BSP NY, BSP Ltd., and Franklin BSP is prohibited without prior approval or until the issuer, borrower, security or instrument is removed from the Restricted List. If an issuer’s securities are in a Fund and subsequently that issuer’s securities are placed on the Restricted List, absent an exception, the Adviser will not be permitted to trade that issuer’s securities in the Fund until those securities are removed from the Restricted List. Funds may therefore be restricted from trading because the Adviser, BSP CLO, BSP NY, BSP Ltd., and Franklin BSP possesses MNPI and may bear the risk of loss during the period any such securities are on the Restricted List. Accordingly, the placement of securities on the Restricted List has the potential to affect the Adviser’s ability to exercise investment discretion in a Fund and the performance of such impacted Funds. Alternatively, to prevent the potential misuse of MNPI, the Adviser, BSP CLO, BSP NY, BSP Ltd., and Franklin BSP have the ability to implement, and may in the future implement, information barriers separating their respective investment and portfolio management teams from the rest of the business. Certain of these entities have, and may in the future, on a limited basis, establish information barriers around individuals, investment teams and portfolio managers, or a select group or division. In this case, those persons falling within the information barriers would be subject to the securities trading prohibition and except for need-to-know communications to others within the information barrier (or, based on the information transmission, will now be within the wall), the communication prohibition as discussed above. The breadth of the information barriers and the persons included within it are determined on a case-by-case basis. Valuation of Fund Assets The Adviser has a duty to value the Funds as provided in and consistent with the organizational documents and policies and procedures of those Funds, as applicable. The Adviser has adopted a policy regarding the valuation of Fund assets in order to provide a basis for establishing valuations reported by Funds. Certain Funds have portfolio investments that include restricted securities in publicly held companies and privately held investments, which are carried at an estimate of fair value as determined in good faith and in accordance with the organizational documents of the applicable Fund or pursuant to procedures determined by a valuation committee of the Fund, when applicable. In the absence of special circumstances, all portfolio investments, other than restricted and privately held portfolio investments, are valued at market value. Market value for unrestricted, publicly traded portfolio investments is determined based on the closing price on the exchange on which the security is principally traded. Restricted and privately held portfolio investments, which may not have readily ascertainable market values, are valued at fair value, which is the estimated amount that would be received upon the sale of the portfolio investment in an orderly transaction between market participants on the measurement date. In establishing the fair value of portfolio securities, the Adviser or applicable general partner takes

-90-

into consideration, for each portfolio company, some or all of the following: (i) the prices of securities of comparable quality and type; (ii) the liquidity of the position; (iii) any correlation with general market indicators, such as indices; (iv) transactions in similar securities; (e) a significant event occurs after either a security’s last trade or the close of regular trading on the market where that security trades and before the portfolio’s valuation time; (vi) the nature and duration of restrictions on the disposition of securities (if applicable); (vii) an evaluation of the forces which influence the market in which these securities may be purchased or sold; (viii) input from third-party valuation consultants; and (ix) any other specific factors which may affect pricing. The Adviser also considers the application of control premiums in various situations. However, because of the inherent uncertainty of valuation, the recommended values may differ significantly from values that would have been used had a ready market for the restricted and privately held portfolio investments existed, and may differ significantly from the amounts realized upon disposition, and the differences could be material. Furthermore, the Adviser’s, or applicable general partner’s, use of discretion in the valuation of a Fund may give rise to conflicts of interest if such valuations are utilized in the calculation of the Incentive Allocation and Advisory Fees attributable to the Adviser. The Adviser will, when applicable, value investments in accordance with FASB Accounting Standards Codification (ASC) 820, Fair Value Measurements and Disclosures (formerly FASB Statement 157, Fair Value Measurements) (“ASC 820”). Additionally, the Adviser may use independent third-party valuation services to assist with any or all valuations of a Fund’s portfolio investments. Notwithstanding the foregoing, valuations for a particular Fund will comply with the requirements of the relevant Fund’s organizational documents. The Adviser may modify the valuation methods described above if it determines that such modifications are appropriate and reasonable to reflect the value of any securities or other assets or liabilities, and will document the basis for any modifications. With respect to the Sub-Advised Funds, the Adviser will generally coordinate with those Funds’ investment advisers and value the Funds’ assets to the extent required by and in accordance with those Funds’ policies and procedures. Participation or Interest in Client Transactions The Adviser, its affiliates, certain of its principals and employees, and/or their family members and related vehicles invest in and alongside certain of the Funds, and/or in one or more classes of CLO securities and additional subordinated notes issued by the CLO Funds, either through a general partner of a Fund, as direct investors in a Fund or otherwise. Advisory Fees and Incentive Allocations assessed on such investments are typically substantially reduced or waived entirely by the Adviser, a Fund or its general partner, as applicable. For further details regarding these arrangements, as well as conflicts of interest presented by them, please see “Conflicts of Interest” below. Investor Due Diligence Information Due in part to the fact that potential investors in a Fund (including a potential purchaser of an interest in a secondary transaction) may ask different questions and request different information,

-91-

the Adviser provides certain information to one or more prospective investors that it does not provide to all of the prospective or current investors of such Fund. In addition, certain investors in the Funds are strategic investors directly or indirectly into the Adviser, which results in such investors receiving greater or different information regarding the Adviser. Conflicts of Interest The Adviser and its affiliates engage in a broad range of activities, including investment activities for their own accounts and for the account of the Funds and other clients. In the ordinary course of conducting its activities, the interests of a Fund may conflict with the interests of the Adviser, other Funds or their respective affiliates. Certain of these conflicts of interest, as well as a description of how the Adviser addresses such conflicts of interest, can be found below. The discussion below does not describe all conflicts that may arise. Resolution of Conflicts In the case of conflicts of interest, the Adviser’s determination as to which factors are relevant, and the resolution of such conflicts, will be made using the Adviser’s best judgment, in its sole discretion. In resolving conflicts, the Adviser considers various factors, including the interests of the applicable Funds with respect to the immediate issue and/or with respect to their longer term courses of dealing. Certain procedures for resolving specific conflicts of interest are set forth below. When conflicts arise, the following factors may mitigate, but will not eliminate, conflicts of interest: (1) A Fund will not make an investment unless the Adviser believes that such investment is an appropriate investment considered solely from the viewpoint of the applicable Fund. (2) Conflicts of interest will generally be resolved by set procedures contained in the relevant offering and organizational documents of a Fund, if applicable. (3) The Adviser and certain of its affiliates have adopted written policies establishing information “walls” designed to limit communication between business units investing in equity securities and debt securities of companies. These policies restrict the transfer of confidential information between these business units, subject to certain exceptions provided in the policies. These policies establish procedures for communications among employees of different business units to guard against unlawful and inappropriate disclosure of material, nonpublic information. (4) On any issue involving actual conflicts of interest, the Adviser will be guided by its good faith judgment. In addition, certain provisions of a Fund’s organizational documents are designed to protect the interests of investors in situations where conflicts may exist, although these provisions do not eliminate such conflicts. In certain instances, some conflicts of interest may be resolved in a manner adverse to a Fund and its ability to achieve its investment objectives. Potential Conflicts

-92-

Read the rest in the brochure

Although the Funds primarily invest in debt instruments, the Funds from time to time invest in equity securities. The Adviser generally has the discretion to determine the broker or dealer to be used and the commission rates to be paid in instances where a broker or dealer is used. Investment advisers, like the Adviser, with the authority to direct client trades are under a duty to obtain “best execution,” with respect to publicly traded securities which the SEC generally describes as a duty to execute securities transactions so that a client’s total costs or proceeds in each transaction are the most favorable under the circumstances. This duty generally begins with a requirement that the Adviser obtain the best price available for publicly traded securities in each transaction. However, in determining whether a particular broker or dealer is likely to provide best execution in a particular transaction, the Adviser need not always pay the lowest possible commission or markup or markdown, but can take into account all factors that it deems relevant to the broker’s or dealer’s execution capability, including, •

price,

•

the size of the transaction,

•

the nature of the market for the security,

•

the amount of the commission,

•

the timing of the transaction taking into account market prices and trends,

•

the reputation, experience and financial stability of the broker or dealer,

•

the broker’s reliability, responsiveness, reputation, execution, clearance, settlement and error correction capabilities,

•

the broker’s willingness to commit capital,

•

its access to a particular trading market,

•

its availability of securities to borrow or short sales,

•

the value of research it provides, and

•

the quality of service rendered by the broker or dealer in other transactions.

The Adviser may pay a broker a higher commission rate than another broker might charge if the Adviser determines, after considering the circumstances of the transaction, that the difference in cost is reasonably justified by the quality of the service offered. For accounts over which the

-110-

Adviser exercises investment discretion, the Adviser may cause the account to pay a higher commission (“pay up”) in recognition of the value of “research services” received by the Adviser from or at the expense of the broker, to the extent such research services assist the Adviser in making investment decisions for discretionary client accounts. Any such soft dollar arrangements will be consistent with Section 28(e) of the Exchange Act, which permits the use of soft dollars in certain circumstances. Where research services also assist the Adviser in performing noninvestment decision-making functions (such as accounting, record keeping or administrative services), the Adviser will make a reasonable allocation of the cost of the service according to its use and use brokerage commissions to pay only for the research related component. Services that assist the Adviser solely in its performance of non-research related functions will be paid exclusively by the Adviser In order to monitor best execution, the Adviser, as well as the Adviser’s compliance group, will periodically monitor broker-dealers to assess the quality of execution of brokerage transactions effected on behalf of the Adviser and each Fund. The Adviser does not have any directed brokerage arrangements. Aggregation of Investments The Adviser and certain of its affiliates, from time to time, subject to applicable law and the Adviser’s, the affiliates’ or an applicable Fund’s or affiliates’ client’s compliance policies and procedures, aggregates (or bunches) the orders of more than one Fund and/or affiliates’ client, for the purchase or sale of the same publicly traded security. The Adviser, and certain of its affiliates, often employs this practice because larger transactions can enable the Adviser and its affiliates to obtain better overall prices, including lower commission costs or mark-ups or markdowns. The Adviser and certain of its affiliates may combine orders on behalf of Funds with orders for other funds or clients for which it or its affiliates have trading authority, or in which it or its affiliates have an economic interest. In such cases, the Adviser and its affiliates generally allocate the publicly traded securities or proceeds arising out of those transactions (and the related transaction expenses) on an average price basis among the various participants on a pro rata basis. When orders for publicly traded securities are not entirely filled, allocation shall be made based upon the Adviser’s and affiliates’ (if applicable) procedures for allocation of investment opportunities. Where aggregate trades have been filled during the course of the trading day at different prices, the execution price of the publicly traded securities to each client will, to the extent possible, be the average price of all executions of purchases or sales, as the case may be, for all clients executing such transaction during that day. See the Adviser’s response to Item 11 above for more information regarding conflicts of interest related to investment and trading discretion.

-111-

For details regarding economic benefits provided to the Adviser by non-clients, including a description of related material conflicts of interest and how they are addressed, please see Item 11 above. Certain affiliates of the Adviser also provide Related Services to actual or prospective portfolio companies, other investment vehicles of the Funds, or the Funds. Such Related Services are complementary to the investment advisory services provided by the Adviser. Time spent on Related Services varies from investment to investment. The Adviser, from time to time, engages one or more persons to act as a placement agent for a Fund or strategies managed by the Adviser, in connection with the offer and sale of interests or formation of accounts to certain prospective investors. Such persons generally will receive a fee in an amount equal to a percentage of the capital commitments for interests in a Fund or strategy or contributions to such Fund or strategy that are accepted by the Fund’s general partner or board of directors with respect to such prospective investors. Such fees will be negotiated individually between the Adviser and such person. Any such engagements will be structured and disclosed to relevant parties in accordance with requirements under Rule 206(4)-1 under the Advisers Act.

-113-

There are no legal or disciplinary events that are material to a client’s (or investor’s) or a prospective client’s (or investor’s) evaluation of the Adviser’s advisory business or the integrity of the Adviser’s management.

-86-

The Adviser, through its applicable investment committee, performs periodic reviews of clients' accounts. In no circumstances are clients' accounts reviewed less than quarterly and when necessary. Senior members of the back office staff in the Operations, Compliance, Finance, and Trading Departments review the clients' accounts. A review of a client's account may be triggered by any suspicious or unusual activity or special circumstances. Such reviews are conducted by the Adviser's Chief Compliance Officer, Enrico Gallo, or his designee. Investors in the Funds will receive from the Adviser, or a designee of the Adviser, typically in an electronic format, unaudited quarterly reports providing summary financial and other information on the Funds in which they are invested or their accounts, as applicable. The Adviser may provide certain investors with information on a more frequent and detailed basis if agreed to by the Adviser. In addition, the Adviser provides investors of the Funds, typically in an electronic format, audited financial statements concerning their respective Funds and tax information necessary for the completion of such investor's tax return within 120 days after the end of the Fund’s fiscal year. Investors are also provided with performance and other detailed information so that each investor can monitor its investment in the clients. In addition, with respect to certain clients, the Adviser will hold an annual or semi-annual meeting for their respective investors.

-112-

Rule 206(4)-2 promulgated under the Advisers Act (the “Custody Rule”) (and certain related rules and regulations under the Advisers Act) imposes certain obligations on registered investment advisers that have custody or possession of any funds or securities in which any client has any beneficial interest. An investment adviser is deemed to have custody or possession of client funds or securities if the adviser directly or indirectly holds client funds or securities or has the authority to obtain possession of them (regardless of whether the exercise of that authority or ability would be lawful). The Adviser is required to maintain the funds and securities (except for securities that meet the privately offered securities exemption in the Custody Rule) over which they have custody with a qualified custodian. Qualified custodians include banks, brokers, futures commission merchants and certain foreign financial institutions. Rule 206(4)-2 imposes on investment advisers with custody of clients’ funds or securities certain requirements concerning reports to such clients (including underlying investors) and surprise examinations relating to such clients’ funds or securities. However, an adviser need not comply with such requirements with respect to pooled investment vehicles subject to audit and delivery if each pooled investment vehicle: (i) is audited at least annually by an independent public accountant, and (ii) distributes its audited financial statements prepared in accordance with generally accepted accounting principles to their investors, all limited partners, members or other beneficial owners within 120 days (180 days in the applicable case of a fund of fund adviser) of its fiscal year-end. The Adviser relies upon this audit exception.

-114-

The Adviser generally has the discretion to determine, without consent of the Funds or the investors in the Funds, the particular securities or instruments to be bought and sold in accordance with the terms and conditions of the applicable organizational documents of and advisory or subadvisory agreement with each Fund and, with respect to the 1940 Act Funds, in accordance with the Funds’ investment policies and restrictions, as provided for from time to time in such Funds’ prospectuses and SAIs. The Adviser will provide investment advice to the Funds, subject to certain limitations and restrictions on the Funds as to diversification and type of permitted investments. Funds will typically make direct investments in companies, although the Adviser has and may, in its discretion, form a special purpose vehicle with respect to particular investments.

-115-

As the Funds primarily invest in debt instruments, the Adviser does not normally receive proxies to vote common stock or other equity securities. However, the Adviser has adopted the following policies and procedures to address the instances where voting, consent or action, such as waivers of covenant breaches or amendments to governing documents, may be required, whether pursuant to proxies or other voting, consent or action to be taken by the Adviser on behalf of one or more Funds. These voting, consent and/or action matters may arise, particularly with respect to distressed debt instruments and other special situations. Where authority to vote has been delegated to the Adviser, it is the Adviser’s fiduciary duty to vote proxies and other consents and/or actions in the best interests of each of the Funds on a Fundby-Fund basis. The overriding principle of the Adviser’s proxy and other voting, consent and/or action is to maximize the financial interests of each of the Funds on a Fund-by-Fund basis. It is the policy of the Adviser in voting, consent and/or action matters to consider and vote or otherwise act with respect to each proposal with the objective of maximizing investment returns for the Funds, in each case on a Fund-by-Fund basis. The Adviser has established guidelines regarding the voting of proxies on routine, non-routine, corporate governance and social issues and other matters. In the event of a conflict, the portfolio manager for each client Fund or account will advocate in the best interest of the specific client Fund or account. The Adviser may, however, vote, consent and/or act in a manner that is contrary to the Adviser’s general guidelines if it believes that it would be in a Fund’s best interest to do so, and the Adviser makes such determinations on a Fund-by-Fund basis. All proxies and other votes, consents and/or actions require a mandatory conflicts of interest review, which will include consideration of whether (i) the Adviser, (ii) any investment professional or other persons at the Adviser recommending how to vote, (iii) one or more client Funds and/or (iv) the Adviser’s affiliates and their clients have an interest in how the proxy (or other matter) is voted and whether that may present a conflict of interest. Situations may arise in which separate Funds invest in different parts of the capital structure of the same company or other entity, or in which a single Fund may invest in different parts of the capital structure of the same company or other entity. In those situations, two or more Funds may be invested in strategies having different investment objectives, investment styles, economic positions and/or portfolio managers. As a result, the Adviser may cast different votes on behalf of different Funds. In each case, the Adviser will determine the vote, consent or action that the Adviser believes in the best interests of each Fund, without regard to the interests of any other Fund. In resolving conflicts, or otherwise determining how to vote, consent and/or act with respect to a particular matter, the Adviser may from time to time utilize separate deal teams, implement information barriers and internal screens, retain separate outside counsel and/or seek input from unaffiliated third parties, including without limitation independent directors, advisory committees, independent fiduciaries, consultants and other professionals. The Adviser is not required to vote a proxy (or similar matter) if the cost of voting due to special translation, delivery or other requirements would outweigh the benefit of voting.

-116-

The Adviser will retain all books and records relating to its proxy and other voting activities on behalf of client accounts in accordance with the requirements of Rule 204-2(c)(2) under the Advisers Act. Copies of the Adviser’s proxy and other voting policies and procedures and relevant voting logs are available to any client or prospective client by calling Enrico Gallo at 212-5886739 or by writing to Mr. Gallo, Chief Compliance Officer, Benefit Street Partners L.L.C., One Madison Avenue, Suite 1600, New York, NY 10010 or by contacting Mr. Gallo via email at r.gallo@bspcredit.com. To the extent that it is granted such authority by clients, the Adviser may deal with class action claims on a case-by-case basis. Upon receipt of a claim, the Chief Compliance Officer in conjunction with the Chief Operating Officer will determine whether the Adviser should join or otherwise participate in such class action or litigation in light of the relative costs and benefits of doing so. Any proceeds from a class action suit will be allocated among the Funds and any Fund investors currently existing at the time of recovery of such proceeds.

-117-

The Adviser does not require or solicit the prepayment of any fees, and does not have any adverse financial condition that is reasonably likely to impair the Adviser’s ability to continuously meet its contractual commitments. The Adviser has not been the subject of a bankruptcy proceeding.

-118-