Silver Point Capital, L.P.

Advisory Firm Silver Point, a Delaware limited partnership, was established in 2001 and serves as the principal vehicle for the investment management activities of its principal owners, Edward A. Mulé and Robert J. O'Shea. Edward A. Mulé and Robert J. O'Shea are both limited partners of Silver Point and members of Silver Point Capital Management, LLC, a Delaware limited liability company that serves as the general partner of Silver Point. Silver Point Capital Management, LLC has ultimate responsibility for the management, operations and the investment decisions made by Silver Point. Advisory Services Silver Point or an affiliate serves as the management company with discretionary trading authority to private pooled investment vehicles (each, a "Fund" and collectively, the "Funds"). The Funds include: 1. Silver Point Capital Fund, L.P. (the "Domestic Flagship Fund"), Silver Point Capital Offshore Fund, Ltd. (the "Offshore Flagship Fund") and Silver Point Capital Offshore Master Fund, L.P. (the "Master Flagship Fund" and together with the Domestic Flagship Fund and the Offshore Flagship Fund, the "Flagship Funds"). The Offshore Flagship Fund invests substantially all of its assets in a "master-feeder" structure into the Master Flagship Fund. Silver Point Capital General Partner, LLC (the "Domestic Flagship GP") serves as the general partner of the Domestic Flagship Fund and Silver Point Capital Offshore General Partner, LLC (the "Master Flagship GP" and together with the Domestic Flagship GP, the "Flagship GPs") serves as the general partner of the Master Flagship Fund. 2. Silver Point Select Opportunities Fund A, L.P. (the "Select Opportunities Fund"). Silver Point provides investment advisory services to the Select Opportunities Fund. Silver Point Select General Partner, LLC (the "Select Opportunities GP") serves as the general partner of the Select Opportunities Fund. 3. Silver Point Distressed Opportunities Fund, L.P. (the "Domestic Distressed Opportunities Fund"), Silver Point Distressed Opportunities Offshore Fund, L.P. (the "Offshore Distressed Opportunities Fund") and Silver Point Distressed Opportunities Offshore Master Fund, L.P. (the "Offshore Master Distressed Opportunities Fund" and together with the Domestic Distressed Opportunities Fund and the Offshore Distressed Opportunities Fund, the "Distressed Opportunities Funds"). An affiliate of Silver Point, Silver Point Distressed Opportunities Management, LLC ("Distressed Fund Management"), provides investment advisory services to the Distressed Opportunities Funds. Such affiliate is controlled by Edward A. Mulé and Robert J. O'Shea. Silver Point Distressed Opportunities Onshore General Partner, LLC (the "Domestic Distressed Fund GP") serves as the general partner of the Domestic Distressed Opportunities Fund and Silver Point Distressed Opportunities Offshore General

Partner, LLC (the "Offshore Distressed Fund GP" and together with the Domestic Distressed Fund GP, the "Distressed Fund GPs") serves as the general partner of the Offshore Distressed Opportunities Fund and the Offshore Master Distressed Opportunities Fund. 4. Silver Point Distressed Opportunity Institutional Partners, L.P. (the "Domestic Distressed Institutional Fund"), Silver Point Distressed Opportunity Institutional Partners (Offshore), L.P. (the "Offshore Distressed Institutional Fund") and Silver Point Distressed Opportunity Institutional Partners Master Fund (Offshore), L.P. (the "Offshore Master Distressed Institutional Fund" and together with the Domestic Distressed Institutional Fund and the Offshore Distressed Institutional Fund, the "Distressed Institutional Funds"). Distressed Fund Management provides investment advisory services to the Distressed Institutional Funds. Domestic Distressed Fund GP serves as the general partner of the Domestic Distressed Institutional Fund and Offshore Distressed Fund GP serves as the general partner of the Offshore Distressed Institutional Fund and the Offshore Master Distressed Institutional Fund. 5. Silver Point Specialty Credit Fund II, L.P. (the "Domestic SCF II"), Silver Point Specialty Credit Fund II (Offshore), L.P. (the "Offshore SCF II"), Silver Point Specialty Credit Fund II (Offshore) B, L.P. (the "Offshore SCF II B"), Silver Point Specialty Credit Fund II (Offshore) C, L.P. (the "Offshore SCF II C"), Silver Point Specialty Credit Fund II Mini-Master Fund, L.P. (the "Domestic SCF II Mini-Master") and Silver Point Specialty Credit Fund II Mini-Master Fund (Offshore), L.P. (the "Offshore SCF II Mini-Master" and together with the Domestic SCF II, the Offshore SCF II, the Offshore SCF II B, the Offshore SCF II C and the Domestic SCF II Mini-Master, the "SCF II"). An affiliate of Silver Point, Silver Point Specialty Credit Fund II Management, LLC ("SCF II Management"), provides investment advisory services to the SCF II. Such affiliate is controlled by Edward A. Mulé and Robert J. O'Shea. Silver Point Specialty Credit Fund II General Partner, LLC (the "SCF II GP") serves as the general partner of the SCF II. 6. Silver Point Specialty Credit Silver Star Fund, L.P. (the "Silver Star Fund"). An affiliate of Silver Point, Silver Point Specialty Credit Silver Star Fund Management, LLC ("Silver Star Management"), provides investment advisory services to the Silver Star Fund. Such affiliate is controlled by Edward A. Mulé and Robert J. O'Shea. Silver Point Specialty Credit Silver Star Fund GP, LLC (the "Silver Star GP") serves as the general partner of the Silver Star Fund. 7. Silver Point Loan Funding, LLC (the "Loan Funding"). An affiliate of Silver Point, Silver Point Loan Funding Management, LLC ("Loan Funding Management"), provides investment advisory services to the Loan Funding and serves as the manager of the Loan Funding. Such affiliate is controlled by Edward A. Mulé and Robert J. O'Shea. 8. Silver Point CLO 1, Ltd. (the "CLO 1"). An affiliate of Silver Point, Silver Point RR Manager, L.P. (the "RR Manager"), provides investment advisory services to the CLO 1. Such affiliate is controlled by Edward A. Mulé and Robert J. O'Shea. Karen Perkins and Jamie Sanford serve as the directors of the CLO 1.

9. Silver Point Specialty Credit Fund III, L.P. (the "Domestic SCF III"), Silver Point Specialty Credit Fund III (Offshore), L.P. (the "Offshore SCF III"), Silver Point Specialty Credit III Master Fund, L.P. (the "Domestic SCF III Master") and Silver Point Specialty Credit III Master Fund (Offshore), L.P. (the "Offshore SCF III Master" and together with the Domestic SCF III, the Offshore SCF III and the Domestic SCF III Master, the "SCF III"). An affiliate of Silver Point, Silver Point Specialty Credit Fund III Management, LLC ("SCF III Management"), provides investment advisory services to the SCF III. Such affiliate is controlled by Edward A. Mulé and Robert J. O'Shea. Silver Point Specialty Credit Fund III Onshore General Partner, LLC (the "Domestic SCF III GP") serves as the general partner of the Domestic SCF III and the Domestic SCF III Master. Silver Point Specialty Credit Fund III Offshore General Partner, LLC (the "Offshore SCF III GP" and together with the Domestic SCF III GP, the "SCF III GPs") serves as the general partner of the Offshore SCF III and the Offshore SCF III Master. 10. Silver Point Distressed Opportunity Institutional Partners II, L.P. (the "Domestic Distressed II Institutional Fund"), Silver Point Distressed Opportunity Institutional Partners II (Offshore), L.P. (the "Offshore Distressed II Institutional Fund"), SP Distressed Opportunity IP II Intermediate, L.P. (the "Distressed II Intermediate Fund"), Silver Point Distressed Opportunity Institutional Partners II Master Fund, L.P. (the "Domestic Master Distressed II Institutional Fund") and Silver Point Distressed Opportunity Institutional Partners II Master Fund (Offshore), L.P. (the "Offshore Master Distressed II Institutional Fund" and together with the Domestic Distressed II Institutional Fund, the Offshore Distressed II Institutional Fund, the Distressed II Intermediate Fund and the Domestic Master Distressed II Institutional Fund, the "Distressed II Institutional Funds"). An affiliate of Silver Point, Silver Point Distressed Opportunity Institutional Partners II Management, LLC ("Distressed II Management"), provides investment advisory services to the Distressed II Institutional Funds. Such affiliate is controlled by Edward A. Mulé and Robert J. O'Shea. Silver Point Distressed Opportunity Institutional Partners II Onshore General Partner, LLC (the "Domestic Distressed Fund II GP") serves as the general partner of the Domestic Distressed II Institutional Fund and the Domestic Master Distressed II Institutional Fund and Silver Point Distressed Opportunity Institutional Partners II Offshore General Partner, LLC (the "Offshore Distressed Fund II GP" and together with the Domestic Distressed Fund II GP, the "Distressed II GPs") serves as the general partner of the Offshore Distressed II Institutional Fund, the Distressed II Intermediate Fund and the Offshore Master Distressed II Institutional Fund. 11. Silver Point CLO 2, Ltd. (the "CLO 2"). The RR Manager provides investment advisory services to the CLO 2. Karen Perkins and Jamie Sanford serve as the directors of the CLO 2. 12. Silver Point CLO 3, Ltd. (the "CLO 3"). The RR Manager provides investment advisory services to the CLO 3. Karen Perkins and Jamie Sanford serve as the directors of the CLO 3. 13. Silver Point Select B Opportunities Fund, L.P. (the "Select B Opportunities Feeder"), Silver Point Select B Master I, L.P. (the "Select B Master Fund I")

and Silver Point Select B Master II, L.P. (the "Select B Master Fund II" and together with the Select B Opportunities Feeder and the Select B Master Fund I, the "Select B Opportunities Fund"). Silver Point Select B Management, LLC ("Select B Management") provides investment advisory services to the Select B Fund. Such affiliate is controlled by Edward A. Mulé and Robert J. O'Shea. Silver Point Select B GP I, LLC (the "Select B GP I") serves as the general partner of the Select B Opportunities Feeder and the Select B Master Fund I. Silver Point Select B GP II, LLC (the "Select B GP II" and together with the Select B GP I, the "Select B GPs") serves as the general partner of the Select B Master Fund II. 14. Silver Point CLO 4, Ltd. (the "CLO 4"). The RR Manager provides investment advisory services to the CLO 4. Karen Perkins and Jamie Sanford serve as the directors of the CLO 4. 15. Silver Point CLO 5, Ltd. (the "CLO 5"). An affiliate of Silver Point, Silver Point CLO Management, LLC (the "CLO Manager"), provides investment advisory services to the CLO 5. Such affiliate is controlled by Edward A. Mulé and Robert J. O'Shea. Karen Perkins and Jamie Sanford serve as the directors of the CLO 5. 16. SPPC Cayman Fund, L.P. (the "SPPC Cayman Fund"). SPPC General Partner, LLC (the "SPPC GP") serves as the general partner of the SPPC Cayman Fund. SPPC Cayman Fund invests in Silver Point Private Credit Fund (the “Private Credit Fund” and together with SPPC Cayman Fund, “SPPC”), which is managed by Silver Point Private Credit Fund Management, LLC (“Private Credit Fund Management”), an affiliate of Silver Point. Such affiliate is controlled by Edward A. Mulé and Robert J. O'Shea. 17. Silver Point Select Overflow Fund, L.P. – Series 1 (the "Domestic Select Overflow Fund – Series 1"), Silver Point Select Overflow Offshore Fund, L.P. – Series 1 (the "Offshore Select Overflow Fund – Series I") and Silver Point Select Overflow Offshore Master Fund, L.P. – Series I (the "Offshore Master Select Overflow Fund – Series 1" and together with the Domestic Select Overflow Fund – Series 1 and the Offshore Select Overflow Fund – Series 1, the "Select Overflow Funds – Series 1"). An affiliate of Silver Point, Silver Point Select Overflow Fund Management, LLC ("Select Overflow Management"), provides investment advisory services to the Select Overflow Funds – Series 1. Such affiliate is controlled by Edward A. Mulé and Robert J. O'Shea. Silver Point Select Overflow Fund Onshore General Partner, LLC (the "Domestic Select Overflow GP") serves as the general partner of the Domestic Select Overflow Fund – Series 1. Silver Point Select Overflow Fund Offshore General Partner, LLC (the "Offshore Select Overflow GP" and together with the Domestic Select Overflow GP, the "Select Overflow GPs") serves as the general partner of the Offshore Select Overflow Fund – Series 1 and the Offshore Master Select Overflow Fund – Series 1. 18. Silver Point CLO 6, Ltd. (the "CLO 6"). The CLO Manager provides investment advisory services to the CLO 6. Karen Perkins and Jamie Sanford serve as the directors of the CLO 6.

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The fees applicable to each Fund are set forth in detail in each Fund's offering documents. A brief summary of such fees is provided below. Advisory Fees and Compensation - The Flagship Funds, the Distressed Opportunities Funds, the Distressed Institutional Funds, the SCF II, the SCF III, the Distressed II Institutional Funds and the SCF (U) III Management Fees: In connection with providing investment advisory services to the Flagship Funds, the Distressed Opportunities Funds, the Distressed Institutional Funds, the SCF II, the SCF III, the Distressed II Institutional Funds and the SCF (U) III, Silver Point generally receives asset-based management fees, payable quarterly in advance for the Flagship Funds, the Distressed Opportunities Funds, the Distressed Institutional Funds and the Distressed II Institutional Funds and payable quarterly in arrears for the SCF II, the SCF III and the SCF (U) III, based on (i) the net asset value of the Domestic Flagship Fund and the Master Flagship Fund or a subsidiary thereof attributable to the interests held by each investor, (ii) the invested capital of each investor in the Distressed Opportunities Funds, the Distressed Institutional Funds or the Distressed II Institutional Funds or (iii) the net amount of contributed capital of each investor in the SCF II, the SCF III and the SCF (U) III. The specific payment terms and other conditions of the management fee payable to Silver Point in respect of the Flagship Funds, the Distressed Opportunities Funds, the Distressed Institutional Funds, the SCF II, the SCF III, the Distressed II Institutional Funds and the SCF (U) III are set forth in the applicable offering documents or side letters (in the case of the Distressed Institutional Funds, the SCF II, the SCF III, the Distressed II Institutional Funds and the SCF (U) III). Silver Point, in its sole discretion, may reduce, waive or calculate differently the management fee with respect to any investor, and it has done so with respect to employees of Silver Point, certain other related persons and certain Distressed Institutional Funds, SCF II, SCF III, Distressed II Institutional Funds and SCF (U) III investors (based on the size or timing of their investment). Incentive and Performance-Based Compensation: Incentive compensation for the Flagship Funds is generally equal to 20% of net realized and unrealized capital appreciation for each year, excluding unrealized appreciation attributable to side pocketed investments ("Designated Investments"), after making up any losses carried forward from prior years as further discussed in the offering documents for the Flagship Funds. Incentive compensation is generally charged after the close of each fiscal year and upon interim-year withdrawals and is calculated separately for each subscription. Performance-based compensation for the Distressed Opportunities Funds, the Distressed Institutional Funds and the Distressed II Institutional Funds is in the form of carried interest generally equal to 20% of all income, gains and losses derived from investments after the return to investors of their capital contributions and a preferred return thereon. Incentive compensation for the SCF II, the SCF III and the SCF (U) III is based on income, gains and losses derived from investments after the return to investors of their capital contributions and a preferred return thereon.

The specific terms and other conditions of the incentive or performance-based compensation payable or allocable to Silver Point in respect of the Flagship Funds, the Distressed Opportunities Funds, the Distressed Institutional Funds, the SCF II, the SCF III, the Distressed II Institutional Funds and the SCF (U) III are set forth in the applicable offering documents. Silver Point, in its sole discretion, may reduce, waive or calculate differently the incentive or performance-based compensation with respect to any investor and has done so with respect to employees of Silver Point and certain other related persons. Advisory Fees and Compensation – The Select Opportunities Fund Management Fees and Incentive Compensation. The Select Opportunities Fund will pay to Silver Point, in respect of each investor, an asset-based management fee payable quarterly in arrears and incentive compensation calculated and payable quarterly in arrears as set forth in the offering documents of the Select Opportunities Fund. The Select Opportunities Fund may establish and negotiate additional management fees and incentive compensation with investors in the Select Opportunities Fund and the precise amount of, and manner and calculation of, such additional fees and compensation will be set forth in the offering documents received by each investor prior to its investment in the Select Opportunities Fund strategy related to such additional fees and compensation. Advisory Fees and Compensation – The Silver Star Fund Management Fees and Incentive Compensation. The Silver Star Fund will pay to Silver Point, in respect of each investor, an asset-based management fee payable quarterly in arrears and incentive compensation calculated and payable quarterly and annually in arrears, as set forth in the Silver Star Fund's governing documents. Advisory Fees and Compensation – The Loan Funding Management Fees and Incentive Compensation. The Loan Funding will pay to Silver Point, in respect of each investor, an asset-based management fee payable quarterly in arrears and an incentive fee paid annually, as set forth in the Loan Funding's transaction documents. Advisory Fees and Compensation – The Silver Point CLOs Management Fees and Incentive Compensation. The Silver Point CLOs will pay to Silver Point an asset-based senior management fee, an asset-based subordinated management fee and incentive management fees, each payable quarterly in arrears, as set forth in the collateral management agreements between the each of the Silver Point CLOs and its respective manager. Advisory Fees and Compensation – The Select B Opportunities Fund Management Fees and Performance-Based Compensation. The Select B Opportunities Fund will pay to Silver Point, in respect of each investor, an asset-based management fee payable quarterly in arrears, based on the net asset value of the Select B Opportunities Fund attributable to the interests held by each investor. The Select B Opportunities Fund may establish and negotiate additional management fees and incentive compensation with investors in the Select B Opportunities Fund and the precise amount of, and manner and calculation of, such additional fees and compensation will be set forth in the offering documents received by each investor

prior to its investment in the Select B Opportunities Fund strategy related to such additional fees and compensation. Advisory Fees and Compensation – SPPC Management Fees and Incentive Compensation. SPPC will pay to Silver Point, in respect of each investor, an asset-based management fee payable quarterly in arrears and incentive compensation calculated and payable quarterly and annually in arrears, as set forth in SPPC's governing documents. SPPC Cayman Fund’s pro rata portion of any management fee, incentive fee or other similar fee incurred in connection with the Private Credit Fund, as well as the SPPC Cayman Fund’s pro rata portion of the Private Credit Fund’s operating expenses, are ultimately indirectly borne by SPPC Cayman Fund, without duplication. Advisory Fees and Compensation – The Select Overflow Funds Management Fees and Incentive Compensation. The Select Overflow Funds will pay to Silver Point, in respect of each investor, an asset-based management fee payable quarterly in advance and incentive compensation in the form of carried interest calculated based on all income, gains and losses derived from investments after the return to investors of their capital contributions. Advisory Fees and Compensation – The CLO Equity Funds Management Fees and Incentive Compensation. The CLO Equity Funds will pay to Silver Point, in respect of each investor, an asset-based management fee payable quarterly in advance and incentive compensation in the form of carried interest calculated as set forth in the CLO Equity Funds' governing documents. Payment of Fees Fees and compensation paid or allocated to Silver Point or its affiliates by the Funds are generally deducted from the assets of such clients or from capital called. As discussed above, management fees are generally deducted on a quarterly basis, incentive compensation is generally deducted or allocated on a quarterly or annual basis and upon a redemption or withdrawal of an investor and performance-based compensation is generally deducted or allocated on a realization basis, depending upon the Fund. Additional Fees and Expenses – The Funds Generally Expenses: Subject to its offering documents, each Fund generally bears its own expenses resulting from or arising in connection with its organization, offering and operations. Such expenses may include the following: (i)

third party legal, accounting, tax, auditing, consulting and other service-related expenses, including of other professionals;

(ii)

fees payable to sub-advisors;

(iii)

the management fees;

(iv)

costs of obtaining and maintaining and fidelity bonding;

(v)

fees and expenses incurred in connection with the origination, investment activities, operations, administration, transactions, meetings, and liquidation;

(vi)

professional liability insurance (including costs relating to directors' and officers' liability insurance and errors and omissions insurance);

(vii)

fees and expenses associated with the Funds’ information, technology, communication, research and market data costs (including Bloomberg data and terminals or other devices or technology (including tools utilizing artificial intelligence) used to receive market research or data);

(viii)

fees and expenses (including legal fees, due diligence and travel, lodging and meals) relating to establishing and maintaining auditor, depositary, custodial, transfer agent, underwriter, trust services, administration services or prime brokerage relationships;

(ix)

fees and costs (including legal fees) of entering into ISDAs;

(x)

custodial and depositary fees;

(xi)

bank service fees;

(xii)

investment-related fees and expenses (such as brokerage commissions, third-party sourcing fees (based on quantitative, qualitative or other criteria), fees and expenses of legal and other compliance professionals (including related to monitoring Silver Point's information barrier), due diligence expenses and travel, lodging, conference and meal expenses) related to the sourcing, evaluation, discovery, investigation, negotiation, development, analysis, monitoring, structuring, purchase, trading, settling, holding or sale of investments, whether or not the investments are consummated (see also Item 12 Brokerage Practices), including the costs of data, benchmark licensing, third-party screening tools and other information or technology to undertake sustainability analysis, monitoring or investor reporting in relation to investments;

(xiii)

fees and expenses relating to establishing reputation and public relations in connection with self-sourced lending, investments or other financial transactions;

(xiv)

fees and expenses of any finders, senior advisors, originators, consultants (including sourcing consultants, operating consultants, research consultants, industry executives, advisors, operating executives and partners, consultants performing services with respect to portfolio companies, including related to private equity operations, industry expert consultants, tax consultants, other subject matter consultants and/or consultants or experts on sustainability matters including in relation to investments and any such person that participates in an advisory or other board established by Silver Point or its affiliates), which fees and expenses may be calculated based on assets or performance and/or include a fixed fee retainer, and/or fees and expenses in connection with identifying and/or

engaging any such persons, independent and/or non-executive directors, and other persons acting in a similar capacity (in each case, whether or not such persons are engaged by a Fund and/or its affiliates in a dedicated or exclusive capacity); (xv)

costs and expenses related to attending investment, financing or business-related conferences, road shows, or other events (including travel, lodging and meals), including in connection with the sourcing of future investments, business sector or financing opportunities, the evaluation of potential investments or financing opportunities (irrespective of whether any such investment is ultimately consummated or financing opportunity is entered into) or otherwise related to business development and research;

(xvi)

expenses related to any aggregating or special purpose platform, or joint venture vehicles, special purpose vehicles and alternative investment vehicles (including formation and overhead expenses of an ordinarily recurring nature such as rent, utilities, supplies, secretarial expenses, stationery, charges for furniture, fixtures and equipment, employee benefits including insurance, payroll taxes and compensation of all employees related thereto ("Overhead Expenses") and other fees and expenses related thereto, which may be calculated based on assets or performance);

(xvii)

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Methods of Analysis and Investment Strategies The descriptions set forth in this Brochure of specific advisory services that Silver Point offers to clients, and investment strategies pursued and investments made by Silver Point on behalf of its clients, should not be understood to limit in any way Silver Point's investment activities. Silver Point may offer any advisory services, engage in any investment strategy and make any investment, including any not described in this Brochure, that Silver Point considers appropriate, subject to each client's investment objectives and guidelines. The investment strategies Silver Point pursues are speculative and entail substantial risks. Clients should be prepared to bear a substantial loss of capital. There can be no assurance that the investment objectives of any client will be achieved. Flagship Funds Silver Point's investment strategy with respect to the Flagship Funds focuses on making investments in debt, equity or other securities, obligations or instruments of misvalued, mislevered, leveraged or financially distressed companies and in event-oriented and other special situations. The Flagship Funds may hold both long and short positions in such investments. The investment strategies employed by the Flagship Funds may include (without limitation) the following: credit-oriented investments; event-oriented investments; assetoriented investments; and investments in misvalued securities, obligations or instruments. In seeking to achieve its investment objective, the Flagship Funds may utilize any equity, debt, derivative or other instrument that Silver Point deems appropriate, including, but not limited to, bank debt, receivables and trade claims, and may provide financing, including direct lending, debtor-in-possession financing and bankruptcy exit financing, either directly or indirectly through investments in companies, including affiliates of Silver Point, providing such financing. In select circumstances, Silver Point may also pursue other attractive private investment opportunities. Select Opportunities Fund Silver Point's investment strategies with respect to the Select Opportunities Fund are to invest pro rata alongside the Specialty Lending Fund, the SCF II, the SCF III, the SCF (U) III and any other account managed by Silver Point with an investment program substantially similar to the Specialty Lending Fund, the SCF II, the SCF III and the SCF (U) III. Silver Star Fund Silver Point's investment strategy with respect to the Silver Star Fund is to invest alongside the Specialty Lending Fund, the SCF II, the SCF III, the SCF (U) III and potentially other Funds, in each case, on an "overflow basis" after such funds have received their entire desired share of each investment opportunity falling within their respective investment programs, as determined by the applicable fund's investment adviser. Distressed Opportunities Funds, Distressed Institutional Funds and Distressed II Institutional Funds

Silver Point's investment strategies with respect to the Distressed Opportunities Funds, the Distressed Institutional Funds and the Distressed II Institutional Funds are to invest opportunistically in debt, equity and other financial instruments, obligations and assets, with a particular focus on companies and/or instruments that are stressed, distressed, overleveraged and/or going through restructurings, bankruptcies or other complex situations. The Distressed Opportunities Funds, Distressed Institutional Funds and the Distressed II Institutional Funds have flexibility to invest in a wide variety of instruments, including less liquid and longer duration investments, and may have a concentrated portfolio, including control positions. SCF II, SCF III and SCF (U) III Silver Point's investment strategy with respect to the SCF II, the SCF III and the SCF (U) III is to originate loans to small and middle market companies and invest in specialty bridge financings, rescue financings and mispriced secondary purchases of performing loans and other credit-related assets. The SCF II, the SCF III and SCF (U) III may also make investments in other assets. The SCF II, the SCF III and the SCF (U) III seek to originate and invest in senior secured debt with attractive risk-adjusted return characteristics in the current environment, as well as in periods of market contraction. The targeted opportunities include, but are not limited to, loans to middle market companies, loans collateralized by hard assets (often real estate), loans to companies with an imminent capital need and/or super priority loans to companies undergoing bankruptcy or restructuring processes, and mispriced secondary opportunities. Loan Funding Silver Point's investment strategies with respect to the Loan Funding are to invest (i) pro rata alongside the Specialty Lending Fund, the SCF II, the Select Opportunities Fund, the SCF III, the SCF (U) III and any other account managed by Silver Point with an investment program substantially similar to the Specialty Lending Fund, the SCF II, the SCF III and the SCF (U) III, or (ii) alongside the Specialty Lending Fund, the SCF II, the SCF III, the SCF (U) III and potentially other Funds on an "overflow basis" with respect to secondary opportunities after such funds have received their entire desired share of each such secondary opportunity falling within the investment program of such funds but that exceed the capacity of such funds. Silver Point CLOs Silver Point's investment strategy with respect to the Silver Point CLOs focuses on making investments consisting primarily of senior secured performing credit loans, bonds and other debt securities purchased in the secondary market. Select B Opportunities Fund Silver Point's investment strategy with respect to the Select B Opportunities Fund is to primarily target stressed and distressed investments. SPPC Silver Point's investment strategy with respect to SPPC is to achieve stable income generation by investing primarily in U.S. middle market lending opportunities, and specialty asset-based financings. It is anticipated that the majority of these investments will be in senior secured debt, though SPPC may also make investments in other assets. SPPC will focus on U.S. middle market opportunities, but may also invest a portion of its capital in opportunistic investments,

including, but not limited to, equity and debt securities (secured or unsecured) and loans. In February 2026, the Private Credit Fund elected to be treated as a BDC under the 1940 Act and elected to be treated as a RIC for U.S. federal income tax purposes. Select Overflow Funds Silver Point's investment strategy with respect to the Select Overflow Funds is to invest in the bonds and/or debt of a single issuer and other financial instruments of or relating to such issuer and any related investments, including in entities spun out of such issuer. CLO Equity Funds Silver Point's investment strategy with respect to the CLO Equity Funds is primarily to purchase interests in broadly-syndicated CLOs originated by Silver Point (at or after the date of such origination, including in any warehouse facility that holds or acquires a portfolio of loans). In addition to its primary strategy of investing in the equity of CLOs managed by Silver Point, the CLOEF II may also make opportunistic investments, including in (i) CLOs managed by third parties, (ii) CLO debt in CLOs managed by Silver Point; (iii) securities and obligations of issuers owned by CLOs in which the CLO Equity Funds have invested that may not fit within applicable CLO constraints, (iv) any investments purchased or transferred from a CLO or warehouse facility to the CLO Equity Funds and (v) loans and bonds generally. Risk Factors The following risk factors do not purport to be a complete list or explanation of the risks involved in an investment in the clients advised by Silver Point. These risk factors relate to particular significant investment strategies or methods of analysis employed by or types of securities recommended by Silver Point. The Funds' investment programs are speculative and entail substantial risks. There can be no assurance that the investment objectives of the Funds will be achieved. Risk Factors with respect to the Flagship Funds, the SCF II, the SCF III, the SCF (U) III (the SCF (U) III, together with the SCF II and the SCF III, the "Lending Funds") the Distressed Opportunities Funds, the Distressed Institutional Funds and the Distressed II Institutional Funds (the Distressed II Institutional Funds, together with the Distressed Opportunities Funds and the Distressed Institutional Funds, the "Distressed Funds") and the CLO Equity Funds Investments Generally. All investments are speculative and risk the loss of substantial capital. No guarantee or representation is made that the Funds' investment programs will be successful. The Funds' investment programs involve, without limitation, risks associated with limited diversification and concentration, investments in speculative assets and the use of speculative investment strategies and techniques, interest rates, volatility, tracking risks in hedged positions, credit deterioration or default risks, currency risks, systems risks and other risks inherent in the Funds' activities. The Funds' investments may be materially affected by conditions in the financial markets and overall economic conditions occurring globally and in particular markets where the Funds may invest their assets. Silver Point's methods of minimizing such risks may not accurately predict future risk exposures. Risk management techniques are based in part on the observation of historical market behavior, which may not predict market divergences that are larger than historical

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Silver Point and its affiliates provide investment advice to the Funds, as described above.

Silver Point and its affiliates accept performance-based compensation from every Fund. As a result, Silver Point and its affiliates do not face certain conflicts of interest that may arise when an investment adviser accepts performance-based compensation from some clients, but not from other clients.

Broker-Dealer Registration Status Silver Point and its management persons are not registered as broker-dealers and do not have any application pending to register as a broker-dealer or registered representative of a brokerdealer. Futures Commission Merchant, Commodity Pool Operator or Commodity Trading Adviser Registration Status Silver Point and its management persons are not registered as, and do not have any application to register as, a futures commission merchant, commodity pool operator, commodity trading advisor, or an associated person of the foregoing entities. Material Relationship or Arrangements with Industry Participants Silver Point does not have any relationships or arrangements that are material to its advisory business or to its clients with related persons that are industry participants. Material Conflicts of Interest Relating to Other Investment Advisers Silver Point generally does not recommend or select other investment advisers for its clients; however, Silver Point has the right to cause its Funds to enter into joint venture arrangements, co-invest with third parties or otherwise participate in pooled investment vehicles managed by an unaffiliated third party, or may allocate discrete portions of its assets to independent managers to manage on a discretionary basis, if Silver Point determines that such an arrangement represents the best way to access a particular investment opportunity or otherwise expand the investment expertise available to the Funds. The Funds may be subject to various costs relating to such ventures, including additional performance-based or fixed asset-based fees or allocations payable to the promoters, managers, finders or sub-advisors of such ventures. For any ventures, co-investments or other arrangements involving an investment in a particular transaction, a difficult-to-access market or where a third party brings a special expertise to the situation (as determined by Silver Point), any such fees and allocations will not reduce any management fees or incentive compensation payable to Silver Point. For all such other ventures, co-investments or other arrangements, Silver Point will determine in its sole discretion whether any such fees and allocations will reduce any management fees or incentive compensation payable to Silver Point. Potential Expansion of Silver Point's Business. Silver Point actively seeks to strengthen its focus on (i) sourcing attractive investment opportunities; (ii) maintaining relationships with the capital markets community; (iii) providing customized and optimized financing solutions; and (iv) structuring investments in an effort to enhance the Funds' and other Silver Point Accounts' access to investment opportunities, including the ability to syndicate, place or otherwise transfer investments. Silver Point is expected to, from time to time, expand the services that it performs and the activities in which it engages. Although it has not done so as of the date of this Brochure, Silver Point may establish, at any time in the future, a broker/dealer, an investment vehicle that is substantially or wholly owned by Silver Point and its affiliates, a management company entity that utilizes its own balance

sheet or any other type of entity or investment vehicle that participates on a pro rata or overflow basis with investments made by the Funds (the "SPC Entities," which also may include financial, strategic or other Third-Party Participants (as defined below) with which Silver Point (and/or its affiliates) have a business, personal, political, financial or other relationship, and in which Silver Point (and/or its affiliates) has an investment or with whom Silver Point (and/or its affiliates) otherwise has entered into an economic arrangement (including for example banking institutions and other asset managers)). The creation of SPC Entities would be expected to enhance Silver Point's ability to be competitive in the marketplace for loans and other financial instruments, enhance its ability to control loan documentation, and widen the funnel of potential investments, which would also be expected to enhance liquidity for the Funds' investments. The SPC Entities may also provide services to third parties. In connection with investments made by the Funds and certain other Silver Point Accounts, and as part of Silver Point's advisory compensation, the SPC Entities may receive arranger, brokerage, placement, syndication, solicitation, underwriting, agency, origination, sourcing, servicing, commitment, documentation, advisory, structuring, facility, monitoring, amendment, administrative agent, collateral management and/or other transaction or other fees (collectively, "Other Income") in connection with portfolio investments in which the Funds and/or one or more Silver Point Accounts invest, propose to invest, or decide not to invest. The potential for the SPC Entities to receive these economic benefits creates a potential conflict of interest, as the SPC Entities have an incentive to cause the Funds and/or other Silver Point Accounts to invest in portfolio investments that provide such benefits to the SPC Entities. The provision of services by Silver Point and its affiliates to a Silver Point Account or to existing or potential portfolio investments and the allocated compensation will not require the review by or consent of such Silver Point Account's advisory committee or investors, except as is otherwise provided in the governing documents of such Silver Point Accounts. To mitigate conflicts, the benefits that the SPC Entities receive in connection with the SPC Entities' services related to issuers or transactions are generally partially or fully offset against the management fees payable (or incentive compensation allocable or distributable) to it by the relevant Silver Point Account, as and to the extent set forth in each Silver Point Account's governing documents. However, certain categories of fees are often part of Silver Point's advisory compensation and are not always offset against management fees (or incentive compensation). Alternately, these fees could be offset for certain Silver Point Accounts and not others. Silver Point is not obligated to offer offsetting arrangements to any Silver Point Account, when Silver Point offers such arrangements to other Silver Point Accounts, except as set forth in the relevant Silver Point Account governing documents. In addition, because Silver Point's affiliates would likely be heavily involved in negotiating these transactions, they have an incentive to structure the transactions to generate the types of fees that would not be offset or only partially offset against management fees (or incentive compensation) or otherwise generate Other Income for the benefit of the SPC Entities. For the avoidance of doubt, Fee Income shall not include any Other Income (including costs or expenses related to services or activities that generate Other Income). In the event these benefits are only partially offset against management fees payable (or incentive compensation allocable or distributable) to the SPC Entities, the SPC Entities would receive higher total compensation than the SPC Entities would receive in a compensation structure that does not contain deal-related compensation or for which such compensation is fully offset. As such, a conflict of interest exists because Silver Point has a financial incentive to originate investments other than the incentive associated with a management fee and

performance compensation. To partially mitigate this conflict, Silver Point's allocation policy prevents it from allocating investments based on a consideration of fee arrangements. In cases where a portion of an investment or prospective investment (including an originated investment) is allocated, placed and/or syndicated to one or more Participants (regardless of whether or not a portion of such investment was also allocated to the Funds), SPC Entities may receive and retain Other Income. As a result, in the case of investments where the Funds and Participants invest, there is an incentive to syndicate more of such investments or loans to Participants than would exist in the absence of the possibility to receive and retain Other Income. Investments may be syndicated either simultaneously with the Funds making (or committing to make) the applicable investment, or at a time thereafter. In the case of syndications that are effected after the initial investment (or commitment to make the investment), it is possible that all or a portion of an investment may be temporarily held by an SPC Entity, and, when that portion is sold to Participants or other parties, SPC Entities and/or another Silver Point affiliate will receive and retain Other Income. The portion of Other Income that is attributable to a Fund's investment in a transaction (and the portion thereof that will ultimately result in a management fee or incentive compensation offset), will be determined based on the same allocation methodology as Fee Income described in the governing documents of the applicable Fund. Other Income received by an SPC Entity in connection with activities related to a Fund or its investments, but that is not attributable to the portion of the Fund's capital invested in the applicable issuer as so determined by Silver Point, will not reduce the management fees (or incentive compensation) and will not otherwise be shared with or for the benefit of the Fund or the limited partners of the Fund. For the avoidance of doubt, as used in the context of Other Income, the term "Participants" includes all holders of the applicable financial instruments. In these instances, Silver Point has an incentive to find larger deals than the Funds would otherwise participate in to generate these transaction fees and profits. Further, these fees and profits create an incentive for the SPC Entities to sell a larger portion of a loan to third parties (thereby reducing the Funds' share of the loan) than Silver Point would in the absence of the opportunity to receive such fees or profits. Silver Point also has an incentive to allocate an investment or portion thereof to the SPC Entities in circumstances in which it is likely that it will be able to successfully syndicate the investment and earn syndication fees in connection with placing the investment with Participants or third parties (which fees would generally not be retained by such SPC Entities if the investments were syndicated by the Funds). Conversely, Silver Point will have an incentive not to allocate an investment or portion thereof to the SPC Entities where the post-closing syndication is expected to be challenging or subject to significant risk of failure. In cases where an SPC Entity or other Silver Point Accounts make "selldown investments" and the applicable Participants ultimately do not consummate their proposed investments (and, consequently, an SPC Entity and/or such other Silver Point Accounts retain their "selldown investments"), an SPC Entity and/or such other Silver Point Accounts may end up holding an interest in or with respect to an issuer in which the Funds are invested that is in a different part of the capital structure of such issuer compared to the Funds' interest (which interest may be senior or junior). In some cases, Silver Point will serve a lead role with respect to a particular originated loan. While Silver Point believes that serving in a lead role provides more attractive investments to

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Code of Ethics Silver Point strives to adhere to the highest industry standards of conduct based on principles of professionalism, integrity, honesty and trust. In seeking to meet these standards, Silver Point has adopted a Code of Ethics (the "Code"). The Code incorporates the following general principles that all employees are expected to uphold: •

employees must act in the best interests of the Funds;

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employees must comply with all applicable laws, rules and regulations;

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all personal securities transactions must be conducted in a manner consistent with the Code and any actual or potential conflicts of interest or any abuse of an employee's position of trust and responsibility must be avoided;

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employees must not take any inappropriate advantage of their positions; and

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information concerning the identity of securities held by, and financial circumstances of, the Funds and their investors must be kept confidential.

Clients and prospective clients may request to review the Code by contacting Silver Point at the address or telephone number listed on the first page of this document. Cross Trades/Principal Transactions Subject to applicable restrictions in Silver Point's written policies and procedures, Silver Point may determine that it would be in the best interests of certain clients to transfer a security from one client to another (each such transfer, a "Cross Trade") for a variety of reasons, including, without limitation, tax, liquidity, leverage, rebalancing or other legal reasons. If Silver Point decides to engage in a Cross Trade, Silver Point will determine that the trade is in the best interests of each client involved, will take steps to ensure that the transaction is consistent with its fiduciary duties and will seek to obtain best execution for each of those clients. When effecting cross transactions between clients, Silver Point, its affiliates and its personnel may have cross ownership interests and will potentially have conflicting loyalties and responsibilities. To the extent that such transactions may be viewed as principal transactions due to the ownership interest in the client by Silver Point, its affiliates or its personnel, Silver Point will comply with the requirements of Section 206(3) of the Advisers Act. In no event will a Fund engage in a principal transaction except where (i) a Fund selects one or more unaffiliated persons to consider and approve or disapprove principal transactions, and such committee approves such transaction, or (ii) to the extent a Fund has independent third party directors, such directors consider and approve of such transaction. Investing in Securities that Silver Point or a Related Person Recommends to Clients

The Code places restrictions on personal trades by employees, including that they disclose their personal securities holdings and transactions to Silver Point on a periodic basis, and it requires that employees pre-clear certain types of personal securities transactions. Subject to internal compliance policies and approval procedures, and to the extent consistent with Silver Point's fiduciary duties to the Funds, Silver Point, its affiliates and its employees may invest on behalf of themselves in securities and other instruments that would be appropriate for, held by, or may fall within the investment guidelines of the Funds. Silver Point, its affiliates and its employees may give advice or take action for their own accounts that may differ from, or conflict with advice given or action taken for the Funds. These activities may affect the prices and availability of other securities or instruments held by or potentially considered for one or more Funds. Potential conflicts also may arise due to the fact that Silver Point and its personnel may have different levels of investments in the various Funds. Silver Point endeavors to monitor and resolve conflicts with respect to investment opportunities in a manner that it deems fair and equitable, including the restrictions placed on personal trading in the Code, as described in Items 10 and 11 herein, and regular monitoring of employee transactions for actual or perceived conflicts of interest, including those conflicts that may arise as a result of personal trades. Conflicts of Interest Created by Contemporaneous Trading Silver Point manages investments on behalf of a number of clients. Certain clients have investment programs that are similar to or overlap and may, therefore, participate with each other in investments. It is the policy of Silver Point to allocate investment opportunities among all clients fairly, in accordance with each client's applicable investment strategies, over a period of time. Silver Point will have no obligation to purchase or sell a security for, enter into a transaction on behalf of, or provide an investment opportunity to any other client solely because Silver Point purchases or sells the same security for, enters into a transaction on behalf of, or provides an opportunity to any client if, in its reasonable opinion, such security, transaction or investment opportunity does not appear to be suitable, practical or desirable for the client. It is expected that investment opportunities that are consistent with the investment strategies of two or more clients will be allocated among such clients in such proportion as Silver Point may deem to be fair and equitable. Among other considerations, in keeping with principles of fiduciary responsibility, the Silver Point Group may consider the following factors: (i) a client's objectives (whether such objectives are considered solely in light of the specific investment under consideration or in the context of such client's overall holdings) and investment limitations; (ii) the relative amounts of a client's capital available for new investment in total and in an investment strategy, asset class or based on other investment-related characteristics; (iii) the terms, structure and availability of financing in respect of an investment; (iv) the diversification of a client's overall holdings; (v) the size, liquidity and anticipated duration of the proposed investment; (vi) the potential for imbalances in a client's portfolio; and (vii) tax or legal issues. Investment allocation deviations or exceptions may be approved by Silver Point based on certain considerations, which may include: (i) liquidity, (ii) tax issues, (iii) legal issues, (iv) the availability of leverage with respect to an investment, (v) imbalances in relative holdings, or (vi) other circumstances in keeping with principles of fiduciary responsibility. Such considerations, among others, may result in allocations among a Fund and one or more other Silver Point Accounts on a basis other than available capital, or the size of a fund (based on net asset value or commitments).

In determining how to allocate investment opportunities, Silver Point may be faced with a variety of potential conflicts of interest. For example, in allocating an investment opportunity among a Fund and other Silver Point Accounts with differing fee, expense and compensation structures, the Silver Point Group may have an incentive to allocate investment opportunities to Silver Point Accounts from which Silver Point may derive, directly or indirectly, a higher fee or compensation. The existence of these varying circumstances may present conflicts of interest in determining how much, if any, of certain investment opportunities to offer to a particular Fund. Other Silver Point Accounts are expected to invest in the same or different investments from those invested in by a particular Fund, and such other Silver Point Accounts may make investments at the same or different times and at the same or different prices than such Fund. Although other Silver Point Accounts are expected to hold certain investments in common with a particular Fund, the trading strategy for such investments may differ materially, including that such Fund may engage in more short-term oriented purchase and sale opportunities. Other Silver Point Accounts may or may not participate in such short-term opportunities. As a result and due to numerous other differences in strategy, leverage, hedging and design, the performance across Silver Point Accounts will differ and may differ materially.

Factors Considered in Selecting or Recommending Broker-Dealers for Client Transactions As noted previously, Silver Point has full discretionary authority to manage the Funds, including authority to make decisions with respect to which securities are bought and sold, the amount and price of those securities, the brokers or dealers to be used for a particular transaction, and commissions or markups and markdowns paid. Silver Point's authority is limited by its own internal policies and procedures and each Fund's investment guidelines. With respect to the Funds, portfolio transactions will be allocated to broker-dealers on the basis of best execution and in consideration of the provision of certain investment-related services (including research services) and/or payment of the costs of investment-related research, which Silver Point believes to be of benefit to the Funds. Silver Point will use various brokers and dealers to execute, settle and clear securities transactions for the Funds. Subject to best execution, in selecting broker-dealers (including a prime broker) Silver Point may consider, among other things, the overall cost of the transaction; the size and type of the transaction; the nature of the market for the financial instrument; execution capability, speed and efficiency; market intelligence regarding the transaction; the extent to which the broker-dealer makes a market in the financial instrument involved or has access to such markets; the broker-dealer's financial stability; the broker-dealer's reputation for diligence, fairness and integrity; quality of service rendered by the broker-dealer in other transactions for Silver Point; confidentiality considerations; the quality and usefulness of research services and investment ideas presented by the broker-dealer; the broker-dealer's willingness to correct errors; the broker-dealer's ability to accommodate any special execution or order handling requirements in connection with any particular transaction; and other factors deemed appropriate by Silver Point. Accordingly, if Silver Point concludes that the commissions charged by a broker or the spreads applied by a dealer are reasonable in relation to the overall quality of services rendered by such broker or dealer (including, without limitation, the value of the brokerage and research products or services provided by such broker or dealer), the Funds may pay commissions to or be subject to spreads applied by such broker-dealer in an amount greater than the amount another brokerdealer might charge or apply. Silver Point need not solicit competitive bids and does not have an obligation to seek the lowest available commission cost or spread. Silver Point reviews, on at least a quarterly basis, the quality of brokerage executions. Research and Other Soft Dollar Benefits Although Silver Point does not have any formal "soft dollar" arrangements, from time to time, Silver Point may pay a broker-dealer commissions (or markups or markdowns with respect to certain types of riskless principal transactions) for effecting the Fund transactions in excess of that which another broker-dealer might have charged for effecting the transaction in recognition of the value of the brokerage and research services provided by the broker-dealer. The use of "soft dollars", if any, generated by any of the Funds to pay for research and researchrelated products or services, if any, will fall within the safe harbor created by Section 28(e) of the Exchange Act, and will be subject to prevailing interpretations of Section 28(e) by the SEC. Silver Point believes it is important to its investment decision-making processes to have access to independent research.

Also, consistent with Section 28(e), research obtained with soft dollars generated by any of the Funds may be used by Silver Point to service clients other than such Fund, including clients that may not have paid for the soft dollar benefits. Silver Point does not seek to allocate soft dollar benefits to client accounts in proportion to the soft dollar credits the client accounts generate. Where a product or service provides both research and non-research assistance to any of the Funds, Silver Point will make a reasonable allocation of the cost that may be paid for with soft dollars. If Silver Point uses client brokerage commissions (or markups or markdowns) to obtain research or other products or services, Silver Point receives a benefit because it does not have to produce or pay for such products or services. Silver Point may have an incentive to select or recommend a broker-dealer based on Silver Point's interest in receiving research or other products or services, rather than on its clients' interest in receiving most favorable execution. Silver Point reviews, on at least a quarterly basis, its order execution practices, the quality of brokerage services (including research) and the costs associated with such services. In no case will Silver Point make binding commitments as to the level of brokerage commissions it will allocate to a broker-dealer, nor will it commit to pay cash if any informal targets are not met. A broker-dealer is not excluded from receiving business because it has not been identified as providing research products or services. Brokerage for Client Referrals Neither Silver Point nor any related person receives referrals from any broker-dealer or third party to manage any investment fund or managed account. From time to time, representatives of Silver Point may speak at conferences and programs sponsored by a broker for investors interested in investing in hedge funds. Through such "capital introduction" events, prospective investors in the Funds may meet with Silver Point. Neither Silver Point nor the Funds compensate the brokers for organizing such events or for any investments ultimately made by prospective investors attending such events, nor do they anticipate doing so in the future. The Funds may accept subscriptions from investors who also provide services to the Funds, including brokers and their affiliates. Relationships such as these could be viewed as creating a conflict of interest that potentially could affect Silver Point's ability to seek best execution. While Silver Point's relationship with brokers may influence it in deciding whether to use such broker in connection with brokerage, financing and other activities of the Funds, Silver Point will not commit to allocate a particular amount of brokerage to a broker in any situation. Furthermore, Silver Point conducts best execution reviews on at least a quarterly basis. Directed Brokerage Silver Point does not recommend, request or require that a client direct Silver Point to execute transactions through a specified broker-dealer. Order Aggregation To the extent permitted by applicable law, orders of clients may be combined with orders for other clients, and if any order is not filled at the same price, orders may be allocated on an average price basis. Each client that participates in an aggregated order should participate at the average price for all of the clients' transactions in that security at that time, with transaction costs shared pro rata based on each client's participation in the transaction. Silver Point will generally execute client transactions on an aggregated basis when it believes that to do so will

allow it to obtain best execution or reduce transaction costs. When aggregating orders, the clients will be treated in a fair and equitable manner. Situations may occur where a client could be disadvantaged because of the investment activities conducted by Silver Point or its affiliates for other clients. To the extent permitted by applicable law and while not disadvantaging any clients, orders of clients may be combined with orders for investment funds, accounts or subaccounts of members of the Silver Point Group.

Economic Benefits for Providing Services to Clients Silver Point does not receive economic benefits from non-clients for providing investment advice and other advisory services to its clients. Compensation to Non-Supervised Persons for Client Referrals Neither Silver Point nor any related person directly or indirectly compensates any person who is not Silver Point's supervised person for client referrals. With respect to certain Funds, Silver Point has engaged a placement agent to solicit prospective investors for investment in such Funds, and such placement agent is entitled to receive compensation for its services. Silver Point may in the future engage and compensate placement agents to solicit prospective investors for other Funds.

There are no legal or disciplinary events that are material to a client's or prospective client's evaluation of Silver Point's advisory business or the integrity of Silver Point's management.

Frequency and Nature of Review of Client Accounts Silver Point, analysts, traders and the portfolio manager perform various daily, weekly, monthly, quarterly and periodic reviews of Fund positions. Factors Prompting Review of Client Accounts Other than a Periodic Review A review of a Fund account may be triggered by any unusual activity or special circumstance. Content and Frequency of Account Reports to Clients For any Fund for which Silver Point is deemed to have custody of client assets as provided for in Advisers Act Rule 206(4)-2, Silver Point provides audited financial statements to its clients within at least 120 days of the applicable Fund's fiscal year end. Once a Fund starts making investments, investors in such Fund receive unaudited information at least quarterly regarding the performance of their Fund as well as other relevant information from time to time (which for the Flagship Funds currently includes, among other things, monthly investor letters and exposure reports). In addition, Silver Point issues tax reports and audited financial statements to investors on an annual basis. Investors may receive additional information (for example, in connection with due diligence requests), which is in addition to information provided in a Fund's regular reports to investors.

Silver Point is deemed to have custody of the funds and securities of each Fund (other than the Silver Point CLOs) because it has the authority to obtain such Fund's funds or securities, for example, by deducting advisory fees from a client's account or otherwise withdrawing funds from the Fund's account. Account statements related to such Funds are sent by qualified custodians to Silver Point. Fund investors (other than investors in the Silver Point CLOs) receive annual audited financial statements prepared by independent public accountants. In addition, such Fund investors receive account statements from a third party administrator, which for certain Funds includes custody reports and account statements. Silver Point does not have custody of the funds or securities of the Silver Point CLOs. Silver Point is subject to Rule 206(4)-2 under the Advisers Act (the "Custody Rule"). However, Silver Point is not required to comply (or is deemed to have complied) with certain requirements of the Custody Rule with respect to each Fund because it requires that each Fund for which it has custody be subject to an audit at least annually by an independent public accountant that is registered with, and subject to regular inspection by, the Public Company Accounting Oversight Board, and Silver Point requires that each such Fund distribute its audited financial statements to all investors within at least 120 days of the end of its fiscal year.

Silver Point or an affiliate serves as the management company with discretionary trading authority for each Fund. Silver Point's investment decisions and advice with respect to each Fund are subject to each Fund's investment objectives and guidelines, as set forth in its offering documents. Silver Point or an affiliate of Silver Point entered into an investment management or similar agreement with each Fund, pursuant to which Silver Point or an affiliate of Silver Point was granted discretionary trading authority.

Silver Point has adopted proxy voting policies and procedures in compliance with Advisers Act Rule 206(4)-6. The general policy is to vote proxy proposals, amendments, consents or resolutions relating to client securities (collectively, "Proxies") in a manner that will best serve the interests of the applicable Funds, as determined by Silver Point in its discretion on a caseby-case basis. In limited circumstances, Silver Point is expected to refrain from voting Proxies where Silver Point believes that not voting would be in the best interests of the applicable Fund, taking into consideration various factors, including, but not limited to, the costs associated with exercising the Proxy, legal restrictions on trading relating to the exercise of the Proxy and whether Silver Point has sold the underlying securities since the record date of the Proxy. Generally, the Funds may not direct Silver Point's vote in a particular solicitation. Actual or perceived conflicts of interest may arise between the interests of the investing Funds on the one hand and Silver Point or its affiliates on the other hand. If Silver Point determines that an actual or perceived conflict may arise when voting Proxies pursuant to its proxy voting policies and procedures, Silver Point will evaluate the potential conflict and will determine how to proceed in accordance with its Proxy voting policies. The Funds may obtain a copy of Silver Point's Proxy voting policies and its Proxy voting record upon request. Class Actions Lawsuits As a fiduciary, Silver Point always seeks to act in its clients' best interests with good faith, loyalty, and due care. When Silver Point becomes aware that securities held in a client account have become the subject of a class action lawsuit, Silver Point will evaluate whether it is in the best interests of the client to participate in the class action. Silver Point generally credits any investment-related litigation recovery received for a Fund to current investors in that particular Fund.

Silver Point is not required to include a balance sheet for its most recent fiscal year, is not aware of any financial condition reasonably likely to impair its ability to meet contractual commitments to clients, and has not been the subject of a bankruptcy petition at any time during the past ten years.