Third Point LLC

Third Point LLC is a Delaware limited liability company established in 1995. Registrant’s principal owner is Daniel S. Loeb. Registrant is registered with the SEC. Each of Birch Grove Capital LP (“Birch Grove”), a Delaware limited partnership, Birch Grove CLO Management LP (“CLO Management”), a Delaware limited partnership, and BGOF Advisors LLC (“BGOF”), a Delaware limited liability company (each, a “BG Relying Adviser”) is an investment advisory affiliate of Third Point that relies on Third Point as its filing adviser. Third Point Private CRE Credit LLC (“TPRES”), a Delaware limited liability company, is a relying adviser (together with the BG Relying Advisers, the “Relying Advisers”) that relies on Third Point as its filing adviser. Third Point controls the Relying Advisers and, together with Third Point, they conduct a single advisory business. As used herein, the Registrant, Third Point, we, Investment Manager, or Adviser refers to Third Point together with its affiliates, and the Relying Advisers, except where the context otherwise requires. Third Point provides discretionary investment advisory services to a variety of domestic and offshore private investment vehicles, as well as a fund of funds vehicle that invests nearly all of its investible capital in such private investment vehicles, funds of one, a structured credit fund (“Structured Credit Fund”), corporate/liquid credit funds (“Corporate Credit Funds”) (each a “Hedge Fund” and collectively, the “Hedge Funds”), a private real estate fund (“Private Real Estate Fund”), and several private equity-style funds (each a “Private Equity Fund”, and collectively with the Hedge Funds, the “Funds”), separatelymanaged accounts (the “Separately Managed Accounts”), and certain collateralized loan obligation vehicles (each a “CLO Fund”). As used herein, the term “Account,” and collectively “Accounts,” generally refers to each Fund, the Separately Managed Accounts, and each CLO Fund, except where the context otherwise requires. Our primary strategy is an event-driven, value-oriented strategy that spans across a broad range of industries, geographies and asset classes. We also invest in a diversified portfolio of debt and equity investments in companies and structured credit products. For this second strategy, the Registrant utilizes a flexible, opportunistic approach to identify (i) assets that are substantially undervalued or overvalued and (ii) situations that are likely to be significantly affected by specific events or trends. By identifying situations early, the Registrant believes that it can capitalize on such investment opportunity before it is recognized by the broader market. The Funds invest in a broad range of stressed and distressed securities, securities trading at stressed or distressed valuations and securities of companies which are distressed or undergoing operational, financial or other stress, which offer an attractive risk adjusted rate of return. The Registrant provides investment advisory services on a discretionary basis in accordance with the investment objectives, guidelines, and restrictions set forth in each Account’s governing documents. We manage approximately $24.7 billion on a discretionary basis as of February 28, 2026. This figure includes the assets managed by the Relying Advisers.

Fees For the Hedge Funds, we typically receive an annual management fee of between 0.75% and 2.0% on assets under management depending on the Hedge Fund and share class or tranche. For one Hedge Fund, we may receive more than 2% depending on the ratio of its leverage relative to that of another Hedge Fund. In that instance, the management fee is equal to the applicable annual management fee rate (which may be 2.0%, depending on the share class) multiplied by the net assets of the Hedge Fund, multiplied in turn by the ratio of the Hedge Fund’s leverage relative to that of the other Hedge Fund. For certain Funds that invest in a CLO Fund, the management fees of the Fund will be reduced dollar for dollar by the fees which are charged and not waived by the Investment Manager or its affiliates and attributable to the Fund’s pro rata share of the equity interests in such CLO Fund. Management fees are payable either monthly or quarterly in advance depending on the Hedge Fund. We also typically receive an annual performance allocation between 15% to 30% of the net realized and unrealized appreciation in the net asset value of the Hedge Fund or each series of shares (in the case of a limited partnership interest, net capital appreciation of a capital account) in the respective Hedge Funds, which in some cases is subject to a hurdle or preferred return. For Hedge Fund investors in side pocket share classes, we receive management fees based on investment cost, and incentive fees that crystalize upon investment realization. Investors in the Hedge Funds may withdraw/redeem their interests or shares in whole or in part from the applicable Hedge Fund, which may be subject to additional limitations or penalties in accordance with the withdrawal/redemption terms of the relevant offering documents (“PPM”). Generally, if an investor withdraws/redeems its investment, any unearned fees paid in advance will be refunded in an amount prorated from the date of termination to the end of the relevant period in which the termination date falls. For the Private Equity Funds, depending on investment strategy, generally we receive a management fee of between 0.75% to 1.5% based on either invested capital or capital commitments (subject to certain limitations and adjustments) and carried interest at a rate between 12.5% to 20%. In some cases, the carried interest is based on an amount equal to between 12.5% to 20% of the net capital appreciation of a limited partner’s contributions to the Private Equity Fund, in excess of specified performance thresholds. Investors in the funds may not withdraw/redeem their interests. In certain cases, the portion of the management fee allocable to an Investor in a Private Equity Fund will be waived or reduced for certain Investors (including but not limited to Investors participating in early closings). For the Private Real Estate Fund, Third Point Private CRE Credit LLC receives an annual management fee of 1% on percentage of invested capital in the fund. Management fees are payable quarterly and in arrears. For any period, other than a full quarterly period, the management fee will be adjusted on a pro rata basis per the actual number of days in such period. The fund’s general partner will receive a performance basedfee in the form of an incentive distribution. of 10% of the yearly net profit or appreciation of a capital account subject to a 6% hurdle. Incentive distributions are calculated annually and are generally not payable out of unrealized appreciation, although such appreciation may be considered in determining if the applicable hurdle has been met. In addition, the Private Real Estate Fund may exempt certain investors from payment of all or a portion of the management and/or incentive disbursements by a direct exemption or as otherwise set forth in the Private Real Estate Fund’s PPM. As of December 31, 2024, there were approximately 54 investors in the Private Real Estate Fund that are “founding investors”. These founding investors are charged management fees and/or incentive disbursement fees but are entitled to a rebate of all or a portion of such fees depending

upon whether Third Point Private CRE Credit LLC or the Private Real Estate Fund’s general partner experiences a profit in a given calendar year, as further described below. The rebate for such founding investors is based on such investor’s pro-rata share of Founding Commitment Profits (as defined below). Such investor’s share of the Founding Commitment Profits that can be used as a rebate or reduction to management fees and/or incentive disbursement fees previously paid by or reserved on behalf of such investor in the applicable calendar year is based upon the capital commitments made by such investor as a percentage of the total $200,000,000 of “founding commitments” (regardless of whether $200,000,000 of founding commitments are actually made). By way of example, if the founding investor makes an $80,000,000 capital commitment, the investor shall be entitled to a fee rebate calculated as 40% of Founding Commitment Profits, up to a maximum amount equal to the annual management fees and incentive disbursement fees actually charged to the invest in the same calendar year, regardless of the total capital commitments to the Private Real Estate Fund as of any time. As used herein, the term “Founding Commitment Profits” shall mean 10% of the excess each year, if any, of (i) the management fee and incentive disbursement fee received by Third Point Private CRE Credit LLC or the general partner of the Private Real Estate Fund, over (ii) all (x) non-reimbursed operating and organizational expenses of Third Point Private CRE Credit LLC and the general partner of the Private Real Estate Fund, whether incurred prior to or after the date of such investor’s capital commitment, including but not limited to Operating Expenses and Organizational Expenses as defined in the Private Real Estate Fund’s limited partnership agreement and (y) costs and expenses of the operations of Third Point Private CRE Credit LLC and the general partner of the Private Real Estate Fund, including the cost of office space, supplies, salaries or other compensation of employees or consultants, and other general, administrative or overhead items. The investor’s rebate shall be applied first as a rebate or reduction to management fees, until all such management fees previously paid by such investor for the applicable calendar year are fully reimbursed to such investor and second, any remaining amounts shall then be applied as a rebate or reduction to such investor until all such incentive disbursement fees previously paid by such investor for the applicable calendar year are fully reimbursed to such investor and thereafter such investor shall not be entitled to any additional remaining Founding Commitment Profits generated in such year. The investor’s rights to any rebate shall cease in the event that such investor requests a redemption before the 5th anniversary of the date of such investor’s original capital commitment of all or any portion of its investment, regardless of the time at which such investment is actually redeemed. The founding investor’s rebate described above is not transferable. The Adviser from time to time offers other products, including co-investment opportunities alongside the Hedge Funds, to third parties selected by the Adviser in its sole discretion, including, without limitation, certain existing investors of the Funds and/or the Separately Managed Accounts. Co-investment opportunities may be made available through limited partnerships, limited liability companies or other special-purpose entities formed to make such investments. Fees for such co-investment opportunities have been lower than the fees for the Hedge Funds. The Registrant is entitled to receive compensation in consideration for collateral management services provided to the CLO Funds. Such compensation typically consists of a senior collateral management fee and a subordinated collateral management fee (together, “Collateral Management Fees”). The Collateral Management Fee is generally equal to a range of 0.2% to 0.5% per annum of the total assets of such CLO Fund. The Registrant and its affiliates deduct fees from certain Accounts and bill other Accounts for fees, in each case, as provided in the Account’s governing document. With respect to fees that are deducted from Accounts, management fees are generally deducted on a monthly or quarterly basis and may be paid partially in arrears and partially in advance and the incentive allocation is generally assessed on an annual basis.

The Adviser generally receives an advisory, management and incentive fee from the Separately Managed Accounts, which are directly negotiated with the client. Fee terms for advisory services provided to the Separately Managed Accounts are negotiated with the Account and memorialized in a separate advisory agreement. See Item 11 for information regarding the allocation of trades and investment opportunities among the Accounts. The Registrant or its affiliate may, in its sole discretion, reduce, waive or calculate differently the management fee with respect to any partner, member or employee of the Registrant, a general partner or their affiliates, such person’s family members and trusts or other entities established for the benefit of such person or his or her family members (each, a “Related Investor”). This may be effected by offering a new share class, tranche of interests, a rebate of the management fee or some other permissible means. Third Point may admit certain investors who receive terms that are more favorable than those offered to other investors, including, among other things, reduced or eliminated carried interest and management fees. Expenses Each Account will incur substantial fees and expenses whether or not any profits are realized. Each Account will directly bear the costs relating to its ongoing existence and investment process, except as set forth below, and some Accounts will indirectly, through their interest in a master fund, pay their attributable share of master fund expenses. The offering or organizational documents of each Account set forth the various costs specific to each Account. Costs which will be borne by most Accounts include, as applicable, but are not limited to: Investment and Trading

trade support services including, but not limited to, pre- and post-trade support software and related support services;

research (including computer, newswire, quotation services, publications, periodicals, subscriptions, data base services and data processing that are directly related to research activities on behalf of each Account) and consulting, advisory, expert, investment banking, finders and other professional fees relating to investments or contemplated investments, whether charged as fixed fees (such as retainers) and/or performance-based fees and allocations, in the form of cash, options, warrants, stock, stock appreciation rights or otherwise and irrespective of whether (i) there is a contractual obligation to pay such fees or (ii) such third parties are engaged by each Account and/or its affiliates in a dedicated or exclusive capacity; provided that each Account will not bear the costs of any third party who may be retained to provide trade idea generation to the Investment Manager or each Account on an ongoing basis;

risk analysis and risk reporting by third parties and risk-related and consulting services;

fees of providers of specialized data and/or analysis related to companies, portfolio companies, sectors or asset classes in which each Account has made or intends to make an investment;

transactional expenses, including fees or costs related to due diligence, investigation and negotiation of potential investments, whether or not such investments are consummated;

brokerage commissions and services and similar expenses necessary for each Account to receive, buy, sell, exchange, trade and otherwise deal in and with securities and other property of each Account (including expenses relating to spreads, short dividends, negative rebates, financing charges and currency hedging costs); and

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An investment in an Account will involve a high degree of risk, including the risk of loss of the entire amount invested. Please refer to each Account’s governing documents for a more detailed discussion of investment strategy and related risks. There is no assurance that the Accounts’ investment objective will be achieved, and results may vary substantially over time. References to securities herein refer to any and all types of financial instruments, unless the context suggests otherwise. The following paragraph relates specifically to the Funds and Separately Managed Accounts managed by Third Point and TPRES. The Accounts’ investment program, as described in each Account’s applicable offering materials, may utilize certain investment techniques and strategies, including leverage and short sales, and may purchase certain types of securities, such as derivatives, futures, swaps, warrants, options, corporate and private credit focused, mortgage-backed and other asset-backed securities (“ABS”), commercial real estate debt instruments, or other financial instruments, which can, in certain circumstances, substantially increase the adverse impact to which the Accounts may be subject. The following paragraphs relate specifically to the Funds, Separately Managed Accounts, and the CLO Funds managed by Birch Grove. The Investment Manager utilizes a flexible, opportunistic investment strategy to identify (i) assets that are substantially undervalued or overvalued and (ii) situations that are likely to be significantly affected by specific events or trends. By identifying situations early, the Investment Manager believes it can capitalize on any such investment opportunity before it is recognized by the broader market. An experienced team of investment professionals employed by the Investment Manager or an affiliate invest in a diversified portfolio of debt and equity investments in companies and structured credit products. The Investment Manager’s investment strategies are intended to have a low correlation with the broader fixed-income and equity markets. The Investment Manager actively seeks to hedge, and take advantage of, opportunities in deteriorating credit markets through the use of credit-specific short sales or positions, synthetic derivatives and other debt, equity or synthetic securities. The Investment Manager makes use of a consistent, disciplined investment selection process and both a top-down and bottom-up approach to due diligence and valuation. As a general matter, when evaluating a prospective investment, the Investment Manager performs an in-depth examination of the asset by analyzing the credit quality, the collateral quality and the structure of the asset and then modeling such asset given certain loss and prepayment assumptions. In determining the value of an asset, the Investment Manager seeks to identify assets that provide attractive current income and/or capital appreciation. The Investment Manager also examines the asset with a view towards assessing its absolute return and its relative value on a risk-return basis. This approach allows the Investment Manager to better understand the dynamics of a particular investment opportunity. The Investment Manager generally gathers data through a detailed due diligence process comprised of financial analysis, cash flow forecasts and a review of information assimilated from a variety of third-party sources. While the Investment Manager generally follows the analytical methodologies and investment strategies discussed above, these methodologies and strategies are not intended to represent an exclusive list but to provide examples. Not all of these methodologies or strategies may be utilized at the same time or in the

same proportions, and the Investment Manager may modify and/or implement additional strategies as appropriate for different investments or in response to changing market conditions. The following paragraphs relate specifically to the Funds managed by BGOF. The Funds tend to seek investments in issuers with $100 million to $1.5 billion in annual revenue, current or near-term profitability, positive free cash flow before interest expenses, experienced management and a defensible position of market leadership. The Funds typically seek investments in such companies that have an over-leveraged capital structure and that may benefit from restructuring. Most investments are expected to be made in U.S. issuers, but some investments may be made in Canada and other countries. The Adviser seeks to achieve attractive risk-adjusted returns without the use of Fund-level leverage. The Adviser may source investment opportunities from professional relationships cultivated by employees of the Adviser, proprietary research and industry reviews conducted by the Adviser, and third party research reports. Due diligence processes vary depending on the type and size of each prospective investment, but may include fundamental analysis of the issuer’s operations and performance, capital structure, investment price and terms, return projections, industry and competitive position, and restructuring plans and exit opportunities, among other things. After an investment has been made, the Adviser seeks to maximize the recovery of its investment through ongoing assessments of achievable value. This involves determining the potential long term value of the investment, selling the investment at the appropriate time depending on market pricing, and/or participating in negotiations as circumstances evolve. As there are many parties in interest in any reorganization or other restructuring, the ability to effectively negotiate and effect the restructuring process often drives recovery rates. The Adviser’s senior executives may seek to play active roles in restructurings in which a Fund is involved, commensurate with the size of the Fund’s investment position. The Adviser believes that it can build value after an issuer is reorganized by providing management assistance as appropriate. Post-reorganization, commensurate with a Fund’s investment position in the issuer, the Adviser’s senior executives may work with the issuer’s management team to refine strategies and improve operations. The Adviser intends to leverage its relationship with certain third-parties and work with management teams to identify and implement financial, strategic, and operational improvements that are expected to enhance investment returns. The risks set forth herein with respect to the Accounts are also applicable to the master fund of such Account, as applicable, and to any special purpose vehicles formed to facilitate such master fund’s (and hence, indirectly, such Account’s) investments. The following risk factors are not exhaustive and there may be additional risks that may negatively and materially affect the performance of the Accounts. Business Risks Overall Investment Risk. All investments involve the risk of loss of capital. The securities to be purchased and traded by the Accounts will be speculative in nature, and the markets in which the Accounts will transact will be highly competitive. Changes in general domestic and international economic and political situations and conditions, including fluctuations in interest rates, the availability of credit, recession and other factors may adversely affect the Accounts’ investments. The investment horizon, and consequently the duration, of many of the Accounts’ investments may be longer than the shareholding

period of investors. Consequently, investors withdrawing/redeeming their interests may not benefit from potential value embodied in the investments held by each Account at the time of their withdrawal/redemption. The investment techniques and strategies to be employed by the Investment Manager in an effort to meet each Account’s investment objective may increase this risk. There can be no assurance the Investment Manager’s techniques and strategies will be successful, or that the Accounts will not incur losses, which could be meaningful. Accordingly, any investment should be made only after consulting with independent, qualified sources of investment, legal, tax, accounting and other advice. Flexible Investment Approach. The Investment Manager has broad and unfettered investment authority, and may trade in any type of security, issuer or group of related issuers, country, region and sector that it believes will help each Account achieve its investment objective. Additionally, the strategies that the Investment Manager may pursue for each Account are not limited to the strategies described herein; furthermore, such strategies may change and evolve materially over time. The Investment Manager has broad latitude with respect to the management of each Account’s risk parameters. Each Account is subject neither to any hard limits regarding diversification of investments nor to formal leverage policies limiting the leverage to be used by each Account. The Investment Manager will opportunistically implement whatever strategies, risk management techniques or discretionary approaches, as well as such other investment tactics, as it believes from time to time may be suited to prevailing market conditions. Investors must recognize that by investing in each Account, they are placing their capital indirectly under the discretionary management of the Investment Manager and authorizing the Investment Manager indirectly to trade for each Account and to implement whatever strategies, risk management techniques or discretionary approaches, as well as such other investment tactics, in such manner as the Investment Manager may determine. The Investment Manager may use such leverage, position size, duration and other portfolio management techniques as it believes are appropriate for each Account. Any of these new investment strategies, techniques, discretionary approaches and investment tactics may not be thoroughly tested before being employed and may have operational or other shortcomings which could result in unsuccessful investments and, ultimately, losses to each Account. In addition, any new investment strategy, technique and tactic developed by each Account may be more speculative than previously utilized investment strategies, techniques or discretionary tactics and may involve material and as-yet-unanticipated risks that could increase the overall risk associated with an investment in each Account. While investors will receive monthly reports and quarterly letters describing certain characteristics of each Account’s portfolio (but which may exclude certain information, including confidential or proprietary information), investors generally will not be notified of any changes in the Investment Manager’s strategies, techniques, discretionary approach and tactics. There can be no assurance that the Investment Manager will be successful in applying its approach and there is material risk that an investor may suffer significant impairment or total loss of its capital. Macro Strategy. Each Account’s macro investing will consist primarily of investing in global fixed income, currency, commodities and equity markets, and their related derivatives, in order to exploit fundamental, economic, financial and political imbalances that may exist in and among markets throughout the world. The success of the Investment Manager’s macro investing depends on the Investment Manager’s ability to identify and exploit such perceived imbalances. Identification and exploitation of such imbalances involves significant uncertainties. There can be no assurance that the Investment Manager will be able to locate investment opportunities or to exploit such imbalances. In the event that the theses underlying each Account’s positions fail to be borne out in developments expected by the Investment Manager, each Account may incur losses, which could be substantial.

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Investors in the Accounts we manage typically include corporate and public pensions, sovereign wealth funds, endowments, foundations, fund of funds, high net worth individuals, and other investment or business entities. Investors in the Accounts also include a London Stock Exchange-listed life & annuity reinsurer (LSE:MLHL), a Bermuda-based reinsurance affiliate (NYSE:SPNT), and employee assets. All investors in the Accounts are subject to applicable suitability requirements including, as applicable, that each investor in an Account be an “accredited investor” as defined in Regulation D under the Securities Act and/or a “qualified purchaser” as defined in Section 2(a)(51) of the U.S. Investment Company Act of 1940, as amended. In certain circumstances, the investors may be required to meet other suitability requirements (e.g., a Person that is not a U.S. Person as defined in Regulation S under the Securities Act). Generally, investors must invest a minimum dollar amount as determined in the applicable General Partner’s sole discretion. The General Partner reserves the right, in its sole discretion, to waive the minimum dollar amount.

A description of the fees charged by Adviser is provided above in Item 5. Compensation arrangements create an incentive for the Investment Manager to make investments on behalf of the Accounts that are riskier or more speculative than would be the case if such arrangement was not in effect. In addition, because the performance compensation is generally calculated on a basis that includes unrealized appreciation of the Accounts’ assets, it may be greater than if such compensation were based solely on realized gains. We serve primarily as an investment adviser to the Accounts and are not actively seeking other new nonFund accounts. However, we reserve the right to allow an investor who meets certain criteria to open a separately managed account which may have different and, possibly more favorable, terms regarding, among other things, transparency and liquidity than those of the Accounts. We receive part of our compensation from the Accounts we advise in the form of performance allocations which are calculated as a percentage of certain net capital appreciation during a period (subject to high watermarks, a preferred return, and catch-up provisions), and allocated at the end of each fiscal year of the relevant Account. We have a fiduciary duty to our clients not to favor the account of one client over that of another, without regard to the types and amounts of fees paid by those accounts. In light of this, we have allocation and other policies and procedures in place to ensure that accounts are treated fairly. We seek to allocate investments among Accounts with similar strategies on a pro rata basis. Third Point may establish at its discretion one or more co-investment vehicles to invest alongside a Fund in one or more investments. Co-investment vehicles generally are required to purchase and sell investment opportunities at substantially the same time and same terms as the applicable Fund that is invested in such opportunity. Third Point does not consider certain co-investment vehicles to be clients.

Certain inherent conflicts of interest arise from the fact that the Investment Manager, the General Partner and their respective affiliates, owners, members, principals, officers and/or employees (collectively, the “Third Point Group”) provide investment management services to different Accounts. Third Point’s affiliate, Third Point Private Capital LLC (“TPPC”), is a registered investment adviser. TPPC advises Third Point Private Capital Partners (the “BDC”). The BDC is a newly-organized, nondiversified, closed-end management investment company that intends to elect to be regulated as a business development company under the 1940 Act. Various potential and actual conflicts of interest may arise from the overall investment activities of Third Point and TPPC. We do not have an affiliated broker-dealer. Nevertheless, we have certain relationships with, and receive certain benefits from, non-affiliated broker-dealers that pose a conflict of interest when selecting and using broker-dealers. Examples of such relationships and benefits include, but are not limited to: (i) referral or recommendation of investors; (ii) personal investments by a registered representative of a broker-dealer in funds we manage; (iii) access to an electronic communication network for order entry and account information; (iv) receipt of proprietary research; and (v) participation in broker-dealer sponsored research and capital introduction conferences. While the Investment Manager will generally provide similar recommendations to investments held by, or transactions of, Accounts that have similar or overlapping investment objectives, at times, the Investment Manager will provide recommendations or take action with respect to the investments held by, and transactions of, an Account that differ from the recommendations provided or the timing or nature of any action taken with respect to the investments held by, and transactions of, other Accounts, or may be detrimental to the interests of an Account, due to a variety of reasons. While certain Accounts often have similar or overlapping investment objectives, there can be no assurance that any Account with similar investment objectives, programs or strategies will hold the same positions, obtain the same financing or perform in a substantially similar manner as the other Accounts. Varying compensation arrangements as between the Investment Manager and its affiliates on the one hand, and the Accounts on the other hand, including the differences between the Management Fees and Incentive Allocation applicable to each Account could incentivize the Investment Manager to devote amounts of time to certain Accounts that differs from the amount of time devoted to other Accounts. “Proprietary” capital (investments by the Third Point Group) will not necessarily be allocated to all Funds, will not necessarily be allocated based on the respective net asset values (or committed capital) of such Funds, often are more concentrated in certain of such Funds, and are “shifted” among such Funds from time to time without providing any notice to investors. The Investment Manager serves as the investment manager to the Accounts and will devote only such time to the business of each Account as, in its sole discretion, it determines to be necessary and appropriate. In addition, certain members of the Third Point Group are, and in the future may become, involved in other business ventures, depending on the policy of the Investment Manager with respect to such venture. For the

avoidance of doubt, such business ventures may not be related to the business of and may place competing demands on the time certain members of the Third Point Group devote to the Fund and on other resources. The Investment Manager will generally select each Account’s service providers. From time to time the independent members of the Fund’s Board of Directors, Unaffiliated Consultation Committee or Limited Partner Advisory Committee, as applicable, will review certain service providers selected by the Investment Manager for each applicable Account. In addition, service providers provide services to both certain Accounts and one or more members of the Third Point Group. While such arrangements have the potential to give rise to conflicts of interest, the Investment Manager will attempt to ensure that service provider selection for the Account is not impacted by any provision of services to members of the Third Point Group and that an Account does not effectively subsidize the costs of such services. Furthermore, members of the Third Point Group may be related to (by blood, marriage or otherwise), or may be personal friends with, the Fund’s service providers or their respective owners, members, principals, officers or employees. The Investment Manager addresses these conflicts of interest by, in consultation with the Investment Manager’s compliance committee, taking reasonable measures to ascertain whether each service provider is qualified and appropriate to provide its services in a manner that serves the best interests of the Account(s), taking into account factors such as expertise, availability and quality of service and the competitiveness of compensation rates in comparison with other service providers satisfying the Investment Manager’s service provider selection criteria. Service providers of the Accounts are compensated for their services pursuant to the terms of their relevant engagements. In 2018, and as previously disclosed to investors in the applicable Hedge Funds, the Investment Manager, following review and approval by the applicable Hedge Funds’ Board and/or Unaffiliated Consultation Committee, entered into an agreement with a service provider in connection with the management of real property owned by the applicable Hedge Funds as a result of foreclosures on underlying debts held in their ABS portfolio in the ordinary course of business. The sole owner of the service provider is also an indirect partial owner of Third Point Private CRE Credit LLC, a Third Point LLC affiliate, that specializes in commercial real estate debt investments, and a Third Point LLC employee (See Item 2). Before Third Point considers engaging a third-party service provider on behalf of the Accounts, all employees must notify the Chief Compliance Officer of any conflicts or relationships that employees or family members of employees have with the service provider under consideration. If any employee(s) has a relationship with any service provider prospect, that potential conflict is taken into consideration in determining the merits of engaging such service provider. Notwithstanding the foregoing, the Investment Manager’s policy is to generally allocate service providers for the Accounts on the basis of best execution, or otherwise in the best interest of the Accounts. On August 2, 2017, the Private Real Estate Fund entered into an agreement (the “Revolver”) a private investment vehicle of Daniel Loeb (“Loeb Investment Entity”), and as such an affiliate of the Adviser and an affiliate of the general partner of the Private Real Estate Fund, whereby the Loeb Investment Entity may advance to the Private Real Estate Fund up to $10 million or more if agreed to by the Loeb Investment Entity on a revolving basis, at the Private Real Estate Fund’s request. A primary purpose of the Revolver is to provide the Private Real Estate Fund with efficient cash management capabilities and additional capital to seed its portfolio with investments that meet the Fund’s investment criteria as the Fund continues to raise additional capital. To the extent the Fund draws funds on the Revolver, the Loeb Investment Entity will charge the Private Real Estate Fund interest in an amount equal to the current pay rate less 50 basis points per annum collected on the underlying investment which relates to the advance made under the Revolver (but not less than 8.50% per annum). The Private Real Estate Fund anticipates it will generally earn 50 basis points of interest income per annum on each investment that is made which relates to an advance made under the Revolver. As the Private Real Estate Fund receives new capital commitments and calls additional capital, funds previously drawn on the Revolver are anticipated to be repaid, if required. Any amounts

collected pursuant to the Revolver by the Loeb Investment Entity will not be considered Fee Income as described in the limited partnership agreement of the Private Real Estate Fund and such amounts will not offset the management fee or incentive allocations due from the Private Real Estate Fund. In addition, the Loeb Investment Entity is an investor in the Private Real Estate Fund, whereby its capital can be rotated out of the Private Real Estate Fund and reduced utilizing new investor capital that is contributed, so long as the Loeb Investment Entity maintains a minimum commitment of $10 million. The Loeb Investment Entity does not pay any management fees or performance-based fees, and any such fees have been waived. The Investment Manager is subject to actual and potential conflicts of interest arising from sponsoring and/or acting as a manager to a CLO Fund, including those mentioned below. The Investment Manager has purchased different tranches of debt and/or equity of one or more CLO Funds and other collateralized loan obligation special purpose vehicles. From time to time, the Investment Manager will make additional investments or sell its existing investments in such CLO Funds and other collateralized loan obligation special purpose vehicles. These and other investments create a conflict of interest, particularly because the Investment Manager may take certain actions for some Accounts with respect to one tranche of debt or equity that may be adverse to other Accounts who hold other tranches of debt or equity of the same special purpose vehicle. In certain circumstances, an investment opportunity is appropriate for a CLO Fund and one or more other Accounts. While the Investment Manager will generally allocate investments appropriate for Accounts and a CLO Fund in accordance with its investment allocation policy, the Investment Manager is subject to a conflict of interest in determining such allocation. For example, the Investment Manager may have an incentive to allocate the entire investment (or a greater portion of the investment than would otherwise be the case) to the CLO Fund, if such allocation would result in increased compensation to the Investment Manager. Accounts are permitted to purchase equity and debt tranches of CLO Funds, and will, from time to time, make such purchases when Accounts also have the opportunity to purchase equity and debt tranches of a non-CLO Fund and/or another investment. In its capacity as portfolio manager of any CLO Fund or in its capacity as a security holder in such CLO Fund, the Investment Manager, its affiliates, and/or their respective employees may make decisions and take actions without regard to the impact, if any, that such decisions and/or actions may have on Accounts that own securities issued by such CLO Funds. The Investment Manager may seek to avoid the receipt of material, non-public information about the issuers of loans and other investments (including from the issuer itself) being considered for acquisition by a CLO Fund. The Investment Manager’s decision not to receive such material, non-public information may disadvantage the CLO Fund, and could adversely affect the CLO Fund’s performance (and, in turn, that of Accounts to the extent such Accounts have invested in the CLO). The Investment Manager may purchase and sell equity and/or debt tranches in certain CLO Funds. These transactions are subject to inherent conflicts of interest, including conflicts relating to the terms and conditions of such transactions, fees that may accrue to the benefit of the Investment Manager or its affiliates as a result of such transactions, and the allocation of expenses relating to the common ownership of CLO Funds among the Investment Manager and the Accounts. We serve as an adviser to private investment funds and certain other Accounts. We are also a related person to the general partners of certain funds.

Investment Advisers

Third Point LLC Trawler Capital Management LLC (d/b/a) Third Point Private CRE Credit LLC Birch Grove Capital LP Birch Grove CLO Management LP BGOF Advisors LLC

General Partners

Third Point Advisors L.L.C. Third Point Advisors II L.L.C. Third Point Advisors GP LLC Third Point Investment I GP LLC TCM CRE Credit GP LLC (d/b/a) Third Point Private CRE Credit GP LLC Third Point Venture GP LLC Third Point Venture GP II LLC Third Point Insurance Solutions Fund I GP LLC BG GP Associates LLC Birch Grove Advisors LLC Birch Grove CLO Equity Fund GP LLC

Domestic Funds

Birch Grove CLO Equity Fund LP Birch Grove Credit Strategies Intermediate Fund LP Birch Grove Credit Strategies Fund LP Birch Grove Opportunities Fund, L.P. Birch Grove Opportunities Fund (B), L.P. Third Point Partners Qualified, L.P. TCM CRE Credit Fund LP (d/b/a) Third Point Private CRE Credit Fund LP Third Point Corporate Credit Opportunities Fund LP Third Point Insurance Dedicated Fund LP Third Point Structured Credit Opportunities Onshore Fund LP Third Point Ultra Onshore LP Third Point Venture Fund I LP Third Point Venture Fund II LP TP Covil Fund LLC Third Point Insurance Solutions Fund I LLC

Offshore Funds

Birch Grove CLO Equity Fund (Cayman) LP Birch Grove CLO Equity Master Fund LP Birch Grove Credit Strategies Fund Ltd. Birch Grove Credit Strategies Master Fund LP Third Point Corporate Credit Opportunities Offshore Fund LP

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Code of Ethics We have adopted a code of ethics (“Code of Ethics”) which is designed to foster compliance with the applicable federal statutes and regulatory requirements, prevent circumstances that may lead to or give the appearance of conflicts of interest with clients, insider trading or unethical business conduct as well as promote a culture of high ethical standards. Among other things, the Code of Ethics governs personal securities trading by our employees. Generally, no employee may personally trade any security (with the exception of certain securities such as U.S. government obligations, cash equivalents, money market funds, open-end mutual funds, unit investment trust, corporate bonds, preferred securities, structured debt, limited mortgage bonds, master limited partnerships, certain broad-based exchange traded funds, private investments, cryptocurrencies and other digital assets, etc. (“Exempt Security” or “Exempt Transaction”). For some of the Exempt Securities or Exempt Transactions, Employees must pre-clear any trades. In limited exception situations (primarily due to economic hardship), employees may trade in other securities but only subject to compliance pre-approval. The Code of Ethics also requires employees 1) to report personal transactions on a quarterly basis, 2) to file annual personal account disclosures and report securities holdings; and 3) to certify their compliance with the Code of Ethics on a quarterly basis. Certain members of the Third Point Group are from time to time presented with opportunities to make private investments. In such circumstances, subject to the approval of the Investment Manager’s Chief Compliance Officer, such member(s) may be permitted to make such investments. Circumstances in which such approval may be granted include, but are not limited to, where the opportunity to invest was not offered to an Account or the opportunity does not meet, in the Investment Manager’s determination, the criteria for eligible venture capital or private equity investments. Such opportunities include investments in investment advisory businesses and other businesses that may be deemed to be competing with an Account. In limited circumstances, following an investment by a member of the Third Point Group in an opportunity in accordance with the above procedures, the Investment Manager may subsequently have the opportunity to invest in such opportunity (e.g., in a subsequent “round” of financing). At such time, the Investment Manager may determine that it is now appropriate for an Account to invest in such opportunity (for example, if the investment opportunity when initially presented did not satisfy the criteria referred to above, but subsequently satisfies such criteria). In such a situation, an Account may invest in such opportunity and the Investment Manager may, in its sole discretion, permit the original investing member to retain his or her investment in such opportunity and exercise any rights such member may have to make any additional investments in such opportunity, subject to any terms or conditions the Investment Manager deems appropriate to protect the Account’s interests. Restrictions Due to Insider Information We forbid employees from trading, either personally or on behalf of others (including client accounts managed by Third Point), on material non-public information or communicating material non-public information (“inside information”) to others in violation of the federal securities laws. This conduct is frequently referred to as “insider trading”. We have designed and implemented policies and controls in order to monitor the flow of inside information as well as prevent trading on the basis of inside information.

A copy of the Code of Ethics is available upon request. Participation or Interest in Client Transactions Third Point, its affiliates and their respective personnel invest in the Accounts and in securities or other assets in which the Accounts invest subject to applicable law and the firm’s Code of Ethics. Third Point, its related persons and employees have financial interests in one or more of the Accounts either as direct investments, carried interests, indirectly through intermediaries or through the rights of deferred compensation under a deferred incentive fee agreement that Third Point or its related person may have with certain of its Accounts (all such interests will be referred to herein as “proprietary interests”). In some cases, such proprietary interests may exceed 25% of each total Account so that such Account may be deemed to be a proprietary account. For purposes of rebalancing Account portfolios with similar investment strategies, we periodically, through unaffiliated broker-dealers and at the market price, dispose of a particular security from one Account and acquire it for another by crossing the trade among one or more Accounts in order to minimize transaction and market impact costs (“Rebalancing”). In addition to Rebalancing transactions, a cross transaction between Accounts may occur as an “internal cross”, where the Investment Manager instructs the custodian for the Accounts to book the transaction at the price determined in accordance with the Investment Manager’s valuation policy. If the Investment Manager effects an internal cross, the Investment Manager will not receive any fee in connection with the completion of the transaction. Whenever such Rebalancing or internal cross transactions are effected between Accounts that include a proprietary account, such transactions are reviewed by an independent party, which may include a third party client, independent directors of any incorporated Account or independent third party consultant to approve such transactions in order to address potential conflicts of interests. If the Adviser engages in principal transactions, the applicable general partner and the Investment Manager will comply with the requirements of Section 206(3) of the Advisers Act.

The primary consideration in placing portfolio securities transactions with broker-dealers for execution is to obtain, and maintain the availability of, execution at the best net price available and in the most effective manner possible. In selecting broker-dealers to execute transactions and evaluating the reasonableness of the brokerage commissions paid to them, consideration will be given to the following: the ability to effect prompt and reliable executions at favorable prices (including the applicable dealer spread or commission, if any); the operational efficiency with which transactions are effected, taking into account the size of the order and difficulty of execution; the financial strength, integrity and stability of the broker dealer; the firm’s risk in positioning a block of securities; the quality, comprehensiveness and frequency of research services available through the broker-dealer; and the competitiveness of commission rates in comparison with other broker-dealers satisfying Third Point's other selection criteria. We generally seek competitive commission rates, but we will not necessarily pay the lowest commission available. Trading costs are measured and monitored by the Brokerage Committee which reviews, among other things, the costs and quality of executing brokers. Research and Other Soft Dollar Benefits We have entered into soft dollar arrangements where brokerage commissions executed through certain broker-dealers (“Soft Dollar Brokers”) are used to generate “soft dollars” to pay for brokerage and research services (“Soft Dollar Services”) used by Third Point on behalf of certain Accounts. In accumulating soft dollars, we “pay up” or pay more than the lowest available commission. Our intention is for the soft dollar arrangements to be within the “safe harbor” of Section 28(e) of the Securities Exchange Act of 1934. These arrangements may be with Soft Dollar Brokers that provide proprietary research directly or through third party arrangements where the Soft Dollar Services are developed by third parties and the Soft Dollar Broker participates in effecting the transaction. Some of the Soft Dollar Services include: newswire and quotation systems; research reports and information on companies, industries and securities; economic, financial and market data; economic surveys and analyses; recommendations as to specific securities; and consultants that provide specialized data or analysis to specific companies or sectors. If less than 100% of a product or service is used for assistance in our decision-making process, we will consider the product as a “mixed-use” product. With mixed-use products, we will make a good-faith allocation between the research and non-research benefits and will use commissions to pay for only that portion of the product used to formulate investment decisions and will pay for the remainder in hard dollars. With mixed-use products, we have a conflict of interest when determining the allocation of good faith allocation of costs between research and non-research benefits particularly in circumstances where the non-research benefits are not expenses paid for by the Accounts. These services or products would otherwise only be available to us for a cash payment. To the extent we utilize commissions to obtain items that would otherwise be an expense of the Registrant (and not payable by the Accounts), such use of commissions could be viewed as additional compensation to Third Point. This may create a potential conflict of interest between our fiduciary duty to operate the Accounts in their best interest and the desire to receive or direct these soft dollar benefits. As a result of receiving such services or products, there is an incentive for us to use, and continue to use, such brokers and dealers to effect transactions for the Accounts over which we exercise trading discretion so long as such brokers and dealers continue to provide us with such soft dollars credits. We have adopted procedures to monitor all soft dollar activities and maintain effective controls. Brokerage

and research services paid by one Account have in the past and may in the future be used to benefit one or more other Accounts, including Accounts that did not pay for the soft dollar benefits. We do not allocate the relative costs or benefits of research among the Accounts because we believe that the research received is fulfilling our overall responsibilities to our clients. We also have commission sharing arrangements whereby soft dollars, which have been generated, are paid to brokers who have provided research services in the past, in lieu of trading with those brokers. On some occasions, we separate orders and send them to different executing brokers. This results in two separate batch or block trades at approximately the same time for the same securities, which may be executed at different prices or at different brokerage commission rates from one another. This will result in less favorable pricing or commission rates than if they had been executed using block or batch trades. Our personnel receive or give certain gifts from or to broker-dealers or other persons with whom we do business. These gifts include tickets to sporting events, meals and other entertainment, transportation, attendance at seminars or other educational training or informational events, logo items and other items of small value, gifts associated with life events such as birthdays, weddings, anniversaries, and other gifts of more substantial value. The receipt of such gifts and gratuities represents a conflict of interest for us in selecting brokers and dealers and other service providers. Our policy prohibits employees from accepting valuable gifts or entertainment that is not reasonable under the circumstances from any person or entity that does or seeks to do business with or on behalf of Third Point or its clients. Employees are prohibited from accepting gifts of cash or cash equivalents. Employees are also required to pre-clear gifts exceeding certain thresholds, as well as report, on a quarterly basis, the receipt of gifts and entertainment exceeding minimum reporting requirements. From time to time we participate in certain broker-dealer’s charity day programs. We have in the past and may in the future elect, on a specified day, to execute certain trades through the sponsoring broker-dealer and permit it to use a portion of the commissions for charitable purposes, including donations to other broker-dealers that need assistance in natural disaster recovery efforts. However, under such circumstances, we use our best efforts to ensure that commissions paid are consistent with best execution. On occasion, we engage in a “step-out” transaction in which we send part or all of a commission in respect of a transaction to one broker while the transaction is executed by a different broker. Trade Error Policy Gains and losses occasioned by trade errors, whether due to the Adviser, an Account's brokers or counterparties or a combination thereof, will be income or expense of the Accounts, provided the Adviser, in connection with such trade error, acted with the standard of care necessary for exculpation and indemnification of the Adviser under the respective investment management agreement or offering memorandum. Directed Brokerage Separately Managed Accounts may direct us to utilize a particular broker-dealer to execute some or all transactions for the client’s account. In such circumstances, the Separately Managed Account client is responsible for negotiating the terms and arrangements for the account with that broker-dealer. We will not seek better execution services or prices from other broker-dealers or be able to aggregate the Separately Managed Account client's transactions, for execution through other brokers-dealers, with orders for other Accounts. As a result, we may not obtain best execution on behalf of such directing Separately Managed

Account, who may pay materially disparate commissions, greater spreads or other transaction costs, or receive less favorable net prices on transactions for the account than would otherwise be the case. The Registrant does not otherwise recommend, request or require that an Account direct us to execute transactions through a specified broker-dealer. Allocation of Investment Opportunities Certain Accounts have investment objectives, programs, strategies and positions that are similar, in whole or in part, to those of other Accounts, while others conflict or compete with, or have interests adverse to, such Accounts. It is the policy of the Investment Manager to allocate, in good faith, new investment opportunities fairly and equitably over time. Such allocations may be made considering such factors as the Investment Manager determines to be relevant in its sole discretion, including, without limitation, each Account’s interests, investment objectives and restrictions, the amount of leverage to be used, the size of each applicable Account, the size of any applicable portfolio company, risk/return profiles, concentration, portfolio diversification, expected liquidity, tax considerations and other macro and micro factors. In addition, certain Accounts have priority with respect to investment opportunities that may be appropriate for one or more other Accounts. The Investment Manager has adopted procedures to help ensure that allocations do not reflect a practice of favoring or discriminating against an Account or group of Accounts. Account performance is never a factor in trade allocations. When possible, orders in the same security are generally placed on an aggregated basis and typically allocated based on the target allocation (taking into account leverage and such other factors described above) of each participating Account, which may at times reduce the number of securities available for purchase by an Account. The Investment Manager may, however, increase or decrease the amount of securities allocated to an Account to avoid holding odd-lot shares for particular Account(s) or based on such factors and considerations as the Investment Manager determines to be relevant in its sole discretion (including those described above). Each Account that participates in an aggregated order will generally participate at the same share price for each order in that security, and transaction costs generally will be shared pro rata based on each Account’s participation in such transaction. Without limiting the generality of the foregoing, the Investment Manager generally manages the Accounts employing substantially the same investment strategies on a parallel pro rata basis, subject, but not limited, to each Account’s varying interests and stated investment objectives, including the amount of leverage to be used, restrictions, expected liquidity and tax considerations. In addition, for tax, regulatory, operational, administrative or similar reasons, an Account may create a special purpose vehicle to hold one or more investments of such Account. Any such special purpose vehicle will (i) not be considered an Account and (ii) not trade on a parallel basis with any other Accounts (except with respect to such investments held by such special purpose vehicles). The business of the Investment Manager is dynamic and Accounts may conflict or compete with each other in a manner not contemplated herein. The Investment Manager may elect to deviate from the investment allocation methodologies described herein if they determine that it is necessary, advisable or convenient to do so in light of the foregoing or similar considerations.

We receive certain economic benefits from broker-dealers and prime brokers whom we conduct business with that might not be received otherwise. These benefits may include (i) access to an electronic communication network for order entry and account information, (ii) proprietary research and (iii) participation in sponsored research and capital introduction services. While these services are generally provided at no additional cost, we may select certain broker-dealers due to receipt of such services. We understand that the benefits received through these relationships generally do not depend upon the number of transactions directed to or the amount of assets custodied. We compensate certain third parties that refer certain clients to us. Compensation is based upon a percentage of the management and/or incentive fees. We do not charge any portion of the compensation paid to the third parties to clients. Any of such clients placed with the firm by one of such third parties may pay fees to the third party (and not to us) that are separate and in addition to an Account’s management and incentive fees. The Adviser earns monitoring fees and other compensation from certain issuers in which the Accounts invest, transaction counterparties and others. The Adviser may also earn fees in connection with unconsummated transactions. The Adviser or its employees sometimes receive compensation for serving on an issuer’s board of directors. The receipt such fees and other compensation may pose a conflict of interest between the Adviser and the Accounts. This conflict is mitigated by the fact that such fees and reimbursements are generally disclosed in each applicable Fund’s confidential offering materials. The entirety of such fees and expenses offset management fees otherwise payable by the Accounts or are directly reimbursed back to the applicable Accounts.

From time to time the firm and/or its principals are or may be subject to civil litigation. No such litigation has or is expected to result in an adverse disposition. On December 18, 2015, the United States District Court for the District of Columbia entered a final judgment (“2015 Final Judgment”), to which the parties had stipulated and consented, that specifies circumstances when Third Point must file a notification under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (“HSR Act”), requires Third Point to maintain an HSR Act compliance program and designate a compliance officer to achieve compliance with the 2015 Final Judgment, and allows the DOJ certain access and inspection rights for the purpose of determining compliance with the 2015 Final Judgment. The 2015 Final Judgment does not include a monetary fine or, in the Adviser’s judgment, place Third Point under any material limitations in its present or future investment activities. All undertakings set forth in the 2015 Final Judgment have been satisfied. The Hellenic Capital Markets Commission (“HCMC”) identified that TP Lux Holdco SARL sold short shares of publicly traded securities that were not yet approved to be listed for trading by the Athens Exchange during the period May 2, 2014, through May 9, 2014. As a result, the HCMC issued a decision against TP Lux Holdco SARL, imposing a fine of EUR87,200 on Lux Holdco on the basis that it sold the Shares in breach of article 12 (1.b) of EU Regulation 236/2012 on short selling and of recital 8 and article 5 (1.e) of EU Regulation 827/2012 (the “Regulations”). The issue was finalized on November 19, 2018. On December 10, 2019, the United States District Court for the District of Columbia entered a final judgment (“2019 Final Judgment”), to which the parties had stipulated and consented, that imposes a monetary civil penalty of $609,810 against Third Point, specifies circumstances when Third Point must file a notification under the HSR Act, and allows the DOJ certain access and inspection rights for the purpose of determining compliance with the 2019 Final Judgment. On December 18, 2019, Third Point LLC, also a defendant in the action resolved by the 2019 Final Judgment, paid the $609,810 single civil penalty ordered against Third Point Offshore Fund, Ltd., Third Point Ultra Ltd., and Third Point Partners Qualified L.P. The DOJ had alleged in its Complaint that three funds controlled by Third Point acquired the voting securities of Dow Inc. prior to its merger with E.I. du Pont de Nemours & Company. In connection with the acquisition of the Dow shares, the three funds made the required HSR filings. Once the merger was finalized on August 31, 2017, the Dow shares converted to shares of the newly formed DowDuPont Inc. According to the FTC’s position, as a result of that conversion, the Third Point funds were required to make another HSR filing for the shares of the newly formed company. The three Third Point funds made corrective filings with the federal antitrust authorities on November 8, 2017, and the waiting period for those corrective filings expired on December 8, 2017. Third Point is required to comply with the terms of the 2019 Final Judgment during the five years starting on December 10, 2019, unless either (a) after three years from the date of entry, the 2019 Final Judgment is terminated upon notice by the DOJ to the Court and to Third Point that the civil penalty has been paid and that the continuation of the Final Judgment is no longer necessary or in the public interest, or (b) a specified event occurs before the expiration of such five-year period, in which case the 2019 Final Judgment may be terminated upon the occurrence of such event and upon notice by the DOJ, to be provided in DOJ’s sole discretion after receiving a request from Third Point to do so, to the Court that the continuation of the 2019 Final Judgment is no longer necessary or in the public interest. The 2019 Final Judgment does not, in the Adviser’s judgment, place Third Point under any material limitations in its present or future investment activities.

The Investment Manager is not aware of any other material administrative, civil or criminal actions against the Investment Manager or the Accounts.

Position Reviews: We perform various daily, weekly, monthly, quarterly, and other periodic reviews of all Accounts. Our investment and business teams conduct reviews on a regular basis for, among other things, exposures, trade allocations, execution and commissions paid on security transactions, performance comparisons, investment objectives, guidelines and restrictions. In addition, for certain Accounts, the Account’s third-party administrator (“Administrator”) provides daily reviews and reconciliations of cash, positions, and activity to prime brokers to validate that all transactions were executed as initiated and accounted for in a proper manner. Daily profits and losses are reconciled by Adviser back to the Administrator. On a daily basis, for certain Accounts, the Administrator reports reconciliation breaks for resolution by our Operations group. The monthly net asset value calculations are prepared by the Administrator and reviewed by our accounting group. The Private Real Estate Fund’s Administrator provides monthly reviews and reconciliations of cash, positions and activity to loan origination funding/closing statements and other transactions in the fund. Investors in certain Accounts receive monthly capital account statements for their investment as well as monthly and quarterly written updates of activity in their Account and the relevant markets. Investors in the Private Real Estate Fund receive quarterly unaudited financial statements and various other periodic reports as required by the applicable governing documents. Investors in the Funds receive annual audited financial statements of the Account in which they are invested.

The Investment Manager is subject to Rule 206(4)-2 under the Advisers Act (the “Custody Rule”). The Investment Manager generally has custody of the assets of the Accounts as a result of fee payments or the service of certain affiliates as general partners to certain Accounts. As a general matter, the Investment Manager does not have custody of the assets of the CLO Funds or of the assets of certain of the Separately Managed Accounts. Generally, actual custody of client assets is at a broker-dealer, bank or trust company, not with us. Certain Accounts are reconciled, via statements provided by the counterparties and internal proprietary systems, at least weekly between us, the Account administrator and each counterparty. Any breaks are resolved as soon as possible. Wherever possible, the Investment Adviser maintains clients’ Digital Assets with qualified custodians. Digital Assets are also held at exchanges, which take various measures to provide safekeeping for the assets held by those exchanges. The Investment Adviser conducts due diligence on such exchanges prior to utilizing such services. We review our use of prime brokers and custodians periodically and may change them without notice. As such, investors in an applicable Account receive capital account statements on a monthly basis directly from the Accounts’ Administrator. Investors in the Private Real Estate Fund receive monthly valuation notices directly from the fund’s administrator. Investors should carefully review all account statements. In compliance with the Custody Rule, certain Accounts’ financial statements are audited annually, and the financial statements, which are prepared in accordance with GAAP, are distributed to each investor within 120 days of the end of the Account’s fiscal year. The annual audit is conducted by an independent public accountant that is registered with, and subject to regular inspection by, the Public Company Accounting Oversight Board.

We provide investment advisory services to the Accounts on a discretionary basis in a manner consistent with each Account’s investment objectives and restrictions, as set forth in the governing agreements and documents. In providing discretionary investment advisory services, we generally supervise and manage the Account’s portfolio and make investment decisions, without consulting the investors.

Our written policies and procedures require us to vote the Account’s proxies in the interest of maximizing shareholder value. Votes on all matters are determined on a case-by-case basis. We may choose not to participate in a particular proxy, to take no action or not vote if we conclude that the effect on investors’ economic interest or the value of the portfolio holding is indeterminable or insignificant, the potential benefit of voting is outweighed by the cost, or when it is not in the Account’s best interest to vote. Our Analysts are responsible for the recommendation, and the CEO or COO, or in limited circumstances their designee, approves the Analyst’s recommendation and the Operations group executes the vote. Accounts that invest in loans generally do not receive shareholder proxies in connection with securities holdings. Our proxy voting policies and procedures also include guidelines which the Registrant follows if a material conflict arises between the Registrant and the company that is the subject of the proxy or a proponent of a proxy proposal. Records of proxy materials and votes are maintained in our offices. A complete copy of our proxy voting policies, procedures and prior voting history are available to investors upon request.

This section is not applicable to the Adviser.