Kennedy Lewis Management LP: investment adviser

Kennedy Lewis is the investment adviser to the Kennedy Lewis Capital Partners Master Fund LP; Kennedy Lewis Capital Partners Master Fund II LP; Kennedy Lewis Capital Partners Master Fund III LP, Kennedy Lewis Capital Partners Master Fund IV LP, their Delaware onshore feeders, and their Cayman Islands offshore feeder and intermediate funds, as well as certain parallel and co-investment and “funds of one” (collectively, the “Credit Opportunity Funds”). Kennedy Lewis is also the investment adviser to “funds of one” that invest in and/or alongside (i) Kennedy Lewis Senior Loan Fund (the “Senior Loan Fund”), and (ii) Kennedy Lewis Capital Company, an externally-managed, diversified, closed-end investment company that has elected to be regulated as a business development company (the “BDC”). The Senior Loan Fund, the BDC and various funds of one to whom Kennedy Lewis serves as investment adviser are collectively referred to as the “Core Lending Funds.” In addition, Kennedy Lewis, through Kennedy Lewis Land and Residential Advisors LLC (“KLLARA”), its wholly-owned subsidiary, advises Millrose Properties, Inc. (“Millrose Properties”) a publicly traded real estate investment trust (“REIT”) that was created by way of a spin-off from Lennar Corporation in February 2025. As discussed in Item 10 below, Kennedy Lewis is affiliated with (i) investment advisers (the “Affiliated Advisers”), including, without limitation, Kennedy Lewis Capital Holdings LLC, which serves as investment adviser to the BDC, Kennedy Lewis Residential Property Income Advisors LLC, which is the investment adviser to Kennedy Lewis Residential Property Income Company LP (the “KLRES Fund” and, collectively together with the Credit Opportunities Funds and the Core Lending Funds, the “Funds”) and Kennedy Lewis Loan Management LLC (“KLLM”), which is the investment advisor for Kennedy Lewis’ collateralized loan obligation platform (the “KLLM CLOs”) and Kennedy Lewis Advisors (Switzerland) SARL, a relying investment adviser of Kennedy Lewis, which is based in Geneva, Switzerland, and is under common control with Kennedy Lewis and shares certain supervised persons, and (ii) Kennedy Lewis Capital Markets LLC (the “Kennedy Lewis Broker-Dealer”). For information about the investment strategy of Kennedy Lewis, see the discussion under Item 8 below. Further, details regarding the Funds can be found in the respective offering memoranda, limited partnership agreements and other governing documents (the “Governing Documents”). Kennedy Lewis generally manages each Fund pursuant to the objectives specified in the Governing Documents. The Funds’ investors generally do not have the right to restrict the Funds’ investing in certain securities or types of securities. Kennedy Lewis may tailor the advisory services it provides to certain Funds to the extent that certain investments cannot be held by certain Funds for legal, regulatory and/or tax reasons and pursuant to its general investment discretion, with respect to the investment activity of the Funds. Information regarding Kennedy Lewis Capital Holdings LLC and the BDC is provided in the Form ADV for Kennedy Lewis Capital Holdings LLC. Information regarding Kennedy Lewis Loan Management LP and the KLLM CLOs is provided in the Form ADV for Kennedy Lewis Loan Management LLC. Information regarding KLLARA is provided in the Form S-11 for Millrose Properties. As of December 31, 2025, Kennedy Lewis had approximately $11,536,179,487 in regulatory assets under management.1 As of that date, the Firm managed $11,536,179,487 on a discretionary basis and $0 on a non-discretionary basis.

This amount includes unfunded commitments for certain funds that do not currently own any assets.

Except as noted below and with respect to the KLRES Fund and the Senior Loan Fund, the Funds, as to each limited partner, pay Kennedy Lewis either (i) a quarterly management fee calculated at an annual rate of 1.0%-2.0% based on the Commitments (as defined in the Governing Documents), and in some cases an additional 0.50%-2.0% on Actively Invested Capital (as defined in the Governing Documents) as of the first day of each calendar quarter, or (ii) a monthly management fee calculated at an annual rate of 0.9% on Net Asset Value (as defined in the Governing Document) as of the first day of each calendar quarter. With respect to the Credit Opportunity Funds, the terms of the specific tranche of limited partner interests determines whether the management fee is calculated based on Commitments or Actively Invested Capital and after the investment period, the management fee will be calculated based on Actively Invested Capital. The management fee payable by the Credit Opportunity Funds and the Core Lending Funds in any quarterly or monthly period, as applicable, is reduced by the sum of any transaction, management, investment banking, monitoring, closing, topping, break-up or other similar fees received by Kennedy Lewis, the general partner of the applicable Fund, or their affiliates (net of unrecouped partnership expenses that such person has elected to pay on behalf of the applicable Fund). The quarterly management fee is also reduced in an amount equal to the sum of all fees and expenses paid or reimbursed by the applicable Credit Opportunity Fund to placement agents in connection with the offering and sale of limited partnership interests in such Credit Opportunity Fund during the immediately preceding calendar quarter. The KLRES Fund, as to each limited partner, pays Kennedy Lewis a monthly management fee calculated at an annual rate of 1.25% based on the Net Asset Value (as defined in the Governing Documents of the KLRES Fund) of such limited partner’s Interests on such date. The Senior Loan Fund, as to each limited partner, pays Kennedy Lewis a monthly management fee calculated at an annual rate generally of 1.0% based on the Net Asset Value (as defined in the Governing Documents of the Senior Loan Fund) of such limited partner’s Interests on such date. Except as noted below, the general partners of the Funds or their affiliates are also entitled to receive carried interest or similar profit distributions (“Carried Interest”) from the Funds or an allocation equal to 10%12.5% of profits above the set hurdle amount (“Incentive Allocation”). Carried Interest is a performancebased profit allocation based on a share of the income and gains of the assets in each applicable Fund. Carried Interest distributions for the Credit Opportunity Funds are typically 20.0% of distributions after investors have received a return of their capital contributions plus a preferred return. Carried Interest for the Credit Opportunity Funds is not calculated on the basis of unrealized gains and losses while the calculation of Incentive Allocation includes unrealized gains and losses. The calculation of Incentive Allocation for the Senior Loan Fund is based on increases in net asset value. Any loss incurred by a limited partner in the Senior Loan Fund is carried forward so that no Incentive Allocation is owed unless and until losses incurred during a prior period or periods have been recouped, subject to certain adjustments (also referred to as a “High Water Mark”). Carried Interest distributions for the KLRES Fund are typically 12.5-15% of distributions above the set hurdle amount. The specific tranche of limited partner interests determines the Carried Interest percentage for such limited partner in the KLRES Fund. Carried Interest in the KLRES Fund is calculated on the basis

of unrealized gains and losses. The Senior Loan Fund receives an annual Incentive Allocation that is typically 12.5% of each limited partner’s share of profits, provided that at the time of calculation the limited partner’s net asset value exceeds the High Water Mark and is above the set hurdle amount. The Funds have multiple categories of interests or tranches, including a tranche for initial limited partners, which may bear lower fees than those described above. Kennedy Lewis also reserves the right to vary the fees as to particular limited partners by separate agreement and to reduce or waive any fees at any time. Kennedy Lewis waives or reduces the management fees and Carried Interest for its own capital and that of its constituent partners, affiliates, and employees, and family members of the foregoing. Expenses. In addition to paying management fees and Carried Interest or Incentive Allocation, the limited partners of the Funds will also indirectly bear certain expenses charged to the Funds. The Funds were subject to certain costs in connection with their organization, as more particularly described in the Governing Documents. The Funds generally bear their own operating costs. Such fees and expenses will vary but generally include fees, costs, and expenses incurred in connection with the following: (i) the developing, sourcing, investigation, negotiation, structuring, evaluation, acquisition, or disposition of investments and prospective investments, whether or not consummated, including without limitation private placement fees, sales commissions, appraisal fees, taxes, travel expenses, litigation expenses, brokerage fees, underwriting commissions and discounts, fees and expenses related to loan servicers (whether affiliated or not) and other related services, any filing or similar fees, and legal, accounting, investment banking, financial, consulting, information services, professional fees, and expenses related to research products and services (including without limitation, expert consultants and third party consultants/advisors); (ii) the retention of placement agents; (iii) the termination, cancelation, or abandonment of a potential investment that is not consummated (including expenses from any legal, financial, accounting, consulting, or other advisors or any lenders, investment banks, or other financial sources); (iv) the carrying of investments, including without limitation custodial, trustee, record keeping, and other administrative fees; (v) the retention of independent appraisers or other valuation experts; (vi) the maintenance of the books and records of the Funds, their reports, tax returns, Schedules K-1 (or similar schedules) and non-U.S. tax forms, and any communications with the limited partners; (vii) the retention of attorneys and accountants and other service providers relating to Fund matters, including, without limitation, expenses incurred in connection with compliance with the Funds’ Governing Documents, including without limitation, costs of outside legal counsel and any third-party provider of a contract automation and intelligence platform to support compliance with such Governing Documents); (viii) any and all taxes (including interest and penalties) and other governmental charges that may be incurred or payable by the Funds without regard to the status of any limited partner; (ix) any and all insurance policies purchased by the Funds in connection with their activities, including errors, omissions, fidelity, crime, general partner liability, directors’ and officers’ liability, and similar coverage for any person acting on behalf of the Funds; (x) compliance with any law or regulation related to the activities of the Funds; (xi) regulatory filings and reporting requirements, including, without limitation, any preparation and filings in connection with non-U.S. marketing and fundraising, including as related to AIFMD and non-AIFMD investors which seek information about the Funds, Form PF and filings related to, among others, Section 13 and Section 16, Hart Scott Rodino and other antitrust-related matters, and CFIUS to the extent they are in connection with, relate to or derive from a Fund or its investment activities, and expenses associated with certain reporting to existing and prospective investors; (xii) the dissolution, winding up or termination of the Funds; (xiii) the formation and operation of alternative investment vehicles and any special purpose entities, including, without limitation, costs of outside legal counsel and any third-party provider of a contract automation and intelligence platform; (xiv) any amendments, modifications, revisions, or restatements to the constituent documents of the Funds or related entities; (xv) any valuation of the assets of the Funds; (xvi) distributions to the partners or any meeting of the partners (including reasonable transportation, lodging, meals and other expenses of the general partner or Kennedy Lewis in connection therewith); (xvii) any annual or other meetings of the applicable Fund’s limited partner advisory committee, including all reasonable out-of-pocket expenses incurred by members

of such committee; (xviii) the Fund’s indemnification obligations; (xix) the management fees payable to Kennedy Lewis; (xx) administrative proceedings relating to the determination of Fund items at the Fund level undertaken in connection with certain tax matters, including tax audits, including any related administrative settlement and judicial review; and (xxi) solely in respect of the KLRES Fund, fees and expenses incurred in connection with satisfying any REIT Shareholder Requirement (as defined in the Governing Documents of the KLRES Fund). From time to time, Kennedy Lewis has and will engage individuals as third-party advisors, “consultants,” “contractors,” “advisers” and other consultants (collectively, “Advisors”) who are not employees of Kennedy Lewis, but are paid fees for services provided to one or more clients managed by Kennedy Lewis, including services related to Kennedy Lewis’ investment process. Additionally, certain research providers and consultants (“Research Providers”) are engaged with respect to the clients. The terms of these engagements, including compensation arrangements for Advisors and Research Providers, are generally agreed upon between the Firm or Research Provider (or one of their respective affiliates) and Kennedy Lewis at the time of engagement and will vary depending upon the nature of the services provided. These fees and expenses (including travel and lodging expenses) are generally allocated to the client(s) that benefit from the services and are not borne by Kennedy Lewis even if the services of such Advisor or Research Provider are not utilized during the entire term of the engagement. Kennedy Lewis offers investment support services to the portfolio investments certain of the Funds, including members of Kennedy Lewis’ Operational Resource Center (the “ORC”). The terms of engagement, including the compensation arrangements for members of the ORC are generally agreed between the ORC member and Kennedy Lewis (or one of its affiliates or portfolio investments) at the time of engagement and vary depending on the nature of the services provided. In addition to retainers, periodic fees and the reimbursement expenses, members may receive compensation arrangements from portfolio investments composed of a discretionary performance-related bonus, grants of equity and/or co-investment opportunities in the portfolio investments in which such member serves directly as a consultant or adviser and may receive directors’ fees, consulting fees and other compensation from portfolio investments. These fees and expenses are not paid by Kennedy Lewis out of management fees and do not reduce or be offset against the management fee or any other compensation paid to Kennedy Lewis. A member of the Operational Resource Center (an “ORC Member”) shall not be paid a retainer during any period when such member is also receiving a cash salary from a portfolio investment. Furthermore, the Fund shall only pay its pro rata amount of a retainer to an ORC Member relative to any successor or predecessor pooled investment vehicles advised by Kennedy Lewis that benefit from the services of such member. On an annual basis, the Funds’ expenses attributable to the fees of the ORC Members are capped in accordance with the Governing Documents of the applicable Funds. For the avoidance of doubt, ORC Members shall only be compensated in cash by the Fund (i.e., they shall not receive any equity, options or any other portion of any of the Funds’ ownership interests in a portfolio investment). The Funds will bear any extraordinary expenses they may incur, including any litigation, arbitration or settlement expenses involving any such Fund, any investment or entities in which it has an investment or otherwise relating to such investment, and the amount of any judgments or settlements paid in connection therewith. The Funds will also pay or reimburse Kennedy Lewis, the respective Fund general partner, and their affiliates for all expenses incurred in pursuit of an investment that upon initial review appeared to meet a Fund’s investment guidelines and that the Fund undertook efforts in furtherance of investing in, but which

did not become an investment of the Fund (“Unconsummated Transaction Expenses”). Examples of such Unconsummated Transaction Expenses include, but are not limited to, due diligence expenses, commitment fees that become payable in connection with a proposed investment that is not ultimately made; legal, tax, accounting, financing, advisory, and consulting fees and expenses; travel, accommodation and related expenses; transaction fees; brokerage commissions; litigation expenses; printing expenses; any liquidated damages; reverse termination fees and similar payments. The Credit Opportunity Funds invest in the equity and debt tranches of one or more collateralized loan obligations (“CLOs”) to which an affiliate of Kennedy Lewis, Kennedy Lewis Loan Management LLC (“KLLM”), or its affiliate, serves as a collateral manager or adviser (the “KLLM CLOs”). The Credit Opportunity Funds will be obligated to bear their respective proportionate share of KLLM CLO-level administrative expenses, but will not pay management fees or performance compensation with respect to the investments in the KLLM CLOs. However, KLLM will be paid management fees with respect to the tranches of the CLO not purchased by the Credit Opportunity Funds, and the issuance of the CLO may be dependent upon the Credit Opportunity Funds purchasing the debt or equity tranche of the respective CLO. The Credit Opportunity Funds may also invest in the equity tranches of CLOs managed by third party collateral managers, and will be subject to their proportionate share of CLO-level administrative expenses as well as management and performance compensation in these CLO investments. Certain of the Core Lending Funds make investments in the BDC. As a result, these Core Lending Funds will be obligated to bear their respective proportionate share of the BDC expenses, including management fees and incentive fees at the BDC level; provided, however, that the management fee and performance compensation will not be paid at the Core Lending Fund level with respect to the amounts invested in the BDC. The KLRES Fund invests in homebuilder finance opportunities in the United States, continuing the investment strategy employed by the Credit Opportunity Funds (which have a broader overall mandate), through a subsidiary that qualifies as a real estate investment trust within the meaning of Section 856(a) of the U.S. Internal Revenue Code of 1986 (the “Code” and such subsidiary, the “REIT”). The allocation of expenses by Kennedy Lewis between it, the Funds, Affiliated Advisers (as defined below) and Affiliated Adviser clients, and accounts managed by affiliates of Kennedy Lewis and among the Funds and Affiliated Adviser clients represents a conflict of interest for Kennedy Lewis. To address this conflict, Kennedy Lewis has adopted and implemented policies and procedures for the allocation of expenses. If a particular expense relates to one or more Funds or other accounts (including Unconsummated Transaction Expenses), Kennedy Lewis will allocate the expense between it, the Funds, Affiliated Advisers and Affiliated Adviser clients, and accounts managed by affiliates of Kennedy Lewis and among the Funds and any other client accounts in a manner it considers equitable to all accounts and in accordance with its policy. Under this policy, expenses are allocated between and among Funds and other accounts pro rata based on Net Asset Value, Commitments or Actively Invested Capital, as applicable. In addition, certain expenses specific to an investment opportunity may be allocated based on the allocation of the investment opportunity rather than pro rata. Similarly, if an expense is allocable to both Kennedy Lewis and one or more Funds or other accounts, Kennedy Lewis will allocate in a manner it considers equitable to all accounts and in accordance with its policy. The Funds may pay their costs directly, or Kennedy Lewis may advance costs and be reimbursed by the Funds. Kennedy Lewis may bear any of those costs out of its own assets or revenues, but its decision to do so as to some costs or for some periods will not obligate it to do so as to any other costs or to continue doing so for any other periods.

Kennedy Lewis does not currently advise any managed accounts. Should it do so in the future, the fee terms applicable to such advisory relationships will be negotiated on an individual basis and will be outlined in their respective investment management agreements. Additional Compensation and Conflicts of Interest. Supervised persons of Kennedy Lewis receive compensation indirectly in connection with the sale of securities or other investment products through their interest in the Kennedy Lewis Broker-Dealer or its affiliate. See the discussion below in Item 10 for information on the anticipated activities of the Kennedy Lewis Broker-Dealer.

Kennedy Lewis manages multiple Funds and the Affiliated Advisers manage Affiliated Adviser clients, which creates a conflict of interest because Kennedy Lewis and the Affiliated Advisers may have incentive to allocate potentially more favorable investment opportunities to one Fund or account over another, including without limitation an incentive to favor one Fund or account over another based upon a potentially greater management fee, Carried Interest or Incentive Allocation. To address that risk, Kennedy Lewis has adopted and implemented policies and procedures intended to address conflicts of interest that may arise relating to the management of multiple accounts. These procedures, which are described in more detail in Item 16 below, require that Kennedy Lewis allocate investment opportunities in a fair and equitable manner over time.

The Credit Opportunity Funds seek to generate superior risk-adjusted returns by investing in primarily debt or other debt-like securities across the capital structure. The Credit Opportunity Funds generally seek investments with a focus on opportunities primarily in North America and Western Europe with the ability to consider investments focused on other geographic markets. In particular, the Credit Opportunity Funds will predominantly target a non-sponsor lending strategy to capitalize on the needs of middle market companies for alternative sources of funding. Kennedy Lewis engages in non-sponsor-backed lending situations which require rigorous fundamental bottoms-up independent credit analysis, sector expertise and creative structuring. In addition, the Credit Opportunity Funds will dynamically allocate across privately originated asset-backed credit opportunities that are backed by large and diversified pools of financial and hard assets, and will seek to provide highly structured capital solutions to U.S. homebuilders for financing the acquisition of entitled land and the completion of land development. Kennedy Lewis has generally had limited participation in traditional sponsor-backed situations. The Firm believes its direct non-sponsor focused origination approach can provide a combination of: (i) proactive portfolio construction through Kennedy Lewis’ proprietary sourcing channels; (ii) enhanced return given the less competitive lending landscape in non-sponsored companies in complex and evolving industries; (iii) and loans with stricter covenants and terms resulting in greater downside protection. Furthermore, Kennedy Lewis is often the sole-lender in its transactions, or the Firm involves a small cohort of lenders, which significantly reduces the probability that a single credit exposure spans multiple third-party portfolios. This provides investors with greater diversification across industries and companies. Core Lending Funds. The Core Lending Funds seek to invest primarily in debt or other debt-like securities across the capital structure of middle market companies located in the United States and, selectively, in other North American countries and in Europe, with the ability to consider investments focused on other geographic markets. The Core Lending Funds employ a strategy to primarily provide capital to middle market companies, with a focus on direct originations of private loans that are generally first lien, senior secured instruments in performing companies, with return characteristics that Kennedy Lewis believes are appropriate for the Fund to meet its investment objectives. To a lesser extent, the Core Lending Funds expect to invest a portion of its assets in more liquid credit investments such as high yield and/or investment grade bonds, broadly syndicated loans, collateralized loan obligations and other liquid securities, including, cash, cash equivalents, U.S. government securities or high-quality debt securities maturing in one year or less from the time of investment, to, among other things, maintain liquidity before investing in a private loan, while also seeking attractive investment returns. The loans in which the Fund invests will generally pay floating interest rates based on a variable base rate.

In particular, the Core Lending Funds will predominantly target a non-sponsor, senior secured lending strategy to capitalize on the needs of middle market companies for alternative sources of funding; Kennedy Lewis engages in non-sponsor backed lending situations which require rigorous fundamental bottoms-up independent credit analysis, sector expertise and creative structuring. Kennedy Lewis defines non-sponsor deals as debt financings arranged by the credit provider to fund corporate objectives. As a result of Kennedy Lewis’ preference for non-sponsor situations, ownership of the Funds’ target companies generally will include publicly listed companies, founders, management teams, minority equity sponsors and families, but not necessarily “control” oriented private equity managers. Kennedy Lewis has generally had limited participation in traditional sponsor-backed situations. The Firm believes its direct non-sponsor focused origination approach can provide a combination of: (i) proactive portfolio construction through Kennedy Lewis’ proprietary sourcing channels; (ii) enhanced return given the less competitive lending landscape in non-sponsored companies in complex and evolving industries; (iii) and loans with stricter covenants and terms resulting in greater downside protection; these might include financial maintenance covenants, which require the borrower to meet certain financial ratios and other governance rights such as board observation rights or formal board representation. When coupled with Kennedy Lewis’ restructuring and workout expertise, the Firm believes tighter covenants and stronger governance can generally lead to earlier hard defaults which can allow Kennedy Lewis to preserve value. Furthermore, Kennedy Lewis is often the sole-lender in its transactions, or the Firm involves a small cohort of lenders, which significantly reduces the probability that a single credit exposure spans multiple third-party portfolios. This provides investors with greater diversification across industries and companies. Kennedy Lewis expects the Core Lending Funds to generally self-originate senior secured loans and other private debt investments, including broadly syndicated loans, sourced through its network of relationships, including founders, management teams, corporate boards, minority equity owners, portfolio companies, banks and prior financing relationships. These loans flow from Kennedy Lewis’ expansive, existing deal origination efforts across a range of industries and corners of the market that exhibit uncorrelated or counter-cyclical characteristics. The Firm’s experienced team has originated and structured private investments in a variety of macro-economic environments to create diverse portfolios of loans that span multiple industries. Investment Strategy Overviews. With respect to the Funds’ investments, Kennedy Lewis is focused on corners of the market that have been overlooked or displaced by traditional sources of capital and which exhibit uncorrelated or countercyclical properties. Kennedy Lewis seeks to source and gain access to proprietary deal flow through its scalable “verticals” (i.e., Life Sciences, Homebuilder Finance, Build-to-Rent, TMT, Power, Tactical Opportunities and Opportunistic Cyclicals) which have allowed the Firm to repeatedly exploit identified themes in sectors that are contending with or causing some form of industry disruption; Kennedy Lewis will also consider adding new verticals as the team identifies new corners of the market in which Kennedy Lewis can build scalable and differentiated platforms. These verticals are intended to be largely uncorrelated to macroeconomic factors. The Firm believes that orienting around verticals allows Kennedy Lewis to scale resources and create a “moat” around its best ideas and deliver attractive absolute returns. Each vertical is led by a senior investment professional, either at the Partner or Managing Director level, who is responsible for sourcing and underwriting opportunities that are consistent with the Firm’s macroeconomic themes and are in need of creativity and flexible capital; for example, companies that suffer from unsustainable capital structures or that lack access to bank or direct-lending sources of capital. Sourcing deal flow that Kennedy Lewis views as proprietary is critical to its success, and the Firm believes that organizing Kennedy Lewis by vertical brings into focus more attractive private investment opportunities. Furthermore, targeting complex situations has allowed the Firm to capitalize on its in-depth sector knowledge, structuring expertise and problem-solving capabilities. The Firm’s asset selection process emanates from a thorough sector analysis as seen through the lens of

broader macro-economic trends. Kennedy Lewis’ strategy is to first identify sectors that are facing transition or disruption, and the Firm then drills down to understand the forces causing the disruption – regulatory, cyclical, secular related or sparked by innovation. The Firm then evaluate which companies within the affected sector may have an acute need for a capital solution. Lastly, Kennedy Lewis consider the securities and relevant structured capital solution that may best capture the upside through experts analysis and execution. These forces of disruption are not mutually exclusive; often multiple catalysts for disruption are associated with the Firm’s investments. Once Kennedy Lewis identifies a sector in transition, it assesses the cause of that disruption and evaluates the expected duration of those industrial and/or economic forces at the heart of the disturbance. This helps to inform if and to what extent the Firm wants to be invested in the space. It also helps to calibrate what type of risk Kennedy Lewis may be willing to tolerate. Once Kennedy Lewis has thoroughly evaluated the sector, it will seek to identify the contemporary opportunity set that exists within the investable universe of the affected sector. The investment team will then distill its analysis down to finding the best way to exploit its sector view, which includes identifying specific sub-industries and companies. The Firm has found that understanding the causes of the disruption and the expected duration of the transition period, will inform what part of the capital structure the Firm will target for investment. The Credit Opportunity Fund portfolios may consist of, but are not necessarily limited to, leveraged loans, high yield bonds, notes, equity and equity-linked securities, mortgages, liquidation claims, advances, credit derivatives and real assets. Investments may also include other assets or businesses that present an appropriate event-driven or value opportunity. From time to time, the Credit Opportunity Fund portfolios may invest in highly structured investments that are used to fund corporate growth or recapitalize a company. Investments are likely to be in public and private securities or loans of non-investment grade and potentially non-rated issuers. Further, the Funds may make investments in “build-to-rent” investment opportunities. Such “build-to-rent” investments involve the Funds acquiring interests in developments which are constructed for the specific purpose of serving as new single-unit rental properties for tenants. This Item 8 applies to the Credit Opportunity Funds and the KLRES Fund. The Core Lending Funds have a substantially similar strategy to the BDC, which is provided in Item 8 of the Form ADV Part 2A for Kennedy Lewis Capital Holdings LLC. The KLRES Fund portfolio may consist of, but is not necessarily limited to, homebuilder finance investments in the United States, securities issued by the United States Government, cash-flowing real properties located in the United States, mortgage loans and securities backed by commercial or residential real properties, derivative instruments, ISDA agreements and other instruments for hedging or similar purposes. The credit strategy involves substantial risks that should be considered carefully. Certain risk factors that may be considered applicable to the strategy are outlined below. Additional risk factors are outlined in the Governing Documents for the Funds. It should be noted, however, that there may be other risk factors applicable that are not identified but that might still result in material losses. Although Kennedy Lewis may attempt to manage these risks through careful research, ongoing monitoring of investments, and appropriate hedging techniques, there can be no assurance that the securities and other instruments purchased which are the focus of its strategies will increase in value or that the Funds will not incur significant losses. MATERIAL RISKS (INCLUDING SIGNIFICANT OR UNUSUAL RISKS) RELATING TO INVESTMENT STRATEGIES Investment Strategy. The evaluation models and trading techniques used by Kennedy Lewis in implementing the credit strategy may not be successful and may thereby cause the Funds to incur losses on the positions that the Firm initiates. There can be no assurance that transactions will be successful, since their success depends, in part, upon the ability of Kennedy Lewis to predict future changes in market conditions, interest rates and prices of specific securities or assets. In addition, Kennedy Lewis will have broad authority to expand, contract or otherwise change the Funds’ activities. Over time, the strategies

implemented for the Funds could be expected to expand, evolve, and change, perhaps materially. While Kennedy Lewis expects to continue to focus on opportunistic credit, Kennedy Lewis will not be required to implement any particular strategy, whether or not that strategy is specifically described in the Funds’ Governing Documents. A change in investment strategy could expose the capital of the Funds to additional risks. Importance of Kennedy Lewis; Reliance on Key Personnel. The authority to make decisions and exercise business discretion on behalf of the Funds is delegated to Kennedy Lewis. The success of the Funds is therefore expected to significantly depend on the expertise of David Chene, Darren Richman and other key personnel. The death, disability departure or other unavailability of Messrs. Chene or Richman, or any other key personnel could have a material and adverse effect on the Funds and Kennedy Lewis. Concentration of Investments. The Funds will not be as diversified as many other investment funds. While Kennedy Lewis seeks to limit investments that could create excessive concentration in a particular company or industry, the investment management agreements for the Funds do not so require, and the Funds may at times have a relatively large portion of their respective capital exposed to a relatively small number of positions and/or a particular industry. Furthermore, appreciation of a position (or other positions’ depreciation) could cause them to comprise an outsized portion of the Funds’ portfolio, in which case the Funds may not divest such positions. Losses in one or more large positions, or a downturn in an industry in which the Funds are concentrated, could materially adversely affect the Funds’ performance, and could have a materially adverse effect on the Funds’ overall financial condition. Inside Information; Substantial Positions. Kennedy Lewis personnel may receive material nonpublic information about or relating to issuers of securities in which the Funds invest or propose to invest. Under various securities laws (or Kennedy Lewis’ internal policies), this could restrict Kennedy Lewis’ ability to cause the Funds to buy or sell securities of a company for substantial periods when doing so could generate a profit or avoid a loss. If a Fund were to acquire more than certain percentages of the outstanding securities of some companies (determined, under certain circumstances, in combination with amounts held by other Funds or other clients), Kennedy Lewis and/or the Funds could become subject to public reporting requirements and, in some cases, legal and regulatory limits on disposition of those securities. Limits of those kinds could prevent the Funds from disposing of those securities when it otherwise would or at favorable prices. Limited Liquidity of Investments. The markets for many securities and other investments in which a Fund is invested may be thinly traded from time to time. This lack of liquidity and market depth could disadvantage a Fund, both in the realization of the prices which are quoted and in the execution of orders at desired prices or in desired quantities. Also, domestic and international securities exchanges and the SEC and other regulatory authorities have authority to suspend trading in a particular security without notice. The lack of an established, liquid secondary market for certain investments made by a Fund may have an adverse effect on the market value of a Fund’s investments and on a Fund’s ability to dispose of them. Additionally, a Fund’s investments may be subject to certain transfer restrictions that would also contribute to illiquidity. Finally, Fund assets that are typically traded in a liquid market may become illiquid if the applicable trading market tightens as a result of a significant macro-economic shock or for any other reason. Therefore, no assurance can be given that, if a Fund is determined to dispose of a particular investment held by the Fund, it could dispose of such investment at the prevailing market price or the current valuation. Loan Interests Risk. Loan interests generally are subject to restrictions on transfer, and the Funds may be unable to sell loan interests at a time when it may otherwise be desirable to do so or may be able to sell them only at prices that are less than what Kennedy Lewis regards as their fair market value. Accordingly, loan interests may at times be illiquid. Loan interests may be difficult to value and may have extended settlement periods, which expose the Funds to the risk that the receipt of principal and interest payments may be delayed until the loan interest settles. Interests in secured loans have the benefit of collateral and, typically, of restrictive covenants limiting the

ability of the borrower to further encumber its assets. There is a risk that the value of any collateral securing a loan in which the Funds have an interest may decline and that the collateral may not be sufficient to cover the amount owed on the loan. In most loan agreements there is no formal requirement to pledge additional collateral. In the event the borrower defaults, the Fund’s access to the collateral may be limited or delayed by bankruptcy or other insolvency laws. Further, in the event of a default, second lien secured loans will generally be paid only if the value of the collateral exceeds the amount of the borrower’s obligations to the first lien secured lenders, and the remaining collateral may not be sufficient to cover the full amount owed on the loan in which the Funds have an interest. In addition, if a secured loan is foreclosed, the Funds would likely bear the costs and liabilities associated with owning and disposing of the collateral. The collateral may be difficult to sell and the Funds would bear the risk that the collateral may decline in value while the Funds are holding it. The Funds may acquire a loan interest by obtaining an assignment of all or a portion of the interests in a particular loan that are held by an original lender or a prior assignee. As an assignee, a Fund normally will succeed to all rights and obligations of its assignor with respect to the portion of the loan that is being assigned. However, the rights and obligations acquired by the purchaser of a loan assignment may differ from, and be more limited than, those held by the original lenders or the assignor. Alternatively, the Funds may acquire a participation interest in a loan that is held by another party. When a Fund’s loan interest is a participation, the Fund may have less control over the exercise of remedies than the party selling the participation interest, and it normally would not have any direct rights against the borrower. As a participant, the Fund also would be subject to the risk that the party selling the participation interest would not remit the Fund’s pro rata share of loan payments. It may be difficult for the Funds to obtain an accurate picture of a lending bank’s financial condition. Loan interests may not be considered “securities” and purchasers such as the Funds, therefore, may not be entitled to rely on the anti-fraud protections of U.S. federal securities laws. Assumption of Catastrophe Risks; Effects of Public Health Emergencies and Other Catastrophic Events. The Funds may be subject to the risk of loss arising from direct or indirect exposure to various catastrophic events, including the following: hurricanes, earthquakes and other natural disasters; war, terrorism and other armed conflicts; cyberterrorism; major or prolonged power outages or network interruptions; and public health crises, including infectious disease outbreaks, epidemics and pandemics. To the extent that any such event occurs and has a material effect on global financial markets or specific markets or issuers in which the Funds invest (or has a material negative impact on the operations of Kennedy Lewis or service providers), the risks of loss can be substantial and could have a material adverse effect on the Funds and their respective investments. Health crises, such as pandemic and epidemic diseases, as well as other catastrophes that interrupt the expected course of events, such as natural disasters, war or civil disturbance, acts of terrorism, power outages and other unforeseeable and external events, and the public response to or fear of such diseases or events, have and may in the future have an adverse effect on the Funds’ investments and the Firm’s operations. Although it is impossible to predict the precise nature and consequences of these events, or of any political or policy decisions and regulatory changes occasioned by emerging events or uncertainty on applicable laws or regulations that impact the Funds, borrowers and Fund investments, it is clear that these types of events could be adverse and profound. Future outbreaks or other catastrophes could have a material adverse impact on the markets and the economy in general, which could have a material adverse impact on, among other things, the ability of lenders to originate loans, the volume and type of loans originated, and the volume and type of amendments and waivers granted to borrowers and remedial actions taken in the event of a borrower default, each of which could negatively impact the amount and quality of loans available for investment by the Funds and returns to the Funds, among other things. In addition, disruptions in the capital markets caused by a health crisis or other catastrophe may increase the spread between the yields realized on risk-free and higher risk securities, resulting in illiquidity in parts of the capital markets. These and future market disruptions and/or illiquidity would be expected to have an adverse effect on the Funds’ business, financial condition, results of operations and cash flows.

Unfavorable economic conditions also would be expected to increase the Funds’ funding costs, limit the Funds’ access to the capital markets or result in a decision by lenders not to extend credit to the Funds. These types of events could limit investment originations and have a material negative impact on the Fund and borrowers’ operating results and the fair values of the Funds’ debt and equity investments. Geopolitical and Security Risks. The Funds may be affected by an unstable geopolitical climate and sovereign or political risk. Major disturbances such as wars, riots, strikes, blockades, acts of terrorism or outbreaks of associated military or retaliatory action, political upheavals, or the potential for such disturbances or upheavals, or a deterioration in the geopolitical sphere and other tensions between countries or other geopolitical blocs, may contribute to increased market volatility and erosion of consumer, corporate and financial confidence, or otherwise have significant macroeconomic effects on the global economy or regional economies relevant to the operations of the Funds and their investments (including, but not limited to, currency fluctuations and/or other adverse effects on international markets, international trade agreements and/or other existing cross-border cooperation arrangements, whether economic, tax, fiscal, legal, regulatory or otherwise). These factors may lead to or extend a localized or global economic downturn. A climate of uncertainty could result in an adverse impact on the economic, financial, political, social, national or international conditions to which the Fund is exposed, and may reduce the availability of potential investment opportunities. Ongoing conflict (such as resulted from Russia’s invasion of Ukraine in February 2022) or the potential for such conflict may result in significant instability in regional and global financial markets and increase the threat of cyberattacks, nuclear incidents, terrorism, environmental damage and further escalation of geopolitical tensions. Global and local macroeconomic impacts may arise, including increased inflationary pressures, volatility in the price and supply of energy and other commodities, disruption to supply chains, economic pressure caused by movement of displaced persons and significant uncertainty in the business, legal and political environment which are likely to further adversely impact individuals and businesses. The nature and duration of impacts on the business of the Fund are difficult to predict, but could be both severe and long-lasting. Adverse impacts could include increased operating costs (as a result of increased energy and commodity prices, among other things), increased foreign exchange risk, disruption to supplies, loss of customer base and reductions in revenue for the Funds, and adverse impacts on operating margins. These factors could severely impact the Funds’ investments and overall performance, and ultimately the ability of the Funds to achieve their investment objectives. Furthermore, geopolitical relations may further worsen over time, or other geopolitical and trade disputes between countries, trading blocs or other groupings within countries and regions (including the European Union and the Eurozone) may develop or worsen, which could lead to impetus for breaking them up, which might disrupt trade and lead to further instability and geopolitical tension. To the extent any such situation develops or escalates, any or all of the adverse consequences described above could arise, or there could be a range of other adverse consequences which may be difficult or impossible to predict, plan for or mitigate, all of which could have additional significant impacts on the industries and sectors in which the Fund operates. Risks Related to Structured Finance Securities. The investment portfolios of the Funds may include investments in structured finance securities. Structured finance securities are generally debt securities that entitle the holders thereof to receive payments of interest and principal that depend primarily on the cash flow from or sale proceeds of a specified pool of assets, either fixed or revolving, that by their terms convert into cash within a finite time period, together with rights or other assets designed to assure the servicing or timely distribution of proceeds to holders of such securities. Investing in structured finance securities entails various risks, including credit risks, liquidity risks, interest rate risks, market risks, operations risks, structural risks, geographical concentration risks, basis risks and legal risks. Structured finance securities are also subject to the risks of the assets securitized. In particular, they are subject to risks related to the quality of the control systems and procedures used by the parties originating and servicing the securitized assets. Deficiencies in these systems may negatively affect the value of the

securities, including by resulting in higher-than-expected borrower delinquencies or the inability to effectively pursue remedies against borrowers due to defective documentation. Credit Risk. Credit risk is the risk that issuers may fail, or become less able, to pay interest and/or principal when due. Changes in the actual or perceived creditworthiness of an issuer, factors affecting an issuer directly (such as management changes, labor relations, collapse of key suppliers or customers, or material changes in overhead), factors affecting the industry in which a particular issuer operates (such as competition or technological advances) and changes in general social, economic or political conditions can increase the risk of default by an issuer, which may affect a security’s credit quality or value. Entities providing credit or liquidity support also may be affected by these types of changes. Loans to Private Companies. The Funds will include investments in loans to private and middle market companies. Loans to such companies involve a number of particular risks that may not exist in the case of large public companies, including: (i) these companies may have limited financial resources and limited access to additional financing, which may increase the risk of their defaulting on their obligations, leaving creditors such as the Funds dependent on any guarantees or collateral they may have obtained; (ii) these companies frequently have shorter operating histories, narrower product lines and smaller market shares than larger businesses, which render them more vulnerable to competitors’ actions and market conditions, as well as general economic downturns; (iii) there may not be as much information publicly available about these companies as would be available for public companies and such information may not be of the same quality; and (iv) these companies are more likely to depend on the management talents and efforts of a small group of persons; as a result, the death, disability, resignation or termination of one or more of these persons could have a material adverse impact on these companies’ ability to meet their obligations. Subordination. A portion of the Funds’ investments will consist of investments that are subordinate in right of payment and rank junior to other instruments that are secured by or represent an ownership interest in the same pool of assets, and thus, would be subordinated to the prior payment in full of such debt. As a result, such investments have a higher risk of loss. Specifically, the Funds may make investments in subordinated ABS which could subject the Funds to increased risk of losses. In general, losses on an asset securing a loan included in a securitization will be borne first by the equity holder of the asset, then by a cash reserve fund or letter of credit provided by the borrower, if any, and then by the “first loss” subordinated security holder. In the event of default and the exhaustion of any equity support, reserve fund, letter of credit and any classes of securities junior to those in which a Fund invests, the Fund may not be able to recover all of the investment in the securities it purchases. In addition, if the underlying portfolio of assets has been overvalued by the originator, or if the values subsequently decline and, as a result, less collateral is available to satisfy interest and principal payments due on the related ABS, the securities in which the Fund invests may effectively become the “first loss” position behind the more senior securities, which may result in significant losses to the Fund. Investments in Undervalued Assets. The Funds may invest in undervalued assets. The identification of investment opportunities in undervalued assets is a difficult task, and there is no assurance that such opportunities will be successfully recognized or acquired. While investments in undervalued assets offer the opportunity for above-average capital appreciation, these investments involve a high degree of financial risk and can result in substantial losses. Unlisted Equity Securities Risk. The Funds may invest in equity securities that are traded in the over-thecounter (“OTC”) markets. While OTC markets have grown rapidly, many OTC securities trade less frequently and in smaller volumes than exchange-listed securities. The values of these securities may fluctuate more sharply than exchange-listed securities and the Funds may experience some difficulty in acquiring or disposing of positions in these securities at prevailing market prices. Issuers of securities that are not publicly traded may not be subject to public disclosure and other investor protection requirements applicable to publicly-traded securities. Due Diligence Risks. Before making an investment, Kennedy Lewis will assess the strengths and weaknesses of the originators, borrowers, assets, and the underlying investment values, as well as other factors and characteristics that are material to the performance of the potential investment. In making the

assessment and otherwise conducting customary due diligence, Kennedy Lewis will rely on resources available to it and, in some cases, an investigation by third parties. There can be no assurance that the due diligence process undertaken by Kennedy Lewis will uncover all relevant facts or that any investment will be successful. Competition for Investment Opportunities. The Funds operate in a highly competitive market for investment opportunities. The business of identifying, structuring and originating the types of investments targeted by a credit fund is highly competitive and involves a high degree of uncertainty. The Funds’ success will depend, in part, on the ability of the Funds to originate or acquire investments on advantageous terms. The Funds compete with a broad spectrum of lenders and sources of capital, including other public and private investment vehicles, commercial and investment banks, commercial finance companies , insurance companies, CLOs, high yield investors, hedge funds, pension plans, institutional investors and, in certain cases, private credit funds, as well as other current and future clients and accounts managed or advised by the Firm and its affiliates (collectively, “Competitors”), many of which are more well-known or more well established than the Funds. Many Competitors are substantially larger and have considerably more financial and other resources. In general, significant competition is likely. Increased competition for, or a diminishment in the available supply of, qualifying loans or other debt obligations could result in lower yields on investments, which could reduce returns to Limited Partners. Further, over the past several years, an ever-increasing number of Competitors have been or are being formed and/or expanded (and many such existing Competitors have grown in size) and such Competitors have also become more active in the private debt market and other markets targeted by the Funds. These investors may make competing offers for investments identified by the Firm. Additional funds with similar investment objectives may be formed in the future by other unrelated parties. Other funds may have investment objectives that overlap with the Funds, which may create competition for investment opportunities with limited supply. There may be a higher number of opportunistic Competitors entering the market for private credit given the current financial environment. Some Competitors may have a lower cost of funds and access to funding sources that are not available to the Funds, and may have higher risk tolerances or different risk assessments, which could allow them to consider a wider variety of investments and establish more relationships. The competitive pressures could impair the Funds’ business, financial condition and results of operations. Also, as a result of this competition, the Funds may not be able to take advantage of attractive investment opportunities from time to time. The Funds will be subject to various other elements of competition, including interest rates and financing costs; origination standards; convenience; customer service; the size, term and seniority of financing arrangements; and marketing and distribution channels. From time to time there may be influxes of capital directed at lending to borrowers, which may result in a tendency by the highest quality borrowers to borrow from sources other than the Funds such that the Funds’ origination opportunities and its eventual portfolio include a disproportionate number of lower quality borrowers, exacerbating some of the risks outlined here. These competitive pressures could have a material adverse effect on the Funds. It is possible that the Funds will never be fully invested if enough sufficiently attractive investments are not identified. Even if such investments are made, there can be no assurance that such investments will be realized at favorable returns or that the objectives of the Funds will be achieved. The Funds may also incur significant expenses identifying, investigating and attempting to make potential investments that are ultimately not consummated. Inflation Rate Fluctuation. To combat high rates of inflation in the United States, the Federal Reserve aggressively increased its benchmark interest rate in each calendar quarter of 2022. In the first and second quarters of 2023 the Federal Reserve continued its increase in the benchmark interest rate but at a slower pace and in the third and fourth quarters of 2023 the Federal Reserve held the benchmark interest rate steady. The Federal Reserve maintained the benchmark interest rate in the first and second quarters of 2024 and had a benchmark interest rate reduction in the third and fourth quarters of 2024. In 2025, the Federal Reserve made three cuts to the interest rate through the course of the year and has signaled that it will continue to evaluate for further action and/or maintain interest rates over the course of 2026. To the extent that the Funds incur indebtedness, the recent rate changes, and any additional rate increases will impact the cost of such indebtedness and could impact the Funds’ overall performance. The rate increases have already impacted financial markets and any additional fluctuation could adversely affect a Fund’s

investments. Uncertain Exit Strategies. Due to the illiquid nature of some of the Funds’ positions, there can be no assurance that an exit strategy for any given position anticipated by Kennedy Lewis at the time the investment is initiated will necessarily be available. Exit strategies which appear to be viable when an investment is initiated may be precluded by economic, legal, political or other factors by the time the investment is ready to be realized. Collateralized Loans Obligations Risk. Collateralized loan obligations (“CLOs”) are securities backed by an underlying portfolio of loan obligations. CLOs issue classes or “tranches” that vary in risk and yield and may experience substantial losses due to actual defaults, decrease of market value due to collateral defaults and removal of subordinate tranches, market anticipation of defaults and investor aversion to CLO securities as a class. Investments in CLO securities may be riskier and less transparent than direct investments in the underlying loans and debt obligations. The risks of investing in CLOs depend largely on the tranche invested in and the type of the underlying loans in the tranche of the CLO in which the Funds directly or indirectly invests. The tranches in a CLO vary substantially in their risk profile, and debt tranches are more senior than equity tranches. The senior tranches are relatively safer because they have first priority on the collateral in the event of default. As a result, the senior tranches of a CLO generally have a higher credit rating and offer lower coupon rates than the junior tranches, which offer higher coupon rates to compensate for their higher default risk. The Funds may directly or indirectly invest in any level of a CLO’s subordination chain, including subordinated (lower-rated) tranches and residual interests (the lowest tranche). CLOs are typically highly levered and, therefore, the junior debt and equity tranches that the Funds may invest in are subject to a higher risk of total loss and deferral or nonpayment of interest than the more senior tranches to which they are subordinated. In addition, the Funds will generally have the right to receive payments only from the CLOs, and will generally not have direct rights against the underlying borrowers or entities that sponsored the CLOs. CLOs also carry risks including, but not limited to, (i) interest rate risk and credit risk; (ii) limited diversification; (iii) significant leverage; (iv) lower credit quality securities; (v) market illiquidity; (vi) default and recovery rates; (vii) subordination to related CLO senior tranches; (viii) mandatory redemption of CLO senior tranches; (ix) nature of collateral; (x) insolvency; (xi) price volatility; and (xii) spread widening. Investments in CLOs may be subject to certain tax provisions that could result in the Funds incurring tax or recognizing income prior to receiving cash distributions related to such income. CLOs that fail to comply with certain U.S. tax disclosure requirements may be subject to withholding requirements that could adversely affect cash flows. Access to CLO Origination Market. Kennedy Lewis intends for certain of the Funds to invest in the equity tranches of one or more CLOs to which an affiliate of the firm – KLLM or its affiliate – serves as a collateral manager or adviser (the “KLLM CLOs”). The Funds will be obligated to bear its proportionate share of KLLM CLO-level administrative expenses, but will not bear management fees or performance compensation with respect to the Funds’ investments in the KLLM CLO. In connection with the Funds’ investment in a KLLM CLO, the interests of the other equity and debt holders of the KLLM CLO versus the Funds, and therefore the interests of the Firm versus the Funds, may be in conflict, as it is in Kennedy Lewis’ interest for the Funds to invest in and remain invested in the KLLM CLO. However, KLLM will be paid management fees with respect to the tranches of the KLLM CLO not purchased by the Funds and the other Advisor-managed funds and accounts making opportunistic credit investments. The issuance of the KLLM CLO may be dependent upon the Funds and such other Advisor-managed funds and accounts purchasing the debt or equity tranche of the respective KLLM CLO, and accordingly in determining to invest the Funds’ assets in a KLLM CLO, Kennedy Lewis is subject to a conflict of interest. As noted above under “Collateralized Loan Obligation Risk”, the Funds may also invest in the equity and debt tranches of CLOs managed by third party collateral managers, and will be subject to their proportionate share of the CLO-level administrative expenses as well as management fee and performance compensation in these CLO investments. The disposition value of the Funds’ investments may be dependent in part on the Funds’ ability to access the market for CLOs. To the extent such markets are experiencing volatility or otherwise not functioning normally, the market for buyers of the Funds’ investments may be limited. The CLO market, while

developing, is not as deep as other credit markets, and many investors approach CLOs as buy-and-hold investments. Therefore, the liquidity of CLO tranches remains relatively limited and the number of market participants remains relatively small. Interest Rate Risk. In general, the value of the Funds’ investments with interest rate risk, such as debt securities, will move in the direction opposite to movements in interest rates. If interest rates rise, the value of such securities may decline. Debt securities have varying levels of sensitivity to changes in interest rates. Typically, the longer the maturity (i.e., the term of a debt security) or duration (i.e., a measure of the sensitivity of a debt security to changes in market interest rates, based on the entire cash flow associated with the security) of a debt security, the greater the effect a change in interest rates could have on the security’s price. Thus, the Funds’ sensitivity to interest rate risk will increase with any increase in the Funds’ overall duration. Short-term securities tend to react to changes in short-term interest rates, and longterm securities tend to react to changes in long-term interest rates. The link between interest rates and debt security prices tends to be weaker with lower-rated debt securities than with investment grade debt securities. Floating rate securities (including loans) can be less sensitive to interest rate changes. Variable interest rates may reset only periodically and may not rise or decline as much as interest rates in general. In addition, to the extent that the Funds hold borrowed securities and leveraged investments, an increase in interest rates will increase the Funds’ borrowing costs. Investing in High Yield Debt. The Funds may invest in fixed-income securities and other debt obligations which are rated below investment grade or are unrated. These high-yield instruments are regarded as being predominantly speculative as to the issuer’s ability to make payments of principal and interest. Investment in such securities involves substantial risk. Issuers of high-yield debt may be highly leveraged or have enterprise risk that renders unavailable to them more traditional methods of financing. Therefore, the risks associated with acquiring the securities of such issuers generally are greater than is the case with issuers of higher quality. The risk of loss due to default by an issuer is significantly greater for the holders of highyield bonds because such securities may be unsecured and may be subordinated to other creditors of the issuer. There can be no assurance that such events will not occur after the Funds purchase a particular security, in which case the Funds may experience losses and incur costs. Prepayment and Extension Risk. The Funds’ performance could be affected if borrowers pay back principal on certain debt securities, such as mortgage- or asset-backed securities, before or after the market anticipates such payments, shortening or lengthening their duration. Due to a decline in interest rates or an excess in cash flow, a debt security might be called or otherwise converted, prepaid or redeemed before maturity. As a result, the Funds may have to reinvest the proceeds in an investment offering a lower yield, may not benefit from any increase in value that might otherwise result from declining interest rates and may lose any premium it paid to acquire the security. Higher interest rates generally result in slower payoffs, which effectively increase duration, heighten interest rate risk, and increase the potential for price declines. The prices of variable and floating rate securities (including loans) can be less sensitive to prepayment risk. Lender Liability Considerations and Equitable Subordination. In recent years, a number of judicial decisions in the United States have upheld the right of borrowers to sue lenders on the basis of various evolving legal theories (collectively termed “lender liability”). Generally, lender liability is founded upon the premise that lender has violated a duty (whether implied or contractual) of good faith and fair dealing owed to the borrower or has assumed a degree of control over the borrower resulting in a creation of a fiduciary duty owed to the borrower or its other creditors or shareholders. Because of the nature of certain of the Funds’ investments, the Funds could be subject to allegations of lender liability. In addition, under common law principles that in some cases form the basis for lender liability claims, if a lender (i) intentionally takes an action that results in the undercapitalization of a borrower to the detriment of other creditors of such borrower, (ii) engages in other inequitable conduct to the detriment of such other creditors, (iii) engages in fraud with respect to, or makes misrepresentations to, such other creditors or (iv) uses its influence as a stockholder to dominate or control a borrower to the detriment of other creditors of such borrower, a court may elect to subordinate the claim of the offending lending institution to the claims of the disadvantaged creditor or creditors, a remedy called “equitable subordination”. Because of the nature of certain of the investments, the Funds could be subject to claims from creditors of an obligor

that the Funds’ investments issued by such obligor that are held by the Funds should be equitably subordinated. Some of the Funds’ investments may involve investments in which the Funds would not be the lead creditor. It is, accordingly, possible that lender liability or equitable subordination claims affecting the Funds’ investments could arise without the direct involvement of the Funds. Limitations on Remedies. Although the Funds will have certain contractual remedies upon the default by borrowers in relation to certain investments, such as foreclosing on the underlying collateral, certain legal requirements may limit the ability of the Funds to effectively exercise such remedies. Furthermore, the laws with respect to the rights of creditors and other investors in certain jurisdictions in which the Funds may invest may not be comprehensive or well developed, and the procedures for the judicial or other enforcement of such rights may be of limited effectiveness. In particular, in certain state or local jurisdictions, the Funds could experience significant legal difficulties and impediments in taking possession of, or otherwise in enforcing its rights with respect to, certain kinds of collateral. These factors may adversely affect the value and collectability of the investments in such jurisdictions. Non-U.S. Currency Risks. As noted below in “Investing in Non-U.S. Securities and Assets”, the Funds may invest in securities, assets, loans and other instruments within non-U.S. entities and located in nonU.S. countries. In addition, investors in multiple Funds are not located in the jurisdictions in which many investments are made, including non-U.S. investors who invest in Funds making investments within and beyond the United States and U.S. investors who invest in Funds making various U.S.-based and nonU.S.-based investments. If any investments are denominated in non-U.S. currencies and subject to the risk that the value of a particular currency will change in relation to one or more other currencies, including the U.S. dollar, which is the currency in which the books and records of multiple Funds are kept and through which capital contributions and distributions are generally made. Consequently, the return realized on any investment by investors whose functional currency is not the currency of the jurisdiction in which the assets are located may be adversely affected by movements in currency exchange rates, costs of conversion and exchange control regulations, in addition to investment performance itself. Among the factors that may affect currency values are trade balances between nations, the level of short-term interest rates, differences in relative value of similar assets in different currencies, long-term opportunities for investment and capital appreciation, capital repatriation regulations, fluctuating currency exchange rates, application of U.S. and non-U.S. tax rules on cross-border investments, possible imposition of non-U.S. taxes on the Funds and/or their investors with respect to Fund income and potential non-U.S. tax return filing requirements, and geopolitical and security developments. The Funds may incur costs in converting investment proceeds from one currency to another. The General Partner may, but it is under no obligation to, employ hedging techniques to manage exposure, although there can be no assurance that such strategies will be effective. Please refer to “Hedging Transactions” below. In addition, exchange rate fluctuations between the date of an investment and the date of the distributions of proceeds with respect to an investment have an inherent risk of resulting in ultimate net returns of the Funds with respect to each investment being different, in each case, based upon the applicable relative exchange rate fluctuations during the period of such investment among the Euro, the U.S. Dollar and the currency in which such investment was made. Further, currency hedging costs may be disparate for Funds denominated in different currencies. Hedging Transactions. The Funds may use various derivative instruments which may be volatile and speculative, and which may be subject to wide and sudden fluctuations in market value, with a resulting fluctuation in the amount of profits and losses. For example, the Funds may enter into credit default swaps and may either buy protection or sell protection from losses caused by the occurrence of a negotiated default event with respect to an obligation of a corporate or sovereign borrower or obligor. The Funds may enter into interest rate or currency swaps on either an asset- or liability-based basis, depending on whether it is hedging its assets or its liabilities. The parties with which the Funds enter into such derivatives are expected to be banks, broker-dealers and other financial institutions. The Funds may pursue various hedging strategies to reduce its exposure to adverse changes in interest rates. The Funds’ hedging activity will vary in scope based on the level and volatility of interest rates, the type of assets held and other changing market conditions. Interest rate hedging may fail to protect or could

adversely affect the Funds because, among other things: (i) interest rate hedging can be expensive, particularly during periods of rising and volatile interest rates; (ii) available interest rate hedges may not correspond directly with the interest rate risk for which protection is sought; (iii) due to a credit loss, the duration of the hedge may not match the duration of the related liability; (iv) the credit quality of the hedging counterparty owing money on the hedge may be downgraded to such an extent that it impairs the Fund’s ability to sell or assign its side of the hedging transaction; (v) currency exchange rates across jurisdictions; and (vi) the hedging counterparty owing money in the hedging transaction may default on its obligation to pay. The Funds’ hedging transactions, which are intended to limit losses, may actually adversely affect its earnings, which could reduce the cash available for distribution to the Partners. There is no assurance that hedging transactions will be successful in limiting losses. Leverage of Borrower Companies. Because Fund investments may include securities of companies or special purpose vehicles with leveraged capital structures, such investments will be subject to increased exposure to adverse economic factors such as an increase in interest rates, a downturn in the economy or further deterioration in the economic conditions of such entities or their industry. Similarly, the Funds may invest in entities or assets that are unable to generate sufficient cash flow to meet principal and interest payments on their indebtedness. Accordingly, the value of a Funds’ investment in such an entity or asset could be significantly reduced or even eliminated due to further credit deterioration. Financial Leverage. Kennedy Lewis may use financial leverage for any purpose in managing the Funds, including increasing investment capacity, covering operating expenses and making distribution payments or for clearance of transactions, subject to the limitations set forth in the Governing Documents. The leveraged capital structure of the investments made by the Funds will increase the exposure to adverse economic conditions such as rising interest rates, a downturn in the economy or deterioration in the conditions of the Funds’ investments. Borrowing money to purchase a financial instrument may provide the Funds’ portfolio with the opportunity for greater capital appreciation but at the same time will increase the portfolio’s risk of loss with respect to that instrument. Although the use of leverage increases returns to a Fund if it earns a greater return on the incremental investments purchased with the borrowed funds than it pays for such funds, the use of leverage decreases returns to a Fund if it fails to earn as much on such incremental investments as it pays for such funds. In addition, unanticipated increases in applicable margin requirements could adversely affect the liquidity of the Fund and therefore also adversely affect its performance. Financially Troubled Issuers. The Funds may invest in investments issued by companies in weak and/or deteriorating financial condition, experiencing poor operating results, needing substantial capital investment, or involved in bankruptcy reorganization proceedings. Investments of this type may involve substantial financial and business risks, which may be increased by an inability to obtain reliable information about the issuers. Such investments can result in significant or even total loss of the capital invested in the issuer and may be illiquid. Among the risks inherent in investments in financially troubled issuers is the fact that it frequently may be difficult to obtain information as to the true condition of such issuers. Such investments also may be adversely affected by laws relating to, among other things, fraudulent transfers and other voidable transfers or payments, lender liability, and a tribunal’s power to disallow, reduce, subordinate, or disenfranchise particular claims. The market prices of such securities are also subject to abrupt and erratic market movements and above-average price volatility, and the spread between the bid and asked prices of such securities may be greater than those prevailing in other securities markets. It may take a number of years for the market price of such securities to reflect their intrinsic value. In liquidation (both in and out of bankruptcy) and other forms of corporate reorganization, there exists the risk that the reorganization either will be unsuccessful (due to, for example, failure to obtain requisite approvals), will be delayed (e.g., until various liabilities, actual or contingent, have been satisfied) or will result in a distribution of cash or a new security the value of which will be less than the purchase price to the Fund of the security in respect to which such distribution was made. Nature of Reorganization Proceedings. Investments in the debt or equity of companies or assets involved in reorganization proceedings typically entail a number of risks that do not normally apply to investments

in financially sound companies. For example, if the evaluation undertaken by Kennedy Lewis of the anticipated outcome of a reorganization or the timing of such outcome should prove incorrect, the Funds could experience losses. Furthermore, if the financial difficulties of such companies are not overcome, such companies may default on their financial obligations and may become subject to bankruptcy proceedings. Such investments by the Funds could, in certain circumstances, subject the Funds to certain additional potential liabilities that may exceed the value of the Funds’ original investment therein. A wide variety of considerations make any evaluation of the outcome of an investment in such a company uncertain. Such considerations include, for example, the possibility of litigation between the participants in a reorganization or liquidation proceeding or a requirement to obtain mandatory or discretionary consents from various governmental authorities or others. The uncertainties inherent in evaluating such investments may be increased by legal and practical considerations which limit the access of Kennedy Lewis to reliable and timely information concerning material developments affecting a company, or which cause lengthy delays in the completion of a reorganization or liquidation proceeding. Competition from other investors may also render it difficult or impossible for the Funds to achieve intended results or promptly effect transactions. Some of the investments of the Funds may require active monitoring and representation on official and unofficial creditors’ committees for the company. Accordingly, the Funds may, but are not obligated to, seek representation on such committees from time to time if Kennedy Lewis determines that such representation is necessary or advisable to protect or further the Funds’ interests. Serving on an official or unofficial committee increases the possibility that a Fund will be deemed an “insider” or a “fiduciary” of the company it has so assisted and may restrict the Fund’s trading of its investments in such company. Should such assistance be provided before a company enters bankruptcy proceedings, the Bankruptcy Court, under certain conditions such as a finding of fraud or inequitable conduct, may invoke the doctrine of “equitable subordination” with respect to any claim or equity interest held by the Fund in such company and subordinate any such claim or equity interest in whole or in part to other claims or equity interests in such company. Claims of equitable subordination may also arise outside of the context of the Fund’s managerial activities. Political and Economic Conditions. The Funds’ investments may be adversely affected by changes in economic conditions or political events that are beyond their control. For example, a stock market downturn, the outbreak of hostilities towards the United States, or the death of a major political figure may have significant adverse effects on the Funds’ investment results. Other factors, such as changes in U.S. federal or state tax laws, U.S. federal or state securities laws, bank regulatory policies or accounting standards, may make corporate acquisitions less desirable. Similarly, legislative acts, the New York Stock Exchange, the Financial Industry Regulatory Authority or other governmental or quasi-governmental bodies, agencies and regulatory organizations may make the business of the Funds less attractive. Projections. The Funds may make investments relying upon projections developed by Kennedy Lewis or a portfolio company concerning such company’s or an asset’s future performance and cash flow. Projections are inherently uncertain and subject to factors beyond the control of Kennedy Lewis and the portfolio company or asset in question. The inaccuracy of certain assumptions, the failure to satisfy certain financial requirements and the occurrence of unforeseen events could impair the ability of a portfolio company or asset to realize projected values and/or cash flow. Investments in Different Parts of the Capital Structure. The holders of classes of securities that differ from the class of securities owned by the Funds may control the exercise of remedies in connection with such securities. Such exercise of remedies by a holder of a different class of securities may be in conflict with the interests of the Funds. Kennedy Lewis or its affiliates may own classes of securities which are more senior or more subordinate than certain of the securities owned by the Funds which may result in certain conflicts of interest as described further below in “Investments in the Same Portfolio Company”. Uncertain Value of Investments. The Funds value portfolio holdings at their fair value in accordance Kennedy Lewis’ valuation policy. The fair value of securities that are not publicly traded may not be readily determinable. As a result, there will be uncertainty as to the value of these investments. Because these valuations are subjective, the fair value of the Funds’ assets may fluctuate over short periods of time and

the determinations of fair value may differ materially from the values that would have been used if a ready market for the securities existed. Investing in Non-U.S. Securities and Assets. The Funds may invest in securities, assets, loans and other instruments of non-U.S. corporations and non-U.S. countries. Investing in the securities of companies (and, from time to time, governments) in non-U.S. countries involves certain considerations not usually associated with investing in securities of U.S. companies or the U.S. government, including, among other things, political and economic considerations, such as greater risks of expropriation, confiscatory taxation, imposition of withholding or other taxes on dividends, interest, capital gains or other income, nationalization and general social, political and economic instability. The small size of the securities and financial markets in such countries and the low volume of trading resulting in potential lack of liquidity and in price volatility, fluctuations in the rate of exchange between currencies and costs associated with currency conversion and certain government policies may restrict the Funds’ investment opportunities. In addition, accounting and financial reporting standards that prevail in non-U.S. countries generally are not equivalent to U.S. standards and, consequently, less information is available to investors in companies located in non-U.S. countries than is available to investors in companies located in the United States. There is also less regulation, generally, of the securities and financial markets in non-U.S. countries, than there is in the United States. Secondary Transactions. The Funds may invest in privately negotiated investments in existing investment funds acquired in the secondary market (such investments, “Secondary Fund Investments”). Secondary Fund Investments may result in the Funds acquiring contingent liabilities of the seller of the interest. More specifically, where the seller has received distributions from the relevant private investment fund and, subsequently, that private investment fund recalls one or more of these distributions, the Funds (as the purchasers of the interest to which such distributions are attributable and not the seller) may be obligated to return monies equivalent to such distributions to the private investment fund. While the Funds may, in turn, make a claim against the seller of such interest for any such monies so paid to the private investment fund, there can be no assurance that the Funds would prevail in relation to such a claim. Further, the underlying funds in which the Funds invest may impose performance-based allocations or fees, management fees and other expenses which will typically be borne by the Funds and are likely to be significant. Investments in Pooled Vehicles Sponsored or Advised by Third-Parties. In addition to Secondary Fund Investments, the Funds may make other investments in the securities of other pooled investment vehicles sponsored or advised by third-parties (such pooled investment vehicles, the “Third-Party Funds”). Although Kennedy Lewis believes the Third-Party Funds invest the Third-Party Fund’s assets with the highest level of integrity, the Firm has no control over the day-to-day operations of the Third-Party Fund or its management. As a result, there can be no assurance that the management of any Third-Party Fund conforms its conduct to these standards. Kennedy Lewis may not be provided with detailed information regarding all the investments made by any Third-Party Fund. In addition, management of the Third-Party Fund could engage in improper or fraudulent conduct, including unauthorized changes in investment strategy, misappropriation of assets and unsupportable valuations of portfolio investments. Even in the absence of fraud, any Third-Party Fund may not be able to achieve its investment objective and the Funds may lose their investments in any Third-Party Fund. The Funds and Kennedy Lewis may rely upon representations made by the management of the Third-Party Fund, as well as the Third-Party Fund’s service providers. Similar risks apply to Secondary Fund Investments. As a result of the foregoing, the Funds could suffer losses. Further, the Third-Party Funds in which the Funds invest may impose performance-based allocations or fees, management fees and other expenses which will typically be borne by the Funds and are likely to be significant. Counterparty, Custodian and Credit Risk. To the extent that contracts for investment will be entered into between a Fund and a market counterparty as principal (and not as agent), the Funds will be exposed to the risk that the market counterparty may, in an insolvency or similar event, be unable to meet its contractual obligations to the Funds. The Funds may have a limited number of potential counterparties for certain of

its investments, which may significantly impair a Fund’s ability to reduce its exposure to counterparty risk. In addition, difficulty reaching an agreement with any single counterparty could limit or eliminate the Funds’ ability to execute such investments altogether. Because certain purchases, sales, hedging, financing arrangements (including the lending of portfolio securities) and derivative instruments in which the Funds will engage are not traded on an exchange but are instead traded between counterparties based on contractual relationships, the Funds will be subject to the risk that a counterparty will not perform its obligations under the related contracts. There can be no assurance that a counterparty will not default and that the Fund will not sustain a loss on a transaction as a result. The Funds and companies in which the Funds invest may also maintain deposits or other assets at U.S. or non-U.S. banks which may exceed the level at which deposits are guaranteed. There can be no assurance that a custodial bank will not experience difficulties or fail or that the Funds and their portfolio companies will not experience delays or an inability to access deposits or other assets. Cybersecurity Risks. Kennedy Lewis’ business is highly dependent on its communications and information systems. Any failure, interruption or unauthorized access to these systems could cause delays or other problems in Kennedy Lewis’ securities trading activities, which could have a material adverse effect on the Funds. System breaches in particular are evolving and include, but are not limited to, malicious software, attempts to gain unauthorized access to data, and other electronic security breaches that could result in disruptions of Kennedy Lewis’ communications and information systems, unauthorized release of confidential or proprietary information and damage or corruption of data. These events could lead to higher operating costs from remedial actions, loss of business and potential liability. Risks of Using Asset and Loan Servicers and Originators. The value of the Funds’ investments may be dependent on the satisfactory performance of servicing obligations by the servicer. If a servicer is unable to perform all of its obligations, it could result in reductions or delays in the payments on certain investments. It is possible that the resignation or termination of a servicer and the transfer of the rights, duties and obligations of such servicer to a new servicer could adversely affect the servicing of loans held by the Funds. For example, transfers of servicing involve the risk of disruption in collections due to data input errors, misapplied or misdirected payments, system incompatibilities and other reasons. If such a transfer were to take place, the rate of delinquencies and defaults on the loans could increase, resulting in reductions or delays in the payments on the Funds’ investments. In addition, there has been recent litigation against sponsors, originators, depositors, servicers and trustees of mortgage-backed securities. If such an entity which is providing services to the loans held by the Funds becomes subject to litigation relating to loans, this may increase the costs of using such servicer as well as affect the ability of such servicer to perform its obligations. No assurance can be made as to the effect that such a litigation may have on the Funds. Availability of Land at Reasonable Prices. The future growth of the Funds’ homebuilder finance strategy depends upon the Funds’ ability to identify and successfully acquire and finance attractive land parcels for its homebuilder counterparties to develop at reasonable prices. The Funds’ ability to acquire and finance land parcels for new projects may be adversely affected by changes in the general availability of land parcels, the willingness of land sellers to sell land parcels at reasonable prices, competition for available land parcels, availability of financing to acquire land parcels, zoning and other market conditions. If the supply of land parcels appropriate for development of projects is limited because of these factors, or for any other reason, the Funds’ ability to grow could be significantly limited. To the extent that the Funds are unable to purchase land parcels in a timely manner or enter into new contracts for the purchase of land parcels at reasonable prices, its revenue could be materially and adversely affected. Land Development and Inventory. Risks inherent in controlling, purchasing, financing and holding land for new home construction are substantial. The Funds bear the risks of land development by their homebuilder clients due to the Funds’ initial ownership of the purchased land. The risks inherent in purchasing and developing land parcels increase as consumer demand for housing decreases and the holding period increases. As a result, the Funds may purchase and finance land parcels on which homes cannot be profitably built and sold. In certain circumstances, a grant of entitlements or development agreement with respect to a particular parcel of land may include restrictions on the transfer of such

entitlements to a buyer of such land, which could negatively impact the price of such entitled land by restricting the Funds’ ability to sell it for its full entitled value. In addition, inventory carrying costs can be significant and can result in reduced margins or losses in poorly performing communities or markets. The Funds’ homebuilding clients take a significant amount of time to develop land and require a substantial cash investment. The time and investment required for development may adversely impact the Funds’ business or returns. Additionally, deteriorating market conditions could cause the Funds to record significant inventory impairment charges. The recording of a significant inventory impairment could negatively affect the Funds’ earnings and negatively impact the market perception of its business. Environmental Regulations. The Funds’ homebuilder counterparties are subject to a variety of local, state and federal statutes, ordinances, rules and regulations concerning the protection of health and the environment, including those regulating the emission or discharge of materials into the environment, the management of storm water runoff at construction sites, the handling, use, storage and disposal of hazardous substances, impacts to wetlands and other sensitive environments, and the remediation of contamination at properties that the Funds own and their homebuilder clients develop. In addition, state and local jurisdictions have in recent years enacted regulations that require new homes to be more energy efficient than existing homes, or have mandated energy efficient features, such as solar panels, be included in new construction. Environmental regulations may cause delays, may cause the Funds’ homebuilder counterparties to incur substantial compliance, remediation or other costs, and can prohibit or severely restrict development activity. In addition, noncompliance with these regulations could result in fines and penalties, obligations to remediate, permit revocations or other sanctions. In addition, contamination or other environmental conditions at or in the vicinity of the Funds’ land parcels, whether or not the Funds’ homebuilder counterparties were responsible for such conditions, may result in claims against the Funds and their homebuilder counterparties for personal injury, property damage or other losses. Additionally, increased governmental and societal attention to environmental, social, and governance (“ESG”) matters, including expanding mandatory and voluntary reporting, diligence, and disclosure on topics such as climate change, human capital, labor and risk oversight, could expand the nature, scope, and complexity of matters that the Funds are required to control, assess and report. These factors may increase the ongoing costs of compliance and adversely impact the Funds’ results of operations and cash flows. Utility and Resource Shortages. Several of the markets in which the Funds’ homebuilder counterparties operate or may operate in the future have historically been subject to utility and resource shortages, including significant changes to the availability of electricity and water and seasonal fluctuation in the ability of certain commodities, particularly lumber. Shortages of natural resources may make it more difficult for the Funds’ homebuilder counterparties to obtain regulatory approval of new developments. Material fluctuations in utility and resource costs across the markets are due, in part, to rising inflation and supply chain disruptions, and the Funds’ homebuilder clients may incur additional costs as a result. Furthermore, these shortages and rate fluctuations may adversely affect the regional economies in which the Funds operate, which may reduce demand for its lots and negatively affect its business and results of operations. Expenditures Prior to Construction. The Funds’ homebuilder clients will incur significant costs prior to construction. These include costs of installing roads, sewers, water systems and other utilities, taxes and other costs related to ownership of the land on which the homes will be built. Completion times vary on a building-by-building basis depending on the complexity of the project, its stage of development when acquired and the regulatory and community issues involved. As a result of these potential delays in the completion, the Funds face the risk that demand for housing may decline during this period and the Funds may be forced to sell lots for prices that generate lower profit margins than it initially anticipated. Furthermore, if the homebuilder’s construction is delayed, the Funds may face increased costs as a result of inflation or other causes and/or asset carrying costs (including interest on funds used to acquire the land). These costs can be significant and can adversely affect the Funds’ operating results. Risks of Lending Secured by Real Estate. The value of the homebuilder finance investments may be

detrimentally affected if there is a decline in the value of the related real estate assets. To that extent, the Funds will be subject to the risks generally incident to the ownership of real property, including: uncertainty of cash flow to meet fixed and other obligations; adverse changes in the overall real estate market, local real estate conditions, population trends, neighborhood values, community conditions, general economic conditions, local employment conditions, interest rates and real estate tax rates; changes in fiscal policies; changes in applicable laws and regulations (including tax laws); the financial condition of tenants, buyers and sellers of properties; supply of or demand for competing properties in an area; accelerated construction activity; the availability of financing; and real estate tax rates; competition based on rental rates; energy and supply shortages; governmental regulations; and uninsured losses and other risks that are beyond the control of Kennedy Lewis. Further, land developers and real estate assets are subject to federal and state environmental laws, regulations and administrative rulings which, among other things, establish standards for the treatment, storage and disposal of solid and hazardous waste. Real property owners are subject to federal and state environmental laws which impose joint and several liability on past and present owners and users of real property for hazardous substance remediation and removal costs. In particular, federal and state laws require the removal or encapsulation of asbestos-containing material when such material is in poor condition or in the event of construction, demolition, remodeling or renovation, and may also require the removal of underground storage tanks. In addition, investments in real estate or interests in real estate are illiquid and subject to industry cycles, downturns in demand and market disruptions. Investment in CLOs Managed by Kennedy Lewis Affiliate. The Funds may invest in the equity tranches of one or more CLOs to which an affiliate of KLLM or its affiliate – serves as a collateral manager or adviser. The Funds will be obligated to bear their respective proportionate share of CLO-level administrative expenses, but will not pay management fees or performance compensation with respect to the investments in the CLO. In connection with the Funds’ investment in a CLO, the interests of the other equity and debt holders of the CLO and the Funds, and therefore the interests of Kennedy Lewis and the Funds, may be in conflict, as it is in Kennedy Lewis’ interest for the Funds to invest in and remain invested in the CLO. Market Risk; Downturn in the Real Estate, Land Development and Homebuilding Industry. The residential land financing, development and homebuilding industry is cyclical and highly sensitive to changes in general and local economic, real estate or other business conditions that are outside of the Funds’ control and could reduce the demand for homes. Critical factors impacting the Funds include changes in the number of buyers and sellers of properties; increases in the availability of supply of property relative to demand; changes in availability of financing; increases in interest rates, real estate tax rates; risks and operating problems arising out of the presence of certain construction materials; overall consumer confidence and the confidence of potential homebuyers in particular; the supply of and prices for available new or existing homes, including lender-owned homes acquired through foreclosures and short sales and homes held for sale by investors and speculators, and other housing alternatives, such as apartments and other residential rental property as well as acts of God, uninsurable losses and other factors which are beyond the control of the Funds. Adverse Real Estate Market Conditions. The Funds’ homebuilder finance strategy may be adversely affected by periods of economic slowdown or recession, which may be accompanied by decreased demand and declining real estate values. Any material decline in real estate values reduces the ability of borrowers to use equity to support borrowings and increases the loan-to-value ratios of loans previously made, thereby weakening collateral coverage and increasing the possibility of a loss in the event of default. Delinquencies, foreclosures and losses generally increase during economic slowdowns and recessions. In addition, the prices for investment sales, and the prices, terms and conditions for investment refinancing may be threatened by unanticipated declines in various economic environments – thereby reducing or extinguishing anticipated returns of capital and projected returns. Risks Associated with Investments in Portfolio Companies in Regulated Industries. Certain industries are heavily regulated. The Funds may make loans to borrowers operating in industries that are subject to greater amounts of regulation than other industries generally. These more highly regulated industries may

include, among others, healthcare, media and telecommunications, energy and power and gaming. Investments in borrowers that are subject to a high level of governmental regulation pose additional risks relative to loans to other companies generally. Changes in applicable laws or regulations, or in the interpretations of these laws and regulations, could result in increased compliance costs or the need for additional capital expenditures. If a portfolio company fails to comply with these requirements, it could also be subject to civil or criminal liability and the imposition of fines. A portfolio company also could be materially and adversely affected as a result of statutory or regulatory changes or judicial or administrative interpretations of existing laws and regulations that impose more comprehensive or stringent requirements on such company. Governments have considerable discretion in implementing regulations that could impact a portfolio company’s business, and governments may be influenced by political considerations and may make decisions that adversely affect a portfolio company’s business. Additionally, certain portfolio companies may have a unionized workforce or employees who are covered by a collective bargaining agreement, which could subject any such portfolio company’s activities and labor relations matters to complex laws and regulations relating thereto. Moreover, a portfolio company’s operations and profitability could suffer if it experiences labor relations problems. A work stoppage at one or more of any such portfolio company’s facilities could have a material adverse effect on its business, results of operations and financial condition. Any such problems additionally may bring scrutiny and attention to the Funds, which could adversely affect the Funds’ ability to implement their investment objectives. Media; Telecommunications; Technology Companies. The Funds may make investments in the telecommunications industry, the media industry and the technology industry. Certain telecommunications, media and technology and related companies face significant risks, including, without limitation, regulatory, operational, technological and competitive risks. The telecommunications and media industries experience significant technological change, including improvements in the capacity and quality of currently deployed technology. This causes uncertainty about future customer demand for products and services and the prices that the companies will be able to charge for these services. The rapid change in technology may lead to the development of alternative products and services that consumers prefer over existing offerings. Certain of the technology and technology-related companies in which the Funds invest in or lend to may allocate, or may have allocated, greater than usual amounts to research and product development. Such companies in which the Funds invest could be adversely affected by lack of commercial acceptance of a new product or services or by technological change and obsolescence. Further, many companies with proprietary technology rely on a combination of patent, copyright, trademark and trade secret protection and non-disclosure agreements to establish and protect their proprietary rights, which may be essential to the growth and profitability of the company. There can be no assurance that a particular company will be able to protect these rights or will have the financial resources to do so, or that competitors will not develop or patent technologies that are substantially equivalent or superior to the technology of a company in which the Funds invest in or lend to. Conversely, other companies may make infringement claims against a company in which the Funds invest in or lend to, which could have a material adverse effect on such company. The markets in which many telecommunications, media, and technology companies operate are extremely competitive. New technologies and improved products and services are continually being developed, rendering older technologies, products and services obsolete. Moreover, competition can result in significant downward pressure on pricing. Current and potential competitors in telecommunications and media include long distance companies, local telephone companies, cable companies, wireless operators, broadcast networks, cable networks, television stations, radio broadcasters, publishers, videogame developers and distributors, advertising companies, entertainment and leisure companies, Internet service providers, electric utilities and other companies that offer network services and media content and delivery. Current and potential competitors in technology include communications equipment providers, software companies, hardware providers and semiconductor companies among others. Many of these companies have a strong market presence, brand recognition and existing customer relationships, all of which contribute to intensifying competition and may affect the growth prospects of the

telecommunications industry, the media industry and the technology industry. The competition is likely to intensify as a result of the entrance of new competitors and the rapid development of new technologies, products, and services. There can be no assurance that companies in which the Funds may invest will be able to successfully predict which of many possible future technologies, products, or services will be important to maintain a competitive position or what expenditures will be required to develop and provide these technologies, products or services. Energy Investments. The Funds may make investments in the energy sector, which is typically regulated to varying degrees, including with respect to electric generation and transmission as well as oil, natural gas and coal production, storage, handling, processing, and transportation. Statutory and regulatory requirements may include restrictions imposed by energy, zoning, and land use, safety, labor and other regulatory or political authorities. Borrowers or issuers in the energy industry in which the Funds invest may be significantly affected by competition from new and existing market entrants, obsolescence of technology, short product cycles, varying prices and profits, commodity price volatility, changes in exchange rates, imposition of import controls, depletion of resources, technological developments and general economic conditions, fluctuations in energy prices and supply and demand of alternative energy fuels, energy conservation, the success of exploration projects and tax and other governmental regulations. It is possible that changes to applicable regulations or regulatory practice could have adverse consequences for an investment of the Funds. Ordinary operation or the occurrence of an accident with respect to an energy asset could cause major environmental damage, which may result in significant financial distress to such asset. In addition, persons who arrange for the treatment of hazardous materials may also be liable for the costs of removal or remediation of these materials at the disposal or treatment facility, whether or not that facility is or ever was owned or operated by those persons. Certain environmental laws and regulations may require that an owner or operator of an energy asset address prior environmental contamination, which could involve substantial cost. Such laws and regulations often impose liability without regard to whether the owner or operator knew of, or was responsible for, the release or presence of environmental contamination. Companies in which the Funds invest in the energy sector may be exposed to substantial risk of loss from environmental claims, including in respect of investments made in assets with undisclosed or unknown environmental problems or as to which inadequate reserves had been established. Environmental claims with respect to a specific investment may exceed the value of such investment, and under certain circumstances, subject the other assets of the Funds to such liabilities. Even in cases where the Funds is indemnified by the company with respect to an investment against liabilities arising out of violations of environmental laws and regulations, there can be no assurance as to the financial viability of the borrower to satisfy such indemnities or the ability of the Funds to achieve enforcement of such indemnities. Furthermore, changes in environmental laws or regulations or the environmental condition of an energy investment may create liabilities that did not exist at the time of the investment by the Funds and that could not have been foreseen. Community and environmental groups may protest the development or operation of energy assets, which may induce government action to the detriment of the Funds. New and more stringent environmental or health and safety laws, regulations and permit requirements, or stricter interpretations of current laws, regulations, or requirements, could impose substantial additional costs on a portfolio company, or could otherwise place such company at a competitive disadvantage compared to other companies, and failure to comply with any such requirements could have an adverse effect on a such company and the Funds’ portfolio investment. Life Sciences Risk. The Funds may make investments in the “life sciences” spaces. Investment in the life sciences space entails risks which are unique to this industry. These may include long lead times for regulatory approvals, market acceptance for new products and procedures and an extremely competitive industry environment. Because of this, the Funds’ investments in the life sciences space may share common characteristics and react similarly to market developments. For example, many companies with a life science orientation are highly regulated and may be dependent upon certain types of technology.

Changes in government funding or subsidies, new or anticipated legislative changes, or technological advances could affect the value of such companies and, therefore, the Funds’ performance with respect to such investments. Furthermore, these companies may invest heavily in research and development, which may not necessarily lead to commercially successful products. In addition, biotechnology companies can be more volatile because they are subject to competitive pressures and are heavily dependent on patents on intellectual property rights. Regulatory Proposals with Respect to Private Funds and Advisers. In recent years, the SEC’s stated examination priorities and published observations from examinations have included, among other things, private equity firms’ collection of fees and allocation of expenses, their marketing and valuation practices, allocation of investment opportunities, terms agreed in side letters and similar arrangements with investors, consistency of firms’ practices with disclosures, handling of material non-public information and insider trading, purported waivers or limitations of fiduciary duties and the existence of, and adherence to, policies and procedures with respect to conflicts of interest. Artificial Intelligence Risk. Kennedy Lewis may make use of certain third-party service providers that use or otherwise incorporate artificial intelligence in the services that they provide. The use or incorporation of these new technologies in services used by Kennedy Lewis (or the failure of these new technologies to operate correctly or at all) could have a material adverse effect on the performance of the Funds. RISKS ASSOCIATED RECOMMENDED

WITH

TYPES

OF

SECURITIES

THAT

ARE

PRIMARILY

Fixed Income Securities. The Funds may invest in notes, bonds or other fixed income securities, which may include, without limitation, notes, bonds and debentures issued by corporations, government issued or guaranteed debt securities, commercial paper and “higher-yielding” (including non-investment grade) and, therefore, higher risk debt securities. The Funds will therefore be subject to credit, liquidity and interest rate risks. Generally, the value of fixed income securities will change inversely with changes in interest rates. As interest rates rise, the market value of fixed income securities tends to decrease. Conversely, as interest rates fall, the market value of fixed income securities tends to increase. This risk will be greater for long-term securities than for short-term securities. Kennedy Lewis may attempt to minimize the exposure of the portfolios to interest rate changes through the use of interest rate swaps, interest rate futures and/or interest rate options. However, there can be no guarantee that the Funds will be successful in fully mitigating the impact of interest rate changes. Higher-yielding debt securities are generally unsecured and may be subordinated to certain other outstanding securities and obligations of the issuer, which may be secured on substantially all of the issuer’s assets. The lower rating of debt obligations in the higher-yielding sector reflects a greater probability that adverse changes in the financial condition of the issuer or in general economic conditions or both may impair the ability of the issuer to make payments of principal and interest. Non-investment grade debt securities may not be protected by financial covenants or limitations on additional indebtedness. In addition, evaluating credit risk for debt securities involves uncertainty because credit rating agencies throughout the world have different standards, making comparison across countries difficult. Also, the market for credit spreads is often inefficient and illiquid, making it difficult to accurately calculate discounting spreads for valuing financial instruments. It is likely that a major economic recession could disrupt severely the market for such securities and may have an adverse impact on the value of such securities. In addition, it is likely that any such economic downturn could adversely affect the ability of the issuers of such securities to repay principal and pay interest thereon and increase the incidence of default for such securities. Bank Loans. The Funds invest in loans and participations therein originated by banks and other financial institutions. These investments may include highly leveraged loans to borrowers whose credit is rated below investment grade. Such loans are typically private corporate loans that are negotiated by one or more commercial banks or financial institutions and syndicated among a group of commercial banks and financial

institutions. In order to induce the lenders to extend credit and to offer a favorable interest rate, the borrower often provides the lenders with extensive information about its business that is not generally available to the public. To the extent that a Fund obtains such information and it is material and non-public, the Fund will be unable to trade in the securities of the borrower until the information is disclosed to the public or otherwise ceases to be material, non-public information. The Funds may acquire interests in bank loans and other debt obligations either directly (by way of sale or assignment) or indirectly (by way of participation). The purchaser of an assignment typically succeeds to all the rights and obligations of the assigning institution and becomes a lender under the credit agreement with respect to the debt obligation; however, its rights can be more restricted than those of the assigning institution. A participation interest in a portion of a debt obligation typically results in a contractual relationship with only the institution acting as a lender under the credit agreement, not with the borrower. As a holder of a participation interest, Funds generally will have no right to exercise the rights of the lender under the credit agreement, including the right to enforce compliance by the borrower with the terms of the loan agreement, approve amendments or waivers of terms, nor will the Funds have any rights of set-off against the borrower, and the Funds may not directly benefit from the collateral supporting the debt obligation in which the Funds have purchased the participation. As a result, the Funds will be exposed to the credit risk of both the borrower and the institution selling the participation. Convertible Securities. Certain of the Funds invest in convertible securities, which are bonds, debentures, notes, preferred stocks or other securities that may be converted into or exchanged for a specified amount of common stock of the same or different issuer within a particular period of time at a specified price or formula. A convertible security entitles the holder to receive interest that is generally paid or accrued on debt or a dividend that is paid or accrued on preferred stock until the convertible security matures or is redeemed, converted or exchanged. Convertible securities have unique investment characteristics in that they generally (i) have higher yields than common stocks, but lower yields than comparable non-convertible securities, (ii) are less subject to fluctuation in value than the underlying common stock due to their fixed income characteristics and (iii) provide the potential for capital appreciation if the market price of the underlying common stock increases. The value of a convertible security is a function of its “investment value” (determined by its yield in comparison with the yields of other securities of comparable maturity and quality that do not have a conversion privilege) and its “conversion value” (the security’s worth, at market value, if converted into the underlying common stock). The investment value of a convertible security is influenced by changes in interest rates, with investment value declining as interest rates increase and increasing as interest rates decline. The credit standing of the issuer and other factors may also have an effect on the convertible security’s investment value. The conversion value of a convertible security is determined by the market price of the underlying common stock. If the conversion value is low relative to the investment value, the price of the convertible security is governed principally by its investment value. To the extent the market price of the underlying common stock approaches or exceeds the conversion price, the price of the convertible security will be increasingly influenced by its conversion value. A convertible security generally will sell at a premium over its conversion value by the extent to which investors place value on the right to acquire the underlying common stock while holding a fixed-income security. Generally, the amount of the premium decreases as the convertible security approaches maturity. A convertible security may be subject to redemption at the option of the issuer at a price established in the convertible security’s governing instrument. If a convertible security held by a Fund is called for redemption, a Fund will be required to permit the issuer to redeem the security, convert it into the underlying common stock or sell it to a third-party. Any of these actions could have an adverse effect on a Fund’s ability to achieve its investment objective. Investments in Structured Products. The Funds may invest in securities backed by, or representing interests in, certain underlying instruments or assets (“structured products”), including for example securities issued by collateralized loan obligations, collateralized debt obligations, collateralized bond obligations or similar instruments. The cash flow on the underlying instruments or assets may be apportioned among the structured products to create securities with different investment characteristics such as varying maturities,

payment priorities and interest rate provisions, and the extent of the payments made with respect to the structured products is dependent on the extent of the cash flow on the underlying instruments. The performance of structured products will be affected by a variety of factors, including the availability of any credit enhancement, the level and timing of payments and recoveries on and the characteristics of the underlying receivables, loans or other assets that are being securitized, remoteness of those assets from the originator or transferor, the adequacy of and ability to realize upon any related collateral and the capability of the servicer of the securitized assets. Structured products are typically sold in private placement transactions, and investments in structured products may therefore be illiquid in nature, with no readily available secondary market. Because certain structured products of the type in which the Funds may invest may involve no credit enhancement, the credit risk of those structured products generally would be equivalent to that of the underlying instruments. The Funds may invest in a class of structured products that is either subordinated or unsubordinated to the right of payment of another class. Subordinated structured products typically have higher yields and present greater risks than unsubordinated structured products. Additionally, the yield to maturity of a tranche may be extremely sensitive to the rate of defaults in the underlying reference portfolio. A rapid change in the rate of defaults may have a material adverse effect on the yield to maturity. It is therefore possible that the Funds may incur losses on its investments in structured products regardless of their original credit profile. Finally, the securities in which the Funds are authorized to invest include securities that are subject to legal or contractual restrictions on their resale or for which there is a relatively inactive trading market. Securities subject to resale restrictions may sell at a price lower than similar securities that are not subject to such restrictions. CLO Securities. The Funds may invest in the equity tranches of CLO’s, for which the collateral manager is an affiliate of Kennedy Lewis or a third party. CLO securities are subject to various risks, including: (i) limited diversification; (ii) significant leverage; (iii) lower credit quality securities; (iv) market illiquidity; (v) default and recovery rates; (vi) subordination to related CLO senior tranches; (vii) mandatory redemption of CLO senior tranches; (viii) nature of collateral; (ix) insolvency; (x) price volatility; and (xi) spread widening. Risks Relating to Asset-Backed Securities. The Funds may invest in asset-backed securities (“ABS”). ABS generally refers to securities backed by assets other than mortgages, mortgage-backed securities or other mortgage-related assets. ABS, which may be private structures, are structured like mortgage-backed securities, but instead of mortgage loans or interests in mortgage loans, the underlying assets may include, but are not limited to, such items as equipment leases, purchase agreements or other performance contracts, leases of various types of real and personal property, and receivables from sales agreements or other trade contracts. ABS are subject to many of the same risks as mortgage-backed securities. Each type of ABS also entails unique risks depending on the type of assets involved and the legal structure used. There is also the possibility that recoveries on repossessed collateral may not, in some cases, be available to support payments on these securities because of the inability to perfect a security interest in such collateral. Equity Securities. While not expected to compromise a significant portion of the Funds’ portfolios, the Funds may invest in public and private, listed and unlisted equity securities, the value of equity securities fluctuates in response to issuer, political, market, and economic developments. Fluctuations can be dramatic over the short as well as the long term, and different parts of the market and different types of equity securities can react differently to these developments. For example, large cap stocks can react differently from small cap stocks, and “growth” stocks can react differently from “value” stocks. Issuer, political, or economic developments can affect a single issuer, issuers within an industry or economic sector or geographic region, or the market as a whole. Terrorism and related geopolitical risks have led, and may in the future lead, to increased short-term market volatility and may have adverse long-term effects on world economies and markets generally. Commodities and Futures Contracts. Futures markets are highly volatile. The low margin or premiums normally required in such trading may provide a large amount of leverage, and a relatively small change in the price of a security or contract can produce a disproportionately larger profit or loss. There is no assurance that a liquid secondary market will exist for futures contracts or options purchased or sold, and a

client account may be required to maintain a position until exercise or expiration, which could result in losses. Many futures exchanges limit the amount of fluctuation permitted in contract prices during a single trading day. Once the daily limit has been reached in a particular contract, no trades may be made that day at a price beyond that limit. Contract prices could move to the daily limit for several consecutive trading days permitting little or no trading, thereby preventing prompt liquidation of futures and options positions and potentially subjecting the client accounts to substantial losses. Investing in futures contracts, options, or commodities is a highly specialized investment activity entailing greater than ordinary investment risks. Small- and Medium-Capitalization Companies. The Funds may have investments in small- and mediumsized companies whose securities are traded in the over-the-counter market. While securities of small- and medium-capitalization companies may provide significant potential for appreciation, the securities of certain companies, particularly small-capitalization companies, involve higher risks in some respects than do investments in securities of larger companies. For example, prices of small-capitalization and even medium-capitalization securities are often more volatile than prices of large-capitalization securities and the risk of bankruptcy or insolvency of many smaller companies is higher than for larger, “blue-chip” companies. In addition, due to thin trading in the securities of some small-capitalization companies, an investment in those companies may be illiquid. Illiquid Private Investments. Certain investments made by the Funds will likely be illiquid. Any return of capital or realization of gains will generally require a disposition of some or all of an investment. A Fund’s ability to dispose of such investments may be limited for several reasons. For example, illiquidity may result from the absence of an established market for the investments, as well as legal, contractual, or other restrictions on their resale by the relevant Fund. Disposition of investments may be subject to contractual and other limitations on transfer or other restrictions that would interfere with subsequent sales of such investments or adversely affect the terms that could be obtained upon any disposition therefor. In addition, the ability to exit an investment through public markets will depend on market conditions, particularly the market for initial public offerings. Liquidity post-initial public offering may also be limited due to legal, contractual, or other regulatory reasons. Trading in Options. The Firm may engage from time to time in various types of options transactions on behalf of client accounts. The purchase or sale of an option involves the payment or receipt of a premium by the client and the corresponding right or obligation, as the case may be, to either purchase or sell the underlying security, commodity, or other instrument for a specific price at a certain time or during a certain period. Purchasing options involves the risk that the underlying instrument will not change price in the manner expected, so that the client loses its premium. Selling options, on the other hand, involves potentially greater risk because the client is exposed to the extent of the actual price movement in the underlying security rather than only the premium payment received (which could result in a potentially unlimited loss). Over-the-counter options also involve counterparty solvency risk. NAV Facilities. The Investment Manager may cause certain Funds to enter into a net asset value-based facility (a “NAV Facility”). In connection with such transactions, the Investment Manager may pledge certain Funds’ investments. NAV Facility lenders may foreclose on the Funds’ assets if such Funds fail to repay the amounts borrowed under a NAV Facility or experiences another event of default, which could have a material adverse effect on the value of a limited partner’s investment in the Funds. Senior Loans Risk. Certain Funds will invest in senior secured loans. Senior secured loans are usually rated below investment grade or may also be unrated. As a result, the risks associated with senior secured loans may be considered by credit rating agencies to be similar to the risks of below investment grade fixed income instruments, although senior secured loans are senior and secured in contrast to other below investment grade fixed income instruments, which are often subordinated or unsecured. Investment in senior secured loans rated below investment grade is considered speculative because of the credit risk of their issuers. Such companies are more likely than investment grade issuers to default on their payments of interest and principal owed to the Funds, and such defaults could have a material adverse effect on the Funds’ performance. An economic downturn would generally lead to a higher non-payment rate, and a senior secured loan may lose significant market value before a default occurs. Moreover, any specific collateral used to secure a senior secured loan may decline in value or become illiquid, which would

adversely affect the senior secured loan’s value. There may be less readily available and reliable information about most senior secured loans than is the case for many other types of securities, including securities issued in transactions registered under the Securities Act or registered under the U.S. Securities Exchange Act of 1934, as amended. As a result, Kennedy Lewis will rely primarily on its own evaluation by utilizing the Firm’s investment professionals’ analysis of a borrower’s credit quality rather than on any available independent sources. Therefore, the Funds may be particularly dependent on the analytical abilities of Kennedy Lewis. In general, the secondary trading market for senior secured loans is not well developed. No active trading market may exist for certain senior secured loans, which may make it difficult to value them. Illiquidity and adverse market conditions may mean that the Fund may not be able to sell senior secured loans quickly or at a fair price. To the extent that a secondary market does exist for certain senior secured loans, the market for them may be subject to irregular trading activity, wide bid/ask spreads and extended trade settlement periods. Senior Direct Lending. Certain Funds expect to make investments in the senior debt of companies directly. Such investments are often negotiated directly with the company itself, with a private equity sponsor or with another third party, as applicable. As a result, these investments may not be broadly syndicated to a large, diverse group of lenders by a financial institution in the manner of typical bank loans, high yield bonds or other similar assets in which the Fund is permitted to invest. The Funds may be the only lender or part of a small, concentrated group of lenders invested in this part of the company’s capital structure. These investments are generally highly illiquid. There is a risk that the Funds may not be able to sell or otherwise dispose of these assets or that any such disposition may be on terms that are not favorable to the Funds. Direct Lending Sector. Direct lending by private funds may be riskier than other more established asset classes in which private funds have historically invested. Additionally, given the sector’s relatively short history, it may be difficult for an investor to assess the potential future performance, regulation, taxation and risks associated with expanding activity by private funds in this sector. For example, as the direct lending sector continues to develop, new regulations may be promulgated by U.S. and non-U.S. governments and regulators which can impact the operations of private funds seeking to pursue a direct lending strategy in U.S. and non-U.S. countries. There can be no assurance that such new regulations, when implemented, will not have a negative impact on the Funds and the Funds’ investments in the applicable jurisdiction. Investments May Not be Repaid in Priority to Other Obligations of Portfolio Companies. The characterization of certain of the investments as senior debt or senior secured debt does not mean that such debt will necessarily be repaid in priority to all other obligations of the businesses in which certain Funds invest. Furthermore, debt and other liabilities incurred by non-guarantor subsidiaries of the borrowers of senior secured loans made by the Funds may be structurally senior to the debt held by such Funds. In the event of insolvency, liquidation, dissolution, reorganization or bankruptcy of a portfolio company, the debt and other liabilities of such subsidiaries could be repaid in full before any distribution can be made to an obligor of the senior secured loans held by the Funds. Finally, portfolio companies will typically incur trade credit and other liabilities or indebtedness, which by their terms may provide that their holders are entitled to receive principal payments on or before the dates payments are due in respect of the senior secured loans held by the Funds. Cyclical Nature of Debt Markets. From time to time, the market for private equity transactions has been adversely affected by a decrease in the availability of senior and subordinated financing for transactions, sometimes in response to regulatory pressures on providers of financing to reduce or eliminate their exposure to such transactions. A general downturn in the debt markets can create a situation in which the Funds or any entity in which the Funds directly or indirectly hold interests suffer rising default rates. Such rising default rates may further tighten the lending environment, leading to a cycle of default and increasing interest rates. The inability of investments and/or portfolio companies to secure debt financing at reasonable interest rates may adversely affect their profitability and financial stability, and will subject

such investments and/or portfolio companies to increased exposure to adverse economic factors such as a significant rise in interest rates, a severe downturn in the economy or deterioration in the condition of that investment or portfolio company. From time to time, the debt markets have experienced a significant lack of liquidity. This lack of liquidity creates a number of risks. There can be no assurance that the market will, in the future, become more liquid and it may well continue to be volatile for the foreseeable future. It is also possible that illiquidity in the debt markets could cause prices to decline further, which may have the result of forcing the Funds or any subsidiary to sell assets to satisfy requirements under their borrowing arrangements or to meet margin calls, which could, in turn, create further downward price pressure. Loan Originations. The Funds intend to originate certain investments and may syndicate a portion of one or more investments to other affiliated funds or third parties, subject to the completion of each such purchaser’s own investment-review process and to the extent permitted by the U.S. Employee Retirement Income Security Act of 1974, as amended (“ERISA”), if applicable. In originating and purchasing loans, the Funds compete with a broad spectrum of lenders, some of which may have greater financial resources than the Funds. Increased competition for, or a diminishment in the available supply of, qualifying loans could result in lower yields on such loans, which could reduce returns to investors. Prior to any syndication of such loans, or if such syndication is not successful, the Funds’ exposure to the originated investment may exceed the exposure that the Funds intend to have over the long-term or would have had if it had purchased such investment in the secondary market rather than originating it. Specifically, if the Funds are unable to sell, assign or successfully close transactions for the loans that it originates, the Funds will be forced to hold its interest in such loans for an indeterminate period of time. This could result in the Funds’ investments being over-concentrated in certain borrowers. In such circumstances, the Funds may elect to sell all or a portion of an originated investment at a loss in order to rebalance the Funds’ portfolios. The level of analytical sophistication, both financial and legal, necessary for successful financing to companies, particularly companies experiencing significant business and financial difficulties is unusually high. There is no assurance that Kennedy Lewis will correctly evaluate the value of the assets collateralizing the Funds’ loans or the prospects for successful repayment or a successful reorganization or similar action. Even in any reorganization or liquidation proceeding relating to a company that the Funds fund, the Funds may lose all or part of the amounts advanced to the borrower or may be required to accept collateral with a value less than the amount of the loan advanced by the Funds to the borrower. Risk of Investing in Structured Credit Products. The Funds may invest in structured credit products, including both new issues and secondary-market investments. These products include, but are not limited to: collateralized debt obligations (“CDOs”) (including collateralized bond obligations (“CBOs”), collateralized loan obligations (“CLOs”) and similar structured products); mortgage-backed securities (including residential mortgage-backed securities) or collateralized mortgage obligations; other assetbacked securities, such as automobile and credit card-backed securities; and structured investment vehicles. Structured credit products generally are collateralized investment products where repayment is derived from the performance of the underlying assets or other reference assets, or by third parties that serve to enhance or support the structure. Given the complexity of many structured credit products, including the composition and credit characteristics of the underlying collateral, credit risk associated with these products is difficult to measure. Therefore, these products may be subject to significant credit risk, including risk of default or downgrade. In addition, the Funds will have limited remedies available upon the default of most structured credit products. Moreover, due to a lack of an active secondary market for structured credit products, they generally are illiquid and difficult to value. Structured credit products are also subject to correlation risk, interest rate risk, market risk and operational risk, which have generated significant losses for some structured credit products during the recent credit market turmoil. Structured credit products purchased by the Funds may be unrated or non-investment grade. Interests in unrated and non-investment grade structured credit products are subject to a greater possibility that adverse changes in the financial condition of an issuer or in general economic conditions or both may impair the ability of the related issuer or obligor to make payments of principal or interest. Such investments may be speculative. Risk of Investing in CDO, CBO and CLO Investments. The Funds may invest, directly or indirectly, in

CDOs (including, for purposes of this section, CBOs and CLOs), which are subject to credit, liquidity, correlation and interest rate risks. Certain CDO securities purchased by the Funds may be unrated or non-investment grade. Unrated and non-investment grade CDO securities are subject to a greater possibility that adverse changes in the financial condition of an issuer or in general economic conditions or both may impair the ability of the related issuer or obligor to make payments of principal or interest. Such investments may be speculative. In addition, as a holder of CDO equity, the Funds will have limited remedies available upon the default of the CDO. The value of the CDO securities owned by the Funds generally will fluctuate with, among other things, the financial condition of the obligors on or issuers of the underlying portfolio of assets of the related CDO (the “CDO Collateral”), general economic conditions, the condition of certain financial markets, political events, developments or trends in any particular industry and changes in prevailing interest rates. Consequently, holders of CDO securities must rely solely on distributions on the CDO Collateral or proceeds thereof for payment in respect thereof. If distributions on the CDO Collateral are insufficient to make payments on the CDO securities, no other assets will be available for payment of the deficiency and following realization of the CDO securities, the obligations of such issuer to pay such deficiency generally will be extinguished. Moreover, there is a potential for conflicts of interest if the CDO manager has other interests relating to the CDO Collateral. CDO Collateral may consist of high yield debt securities, bank debt, asset-backed securities, credit default swaps and other instruments, which often are rated below investment grade (or of equivalent credit quality). High yield debt securities generally are unsecured (and bank debt may be unsecured), and may be subordinated to certain other obligations of the issuer thereof. The lower ratings of high yield securities and below investment grade bank debt reflect a greater possibility that adverse changes in the financial condition of an issuer or in general economic conditions, or both, may impair the ability of the related issuer or obligor to make payments of principal or interest. Such investments may be speculative and inherently involve a significant amount of leverage. Leverage is typically embedded in all CDO investments. The securities of a CDO are generally divided into multiple tranches with CDO equity securities having the highest implicit leverage, followed by the subordinated debt securities and then the senior debt securities. While such leverage presents opportunities for increasing the Funds’ total return, it has the effect of potentially increasing losses as well. Accordingly, any event that adversely affects the value of an investment in a CDO would be magnified to the extent of that CDO security’s embedded leverage. Moreover, CDOs and similar instruments can be embedded within one another (e.g., CDO) where leverage and risk of loss can be even further magnified. To the extent that any losses are incurred by a CDO in respect of its related CDO Collateral, such losses will be borne first by the holders of the related CDO equity, next by the holders of any related subordinated CDO debt and finally by the holders of the related CDO senior tranches. In addition, if an event of default occurs under the governing document or underlying investment, as long as any CDO senior tranches are outstanding, the holders thereof generally will be entitled to determine the remedies to be exercised under the document governing the CDO. Remedies pursued by such holders could be adverse to the interests of the holders of any related subordinated CDO debt or CDO equity. Conflicts can also arise among bondholders, including between different classes of bondholders, that may impact performance or increase expenses. Issuers of CDO securities may acquire interests in bank debt and other debt obligations by way of sale, assignment or participation. The purchaser of an assignment typically succeeds to all the rights and obligations of the assigning institution and becomes a lender under the credit agreement with respect to the debt obligation; however, its rights can be more restricted than those of the assigning institution. In purchasing participations, an issuer of CDO securities will usually have a contractual relationship only with the selling institution, and not the borrower. The CDO generally will have no right directly to enforce compliance by the borrower with the terms of the bank debt agreement, nor any rights of set-off against the borrower, nor will it have the right to object to certain changes to the bank debt agreement agreed to by the selling institution. The CDO may not directly benefit from the collateral supporting the related bank debt

and may be subject to any rights of set-off the borrower has against the selling institution. In addition, in the event of the insolvency of the selling institution, under the laws of the United States and the states thereof as well as in certain international jurisdictions, the CDO may be treated as a general creditor of such selling institution, and may not have any exclusive or senior claim with respect to the selling institution’s interest in, or the collateral with respect to, the loan. Consequently, the CDO may be subject to the credit risk of the selling institution as well as of the borrower. In addition, the lack of an established, liquid secondary market and/or trading restrictions for some CDO securities (CDO equity securities in particular) may have an adverse effect on the market value of those CDO securities and will in most cases make it difficult to dispose of such CDO securities. Therefore, if the Funds decide to dispose of any particular CDO security, no assurance can be given that it will be able to dispose of such CDO security at the prevailing market price, if at all. The Funds may acquire exposure to CDO debt and equity securities synthetically with a synthetic asset counterparty through products such as CDS, total return swaps, credit linked notes, structured notes, trust certificates and other derivative instruments. The synthetic asset could take many forms, including a credit derivative transaction which references a CDO debt or equity security or a credit derivative transaction which references a portfolio of corporate reference entities or a portfolio of reference obligations consisting of loans, high yield bonds or other financial instruments (each, a “Reference Obligation”). Synthetic exposure to such Reference Obligations presents risks in addition to those resulting from direct purchases of such CDO debt and CDO equity. The Funds will have a contractual relationship only with the synthetic asset counterparty, and not with the issuer(s) of the Reference Obligations unless a credit event occurs with respect to any such Reference Obligation, physical settlement applies and the synthetic asset counterparty delivers the Reference Obligation to the Funds. Other than in the event of such delivery, the Funds generally will have no right directly to enforce compliance by the issuer(s) with the terms of any such Reference Obligation and the Funds will not have any rights of set-off against such issuer(s). In addition, the Funds generally will not have any voting or other consensual rights of ownership with respect to the Reference Obligation. The Funds also will not directly benefit from any collateral supporting the Reference Obligation and will not have the benefit of the remedies that would normally be available to a holder of such Reference Obligation. In the event of the insolvency of the synthetic asset counterparty, the Funds will be treated as a general creditor of such counterparty, and will not have any claim of title with respect to the Reference Obligation. Consequently, the Funds will be subject to the credit risk of the synthetic asset counterparty, as well as that of the issuer(s) of the Reference Obligations. U.S. and non-U.S. regulators have increased their focus on CDOs, including with respect to risk retention and reporting. New rules and regulations, including proposed rules and regulations that may change before becoming final, may adversely affect the issuers of CDO securities or the marketability of such securities. Costs of compliance with such rules and regulations may also reduce the Funds’ return on CDO investments (including CBO and CLO investments). Risk of Investing in Asset-Backed Securities. “Asset-backed securities” generally refer to securities backed by assets other than mortgages, mortgage-backed securities or other mortgage-related assets. Credit card receivables, automobile, boat and recreational vehicle installment sales contracts, commercial and industrial loans, home equity loans and lines of credit, manufactured housing loans, corporate debt securities and various types of accounts receivable commonly support asset-backed securities. However, there can be no assurance that innovation in the relevant markets will not transform asset-backed securities by adding new classes of assets, new structures or other features not now familiar in the asset-backed markets. The investment characteristics of asset-backed securities differ from traditional debt securities. Among the major differences are that interest and principal payments are made more frequently, usually monthly, and that principal generally may be prepaid at any time because the underlying assets generally may be prepaid at any time. Asset-backed securities present certain risks that are not presented by mortgage-backed securities. Primarily, these securities do not have the benefit of the same type of security interest in the related

collateral. Credit card receivables, for example, are generally unsecured and the debtors are entitled to the protection of a number of state and federal consumer loan laws, many of which give such debtors the right to set off certain amounts owed on the credit cards, thereby reducing the balance due. Most issuers of automobile receivables permit the servicers to retain possession of the underlying obligations. If the servicer were to sell these obligations to another party, there is a risk that the purchaser would acquire an interest superior to that of the holders of the related automobile receivables. In addition, because of the large number of vehicles involved in a typical issuance and technical requirements under state or local laws, the trustee for the holders of the automobile receivables may not have a proper security interest in all of the obligations backing such receivables. Therefore, there is a possibility that recoveries on repossessed collateral may not, in some cases, be available to support payments on these securities. The risk of investing in asset-backed securities is ultimately dependent upon payment of consumer loans by the debtor. The frequency at which prepayments (including voluntary prepayments by the obligors) occur on loans underlying asset-backed securities will be affected by a variety of factors including the prevailing level of interest rates as well as economic, demographic, tax, social, legal and other factors. As the collateral supporting asset-backed securities is of shorter maturity than mortgage loans, asset-backed securities are generally less likely to experience substantial prepayments than are mortgage-backed securities; but, certain of the factors that affect the rate of prepayments on mortgage-backed securities also affect the rate of prepayments on asset-backed securities. During any particular period, however, the predominant factors affecting prepayment rates on mortgage-backed securities and asset-backed securities may be different. As with mortgage-backed securities, asset-backed securities are often backed by a pool of assets representing the obligations of a number of different parties and may use credit enhancement techniques such as letters of credit, guarantees or preference rights. The amount, type and nature of credit enhancement techniques, if any, with respect to certain asset-backed securities are based upon actuarial analysis and therefore are inherently limited in their ability to predict future events. There can also be no assurance that data derived from a large pool of assets accurately predicts the delinquency or loss experience of any particular pool of assets. The value of an asset-backed security is affected by changes in the market’s perception of the asset backing the security and the creditworthiness of the servicing agent for the loan pool, the originator of the loans or the financial institution providing any credit enhancement, as well as by the expiration or removal of any credit enhancement. Risk of Investing in Commercial Mortgage-Backed Securities. The Funds’ portfolios may include commercial mortgage-backed securities, which are securities backed by obligations (including certificates of participation in obligations) that are principally secured by interests in real property having a multifamily or commercial use, such as regional malls, other retail space, office buildings, industrial or warehouse properties, hotels, nursing homes and senior living centers. Commercial mortgage-backed securities have been issued in public and private transactions by a variety of public and private issuers using a variety of structures, including senior and subordinated classes. Commercial mortgage loans generally lack standardized terms, tend to have shorter maturities than residential mortgage loans and may provide for the repayment of all or substantially all of the principal only at maturity. All of these factors increase the risk involved with commercial real estate lending. Commercial properties tend to be unique and are more difficult to value than single-family residential properties. Commercial lending is generally viewed as exposing a lender to a greater risk of loss than residential one- to four-family lending since it typically involves larger loans to a single borrower than residential one- to four-family lending. Commercial mortgage lenders typically look to the debt service coverage ratio of a loan secured by incomeproducing property as an important measure of the risk of default on a loan. Commercial property values and net operating income are subject to volatility, and net operating income may be sufficient or insufficient to cover debt service on the related mortgage loan at any given time. The repayment of loans secured by income-producing properties is typically dependent upon the successful operation of the related real estate project as well as upon the liquidation value of the underlying real estate. The value of commercial real estate is also subject to a number of laws and regulations, such as laws and regulations regarding environmental clean-up and limitations on remedies imposed by bankruptcy or other insolvency laws and

local laws regarding foreclosures and rights of redemption. Most commercial mortgage loans underlying commercial mortgage-backed securities are effectively nonrecourse obligations of the borrower, meaning that there is no recourse against the borrower’s assets other than the collateral. If borrowers are not able or willing to refinance or dispose of encumbered property to pay the principal and interest owed on such mortgage loans, payments on the subordinated classes of the related commercial mortgage-backed securities are likely to be adversely affected. The ultimate extent of the loss, if any, to the subordinated classes of commercial mortgage-backed securities may only be determined after a negotiated discounted settlement, restructuring or sale of the mortgage note, or the foreclosure (or deed-in-lieu of foreclosure) of the mortgage encumbering the property and subsequent liquidation of the property. Foreclosure can be costly and delayed by litigation and/or bankruptcy or other insolvency proceeding. Factors such as the property’s location, the legal status of title to the property, its physical condition and financial performance, environmental risks, and government disclosure requirements with respect to the condition of the property may make a third party unwilling to purchase the property at a foreclosure sale or to pay a price sufficient to satisfy the obligations with respect to the related commercial mortgage-backed securities. Revenues from the assets underlying such commercial mortgagebacked securities may be retained by the borrower and the return on investment may be used to make payments to others, maintain insurance coverage, pay taxes or pay maintenance costs. Such diverted revenue is generally not recoverable without a court-appointed receiver to control collateral cash flow. Commercial mortgage-backed securities may pay fixed or floating rates of interest. Fixed-rate commercial mortgage-backed securities, like all fixed income securities, generally decline in value as rates rise. Moreover, although generally the value of fixed income securities increases during periods of falling interest rates, the inverse relationship may not be as marked in the case of commercial mortgage-backed securities due to the increased likelihood of prepayments during periods of falling interest rates. This effect is mitigated to some degree for mortgage loans providing for a period during which no prepayments may be made. Certain commercial mortgage-backed securities lack regular amortization of principal, resulting in a single “balloon” payment due at maturity. If the underlying mortgage borrower experiences business problems, or other factors limit refinancing alternatives, such balloon payment mortgages are likely to experience payment delays or even default. Risk of Investing in Residential Mortgage-Backed Securities. The Funds’ portfolios may include residential mortgage-backed securities, which are securities backed by obligations (including certificates of participation in obligations) that are secured by interests in one- to four-family residential properties. Such mortgage loans may be prepaid at any time. Credit risk arises from losses due to defaults by the borrowers in the underlying collateral and the servicer’s failure to perform. Residential mortgage loans are obligations of the borrowers thereunder only and are not typically insured or guaranteed by any other person or entity. The rate of defaults and losses on residential mortgage loans will be affected by a number of factors, including general economic conditions, particularly those in the area where the related mortgaged property is located, the borrower’s equity in the mortgaged property and the financial circumstances of the borrower. If a residential mortgage loan is in default, foreclosure of such residential mortgage loan may be a lengthy and difficult process, and may involve significant expenses. Furthermore, the market for defaulted residential mortgage loans or foreclosed properties may be very limited. At any one time, a portfolio of residential mortgage-backed securities may be backed by residential mortgage loans with disproportionately large aggregate principal amounts secured by properties in only a few states or geographic regions. As a result, the residential mortgage loans may be more susceptible to geographic risks relating to such areas, such as adverse economic conditions, adverse events affecting industries located in such areas and natural hazards affecting such areas, than would be the case for a pool of mortgage loans having more diverse property locations. In addition, the residential mortgage loans may include so-called “jumbo” mortgage loans, having original principal balances that are higher than the Fannie Mae and Freddie Mac loan balance limitations. As a result, such portfolio of residential mortgage-backed

securities may experience increased losses. Residential mortgage-backed securities may also be backed by non-conforming mortgage loans, which are mortgage loans that do not qualify for purchase by government-sponsored agencies such as Fannie Mae and Freddie Mac because of credit characteristics that do not satisfy Fannie Mae and Freddie Mac guidelines, including loans to mortgagors whose creditworthiness and repayment ability do not satisfy Fannie Mae and Freddie Mac underwriting guidelines and loans to mortgagors who may have a record of credit write-offs, outstanding judgments, prior bankruptcies or other insolvency proceedings and other negative credit items. Non-conforming mortgage loans are likely to experience rates of delinquency, foreclosure and loss that are higher, and that may be substantially higher, than mortgage loans originated in accordance with Fannie Mae or Freddie Mac underwriting guidelines. Each underlying residential mortgage loan in an issue of residential mortgage-backed securities may have a balloon payment due on its maturity date. Balloon mortgage loans involve a greater risk to a lender than fully-amortizing loans, because the ability of a borrower to pay such amount will normally depend on its ability to obtain refinancing of the related mortgage loan or sell the related mortgaged property at a price sufficient to permit the borrower to make the balloon payment, which will depend on a number of factors prevailing at the time such refinancing or sale is required, including the strength of the residential real estate markets, tax laws, the financial situation and operating history of the underlying property, interest rates and general economic conditions. If the borrower is unable to make such balloon payment, the related issue of residential mortgage-backed securities may experience losses. Prepayments on the underlying residential mortgage loans in an issue of residential mortgage-backed securities will be influenced by the prepayment provisions of the related mortgage notes and may also be affected by a variety of economic, geographic and other factors, including the difference between the interest rates on the underlying mortgage loans (giving consideration to the cost of refinancing) and prevailing mortgage rates and the availability of refinancing. In general, if prevailing interest rates fall significantly below the interest rates on the related mortgage loans, the rate of prepayment on the underlying mortgage loans would be expected to increase. Conversely, if prevailing interest rates rise to a level significantly above the interest rates on the related mortgages, the rate of prepayment would be expected to decrease. Prepayments could reduce the yield received on the related issue of residential mortgage-backed securities. Residential mortgage-backed securities are particularly susceptible to prepayment risks as they generally do not contain prepayment penalties and a reduction in interest rates will increase the prepayments on the residential mortgage-backed securities, resulting in a reduction in yield to maturity for holders of such securities. Residential mortgage loans in an issue of residential mortgage-backed securities may be subject to various federal, state and local laws, public policies and principles of equity that protect consumers, which among other things may regulate interest rates and other charges, require certain disclosures, require licensing of originators, prohibit discriminatory lending practices, regulate the use of consumer credit information and regulate debt collection practices. Violation of certain provisions of these laws, public policies and principles may limit the servicer’s ability to collect all or part of the principal of or interest on a residential mortgage loan, entitle the borrower to a refund of amounts previously paid by it, or subject the servicer to damages and sanctions. Any such violation could result also in cash flow delays and losses on the related issue of residential mortgage-backed securities. In addition, structural and legal risks of residential mortgage-backed securities include the possibility that, in a bankruptcy, insolvency or similar proceeding involving the originator or the servicer (often the same entity or affiliates), the assets of the issuer could be treated as never having been truly sold by the originator to the issuer and could be substantively consolidated with those of the originator, or the transfer of such assets to the issuer could be voided as a fraudulent transfer. Challenges based on such doctrines could result also in cash flow delays and losses on the related issue of residential mortgage-backed securities. It is not expected that the residential mortgage-backed securities will be guaranteed or insured by any government agency or instrumentality or by any other person. Distributions on the residential mortgagebacked securities will depend solely upon the amount and timing of payments and other collections on the

related underlying mortgage loans. It is expected that some of the residential mortgage-backed securities owned by the Funds will be subordinated to one or more other senior classes of securities of the same series for purposes of, among other things, offsetting losses and other shortfalls with respect to the related underlying mortgage loans. In addition, in the case of certain residential mortgage-backed securities, no distributions of principal will generally be made with respect to any class until the aggregate principal balances of the corresponding senior classes of securities have been reduced to zero. As a result, the subordinate classes are more sensitive to risk of loss and write-downs than senior classes of such securities. Furthermore, residential mortgage-backed securities often are in the form of certificates of beneficial ownership of the underlying mortgage loan pool. These securities are entitled to payments provided for in the underlying agreement only when and if funds are generated by the underlying mortgage loan pool. The likelihood of the return of interest and principal may be assessed as a credit matter. However, holders of such securities (including the Funds) do not have the legal status of secured creditors, and cannot accelerate a claim for payment on their securities, or force a sale of the mortgage loan pool in the event that insufficient funds exist to pay such amounts on any date designated for such payment. The sole remedy available to such holders of such securities would be removal of the servicer of the mortgage loans. Investments in Real Estate Debt. The Funds could hold direct or indirect investments in certain real estaterelated debt instruments. In addition to the risks of borrower default (including loss of principal and nonpayment of interest) and the risks associated with real estate investments generally, real estate-related debt investments are subject to a variety of risks, including the risks of illiquidity, lack of control, mismanagement or decline in value of collateral, contested foreclosures, bankruptcy of the debtor, claims for lender liability, violations of usury laws and the imposition of common law or statutory restrictions on the exercise of contractual remedies for defaults of such investments. Mortgage Investments. The Funds might originate, participate in and/or acquire real estate loans that are non-recourse to the borrower. Mortgage investments have special inherent risks relative to collateral value. If the Funds make or acquire subordinated or “mezzanine” debt investments, they do not anticipate having absolute control over the underlying collateral as the Funds will be dependent upon third party borrowers and agents, with rights subordinate to those of senior lenders. In certain circumstances, the Funds’ loans may not be secured by a mortgage, but instead by such other collateral that may provide weaker rights than a mortgage. In an event of default, the Funds’ source of repayment will be limited to the value of the collateral and may be subordinate to other lienholders. The collateral value of the property may be less than the outstanding amount of the Funds’ investment. Risk of Investing in Residential Mortgages. The Funds are permitted to invest in the residential mortgage market. The residential mortgage market in the U.S. and other countries have experienced a variety of difficulties and changed economic conditions in recent years that may adversely affect the performance of the Funds. Housing prices and appraisal values in the U.S. and other countries have declined or stopped appreciating in recent years. A continued decline or an extended flattening of those values may result in additional increases in delinquencies and losses on residential mortgage loans. Another factor that may have contributed to, and may in the future result in, higher delinquency rates is the increase in monthly payments on adjustable-rate mortgage loans. Borrowers with adjustable-rate mortgage loans may be exposed to increased monthly payments when the related mortgage interest rate adjusts upward from the initial fixed rate or a low introductory rate, as applicable, to the rate computed in accordance with the applicable index and margin. This increase in borrowers’ monthly payments, together with any increase in prevailing market interest rates, may result in significantly increased monthly payments for borrowers with adjustable-rate mortgage loans. Borrowers seeking to avoid these increased monthly payments by refinancing their mortgage loans may no longer be able to find available replacement loans at comparably low interest rates, if at all. A decline in housing prices may also leave borrowers with insufficient equity in their homes to permit them to refinance, and in addition, many mortgage loans have prepayment premiums that inhibit refinancing. Furthermore, borrowers who intend to sell their homes on or before the expiration of the fixed rate periods on their mortgage loans may find that they cannot sell their

properties for an amount equal to or greater than the unpaid principal balance of their loans. These events, alone or in combination, may contribute to higher delinquency rates. The Funds may acquire mortgage loans from various unaffiliated savings institutions, finance companies and other sellers. From time to time, the seller may not have information available to it as to the underwriting standards that were applied in originating the mortgage loans, and such mortgage loans may have been originated in accordance with standards less strict than those of Fannie Mae and Freddie Mac. As a result, certain Fund investments may experience rates of delinquency and default that are higher than those experienced by mortgage loans that were underwritten in accordance with higher standards, including those required by Fannie Mae and Freddie Mac. Risks Associated with Foreclosure and Loan Modifications. In addition to the procedural delays and uncertainties generally incident to the mortgage foreclosure process in various jurisdictions, many states, municipalities and other local governments have enacted, and other jurisdictions (e.g., the U.S. federal government) have considered or are considering, legislation or regulations that would hinder or delay foreclosure proceedings against defaulted mortgage borrowers. In addition, certain judicial decisions have delayed foreclosure proceedings. The inability to foreclose on defaulted borrowers when or as anticipated, or an increase of expenses for foreclosure proceedings, may have an adverse effect on the value of and return on investments of the Funds and could result in losses to Limited Partners. Actions that have been taken and may be taken in the future by any U.S. or non-U.S. government or by state, municipal or other local governments may have the effect of encouraging, or may require, that the terms of residential mortgage loans be modified in order to reduce the applicable interest rate, reduce the outstanding principal amount, extend the term to maturity or otherwise benefit the borrower to the detriment of the holder of the mortgage loan. These loan modifications may affect only residential mortgage loans that are in default or may also affect other loans as to which the borrower has negative equity in the mortgaged property or is otherwise considered to be disadvantaged or deserving of assistance. There can be no assurance as to what future actions might be taken by any U.S. or non-U.S., state, municipal or other legal authority that may adversely affect investments held by the Funds. Such actions could include, by way of example, further restrictions on the ability of the holder of a mortgage loan to foreclose upon default by the borrower or delays in the foreclosure process, encouragement of modification of the terms of mortgage loans in ways that may be adverse to the interests of the holder of the loans or of related securities, and judicial determinations as to whether particular types of mortgage loans are “unfair” under applicable law. Non-Performing Loans; Foreclosure Process. Debt investments by the Funds may be, at the time of their acquisition, or may become, after origination, participation or acquisition, non-performing for a wide variety of reasons, many of which are outside the control of Kennedy Lewis and the Funds. Nonperforming loans may require a substantial amount of workout negotiations and/or restructuring, which may entail, among other things, a substantial reduction in the interest rate and a substantial write-down of the principal of such loans. To the extent that the Funds purchase partial interests in non-performing loans, the Funds may not have control over the workout process or the management of the assets after such a workout. The General Partner may find it necessary or desirable to foreclose on collateral securing one or more loans purchased or originated by the Funds. The foreclosure process varies jurisdiction by jurisdiction and can be lengthy and expensive. In addition to the procedural delays and uncertainties generally incident to the mortgage foreclosure process in various jurisdictions, many states and municipalities have enacted, and other jurisdictions and the federal government have considered or are considering, legislation or regulations that would hinder or delay foreclosure proceedings against defaulted mortgage borrowers. In addition, certain judicial decisions have delayed foreclosure proceedings. The inability to foreclose on defaulted borrowers when or as anticipated, or an increase of expenses for foreclosure proceedings, may have an adverse effect on the value of and return on investments of the Funds. Borrowers often resist foreclosure actions by asserting numerous claims, counterclaims and defenses against the holder of a loan, including numerous lender liability claims and defenses, even when such assertions may have no basis in fact, in an

effort to prolong the foreclosure action and force the lender into a modification of the loan or a favorable buy out of the borrower’s position. In some U.S. states and non-U.S. countries, foreclosure actions can take up to several years or more to conclude. At any time during the foreclosure proceedings, the borrower may file for bankruptcy or other insolvency protection, staying the foreclosure action and further delaying the foreclosure process. For example, if the Funds purchase “mezzanine” loans, which will generally not be secured by any lien on the underlying asset and will be in a subordinate position to senior financing, in a bankruptcy or insolvency of a borrower, mezzanine debt would have a priority no greater than that of other general unsecured creditors of the borrower. There can be no assurance as to what future actions might be taken by any federal, state, foreign or municipal legal authority that may adversely affect investments held by the Funds. Such actions could include, by way of example, further restrictions on the ability of the holder of a mortgage loan to foreclose upon default by the borrower or delays in the foreclosure process, encouragement of modification of the terms of mortgage loans in ways that may be adverse to the interests of the holder of the loans or of related securities, and judicial determinations as to whether particular types of mortgage loans are “unfair” under applicable law. Amortization. The Funds may invest in debt that has no or limited mandatory amortization requirements. While some loans may obligate a borrower to repay a loan out of asset sale proceeds or with annual excess cash flow, such requirements may be subject to substantial limitations and baskets that would allow a company to retain such proceeds or cash flow, thereby extending the expected weighted average life of the Funds’ investment. Further, a low level of (or no) amortization of any debt over the life of the investment may increase the risk that a borrower will not be able to repay or refinance the debt held by the Funds when it comes due at its final stated maturity. Lack of Covenants; Incomplete or Erroneous Information. Terms of certain of the loans, bonds or other financial instruments in which the Funds invest may provide the borrowers with substantial flexibility to incur additional indebtedness, pay dividends, make investments and other restricted payments, incur liens and engage in affiliate transactions, or may not obligate the borrowers to observe and maintain financial ratios or other financial maintenance or reporting covenants. The absence of such covenants or the flexibility in measuring compliance with such covenants could cause borrowers or issuers to experience a significant downturn in their results of operation without triggering any default or other rights that would permit holders of such loans, bonds or other financial instruments (such as the Funds) to declare an event of default or other accelerate indebtedness. Any such delay in the ability of holders of debt to exercise remedies may lower the ultimate recoveries received by the Funds in any insolvency or restructuring of indebtedness of the borrowers. Additionally, there may be insufficient information regarding the status of borrowers, which status may be worse than the Funds assumed for purposes of evaluating its investment. In addition, the seller of a portfolio of loans, bonds or other financial instruments may not have accurate files, in which case the Funds may have outdated or incomplete information.

Kennedy Lewis Residential Property Income Advisors LLC, which serves as investment adviser to Kennedy Lewis Residential Property Income Company LP, is a relying investment adviser of Kennedy Lewis. Kennedy Lewis Residential Property Income Advisors LLC and Kennedy Lewis are under common control and share the same physical location and certain supervised persons.



Kennedy Lewis Capital Holdings LLC, which serves as investment adviser to the BDC. Kennedy Lewis Capital Holdings LLC and Kennedy Lewis are under common control and share the same physical location and certain supervised persons. Kennedy Lewis has entered into a resource sharing agreement (“Resource Sharing Agreement”) with Kennedy Lewis Capital Holdings LLC, pursuant to which Kennedy Lewis makes certain personnel and resources available to Kennedy Lewis Capital Holdings LLC to provide certain investment advisory services to the BDC.



Kennedy Lewis Land and Residential Advisors (“KLLARA”) is an affiliate of Kennedy Lewis that is the external manager to Millrose Properties, Inc. (“Millrose Properties”), which invests in homebuilder finance opportunities. Homebuilder finance opportunities are the focus of the strategy of the KLRES Fund and a component of the strategy of the Credit Opportunity Funds. Please see Item 16 below regarding Kennedy Lewis’ allocation policy.

Kennedy Lewis Broker-Dealer is a SEC and FINRA-registered broker-dealer. Kennedy Lewis BrokerDealer and Kennedy Lewis are under common control and share the same physical location. Certain supervised persons of Kennedy Lewis also hold positions at Kennedy Lewis Broker-Dealer. Pooled investment vehicles managed by Petershill at Goldman Sachs Asset Management hold a minority passive interest in Kennedy Lewis and certain affiliated entities. Conflicts of Interest. There are numerous perceived and actual conflicts of interest among and between Kennedy Lewis, the Affiliated Advisers, its affiliates, the Funds, Affiliated Adviser clients and the Kennedy Lewis BrokerDealer. The conflicts of interest that may be relevant to the Funds include those discussed below, although such discussion does not describe all of the conflicts that may be faced by Kennedy Lewis. Dealing with conflicts is complex and difficult, and new and different types of conflicts are likely to subsequently arise. If any matter arises that Kennedy Lewis determines in its good faith judgment constitutes an actual conflict of interest, Kennedy Lewis may take such actions as it determines in good faith may be necessary or appropriate to ameliorate the conflict. These actions may include, by way of example and without

limitation, (i) disposing of the security giving rise to the conflict of interest, (ii) appointing an independent fiduciary to act with respect to the matter giving rise to the conflict of interest, (iii) consulting with the relevant LP advisory committee regarding the conflict of interest and either obtaining a waiver from the LP advisory committee of such conflict of interest or acting in a manner, or pursuant to standards or procedures, approved by the LP advisory committee with respect to such conflict of interest, (iv) creating groups of personnel within Kennedy Lewis and the Affiliated Advisers separated by information barriers (which may be temporary and limited purpose in nature), each of which would advise or represent one of the advisory clients of the Firm and relevant Affiliated Advisers that has a conflicting position with other advisory clients of the Firm and relevant Affiliated Advisers, and (v) implementing other policies and procedures (which may be specific to one or more investments) reasonably designed to mitigate the conflict of interest. In most cases, however, the resolution of the conflict will depend entirely on the exercise of the discretion of the Firm, in light of relevant facts and circumstances at the time, including the immediate and longerterm interests of the relevant advisory clients. The specific weight ascribed to each of the relevant factors is a subjective judgment about which reasonable people may differ, and, with respect to the advisory clients of the Kennedy Lewis such judgments will remain in the complete discretion of Kennedy Lewis. Investments in the Same Portfolio Company. One Fund or Affiliated Adviser client may, from time to time, make an investment in a portfolio company in which another Fund has previously invested, or subsequently invests, in a different part of the portfolio company capital structure and vice versa. For example, one Fund could make a loan to a portfolio company, or otherwise invest in a senior security of a portfolio company, where another Fund has already invested in the equity of the portfolio company or subsequently does so. In making an investment from a Fund in a portfolio company in which another Fund already holds an investment, Kennedy Lewis may be subject to a conflict of interest as the terms of the investment may have an impact on the value of the portfolio company and therefore the value of the existing investment. In addition, there may be instances where such a portfolio company may become insolvent or bankrupt and where one Fund’s interest in the portfolio company conflicts with another’s interest. If one Fund holds an interest in a portfolio company with rights, preferences and privileges that are different than those held by another Fund in the same portfolio company, Kennedy Lewis could be presented with decisions when the interests of the Funds are in conflict. It is possible that, in a bankruptcy proceeding, out-of-court restructuring or other corporate action, one Fund’s interest ends up subordinated or otherwise adversely affected by virtue of another Fund’s investment and actions relating to its investment. Similar conflicts can arise in determining the terms of investments or if or when to exercise rights associated with investments. Decisions about what action should be taken in a troubled situation, including whether or not to enforce claims, whether or not to advocate or initiate a restructuring or liquidation inside or outside of bankruptcy, and the terms of any work-out or restructuring raise conflicts of interest. If additional capital is necessary as a result of financial or other difficulties, or to finance growth or other opportunities, a Fund that invested in the portfolio company may not be in a position to make a further investment due to where it is in its life cycle or for some other reason. Another Fund may or may not provide the additional capital, and if provided such Fund will supply the additional capital in such amounts, if any, as determined by Kennedy Lewis. Kennedy Lewis’ incentives with respect to the Funds in those cases may differ and even conflict. Use of Consultants. Kennedy Lewis may use individuals as consultants or advisors who are not employees of the Firm, but are compensated for services provided to the Fund, other advisory clients of Kennedy Lewis or Affiliated Advisers and/or portfolio investments, including, without limitation, persons who provide are investment advisers not affiliated with Kennedy Lewis or provide similar services (“Consultants”). There is an incentive for Kennedy Lewis to engage or employ such persons and persons performing activities that might otherwise be performed by Kennedy Lewis-employed investment professionals (rather than Kennedy Lewis-employed investment professionals) so that any compensation paid to such persons (as described more fully below) is an expense of the Funds, other advisory client of the Kennedy Lewis or Affiliated Advisers or a portfolio investments, as applicable, and not Kennedy Lewis. The terms of engagement, including the compensation arrangements for Consultants are generally

agreed between the Consultant and Kennedy Lewis (or one of its affiliates or portfolio investments) at the time of engagement and vary depending on the nature of the services provided. In addition to retainers, periodic fees and the reimbursement of expenses, Consultants may receive compensation arrangements from portfolio investments composed of a discretionary performance-related bonus, grants of equity and/or co-investment opportunities in the portfolio investments in which such individual serves directly as a consultant or adviser and may receive directors’ fees, consulting fees and other compensation from portfolio investments determined by Kennedy Lewis and/or the portfolio company. These fees and expenses may be allocated to the Fund (or other advisory clients of Kennedy Lewis or Affiliated Advisers) or portfolio companies that benefit from the service. Further, consultants may be eligible to invest in the Funds on a no fee, no carry basis. Although Kennedy Lewis seeks to retain Consultants with a view to reducing costs to portfolio companies (and ultimately, the Funds and/or other advisory clients of the Firm or Affiliated Advisers) and/or improving portfolio investment performance, a number of factors may result in limited or no cost savings from such retention. Unconsummated Transaction Expenses. As discussed above in Item V (Fees and Expenses), the Funds will bear expenses incurred in connection with transactions intended for the Funds. This applies if the investment is closed, as well as if the investment is not ultimately consummated, including, without limitation all expenses incurred in pursuit of an investment that upon initial review appeared to meet a Fund’s investment guidelines and that the Fund undertook efforts in furtherance of investing in, but which did not become an investment of the Fund. Examples of such unconsummated transaction expenses include, but are not limited to, due diligence expenses, commitment fees that become payable in connection with a proposed investment that is not ultimately made; legal, tax, accounting, financing, advisory, and consulting fees and expenses; travel, accommodation and related expenses; transaction fees; brokerage commissions; litigation expenses; printing expenses; any liquidated damages; reverse termination fees and similar payments. In instances where co-investors or joint venture partners have not yet committed to a proposed co-investment or joint venture, a Fund may bear all of the unconsummated transaction expenses. The financial position of the Funds and other relevant advisory clients of Kennedy Lewis or Affiliated Advisers may give Kennedy Lewis or its affiliates an incentive to allocate such fees and expenses to the Funds over another advisory client of the Firm or vice versa. For example, it would be advantageous to allocate expenses from unconsummated expenses to an advisory client that is not expected to pay carried interest to its general partner, as the fees and expenses would not affect the amount of carried interest paid—it would be zero in any case; a similar incentive could arise where an advisory client of Kennedy Lewis is paying carried interest at a lower rate than other advisory clients of the Firm. Conversely, it typically would be disadvantageous as an economic matter to allocate transaction expenses from unconsummated transactions to an advisory client of Kennedy Lewis that is paying carried interest, as doing so would delay and reduce the amount of carried interest paid to the relevant general partner. Co-Investments. As discussed above in Item 16 (Investment Discretion), co-investment vehicle may be established to make parallel investments with the Funds and other advisory clients of Kennedy Lewis in certain investment opportunities, provided that the general partner or managing member of such Funds has determined it is not prudent for the Funds to make the portion of the investment being offered to the coo-investment vehicles. For example, Kennedy Lewis may determine that the size of an available investment opportunity being considered by the Funds meaningfully exceeds the amount that is appropriate for the Funds. Kennedy Lewis may, but is not obligated to, provide co-investment opportunities to other parties other than the co-investment vehicle and parallel accounts on such terms and conditions as determined by the Firm in its sole discretion. Certain advisory clients of Kennedy Lewis and investors in other pooled vehicles advised by Kennedy Lewis or an Affiliated Adviser have also been granted rights to coinvestment opportunities in accordance with their governing documents. Kennedy Lewis will determine the person(s) to whom it offers any such opportunity, and the relative amounts offered to each such person, taking into account such factors as Kennedy Lewis determines appropriate based on the relevant facts and circumstances, which may include one or more of the

following: (i) the ability of an investor to commit to invest in a short period of time, in light of the timing constraints applicable to such investment; (ii) the ability of an investor to commit to a significant portion of such opportunity; (iii) whether an investor provides strategic value in respect of such investment, such as by having relevant experience in the sector or existing relationships with management or other relevant parties; (iv) the size of an investor’s commitment to the Funds; (v) whether and to what extent an investor has accepted prior co-investment opportunities offered to it; or (vi) such other factors as Kennedy Lewis deems relevant, which may include subjective determinations such as working relationships and strategic benefits to Kennedy Lewis or to the Funds. In all cases, allocation of co-investment opportunities will be subject to the provisions of the governing documents of the relevant advisory client. The management of a co-investment vehicle, and other advisory clients with co-investment rights, by Kennedy Lewis creates a conflict of interest in that the co-Investment vehicle and such other advisory clients may benefit from due diligence conducted by the Funds und and transaction costs that are allocated to the Funds or such other advisory clients of the Firm without co-investment rights. In addition, co-investment vehicles, and other advisory clients of Kennedy Lewis with co-investment rights, will not necessarily be allocated unconsummated transaction expenses. Expense Allocation. The allocation of expenses between Kennedy Lewis or an Affiliated Adviser, on the one hand, and advisory clients of Kennedy Lewis, on the other hand, represents a conflict of interest. The Firm will also face conflicts of interest when allocating expenses among the advisory clients of members of Kennedy Lewis, including the Funds. Kennedy Lewis will seek to allocate those common expenses among the Funds and the other clients in a manner that will be fair and reasonable over time. However, expense allocation decisions involve potential conflicts of interest (e.g., an incentive to favor accounts that pay higher incentive fees, or conflicts relating to different expense arrangements with certain clients). Kennedy Lewis may use various methods to allocate particular expenses among the Fund and the other clients depending on the circumstances (e.g., pro rata based on assets under management, relative participation in the transaction related to the expense, etc.). Nonetheless, the portion of a common expense that Kennedy Lewis allocates to the Funds for a particular product or service, may not reflect the relative benefit derived by the Fund from that product or service in any particular instance. Kennedy Lewis’s expense allocations often depend on inherently subjective determinations and, accordingly, expense allocations made by Kennedy Lewis in good faith will be final and binding on the Fund. Transactions with Affiliates. From time to time, Kennedy Lewis may determine that a sale of positions from one Fund or another advisory client of Kennedy Lewis or Affiliated Adviser client to another is in the best interests of both accounts. For example, an affiliate may acquire an investment from an unrelated seller or borrower in anticipation of offering it to a Kennedy Lewis-sponsored vehicle or account at a future date if such vehicle or account does not have available capital to make the investment when it is being marketed by the unrelated seller. While these transactions with related parties may expand the universe of opportunities that is available to the Funds and other clients of Kennedy Lewis or the Affiliated Advisers, the Funds will not necessarily derive a benefit from each such transaction, and the Kennedy Lewis Fund and the other party to a particular transaction may have divergent interests. Moreover, there may be uncertainties regarding the valuation of investments that are subject to these transactions. In situations involving transactions with affiliates, the general partner of a particular Fund is only required to obtain the consent of the LP advisory committee, in the circumstances specified in the Funds’ Governing Documents or otherwise where required by applicable law. Conflicts Relating to Relationships of the Affiliated Parties. Kennedy Lewis, its affiliates and their respective partners, officers, principals and employees (collectively, the “Affiliated Parties”) generally may, in their discretion, contract with any related person of the Affiliated Parties (including but not limited to a portfolio company of the Funds or another client account) to perform services for the Affiliated Parties in connection with its provision of services to the Funds or another client account. When engaging a related person to provide such services, the Affiliated Parties will have an

incentive to recommend the related person in an effort to financially benefit, even if another person is more qualified to provide the applicable services and/or can provide such services at a lesser cost. The Affiliated Parties will from time to time, in their discretion, recommend to the Fund or to a portfolio company thereof (in response to a solicitation for a recommendation or otherwise) that it contract for services with (i) an Affiliated Party or a related person of an Affiliated Party (including but not limited to a portfolio company) or (ii) an entity with which an Affiliated Party or a member of their personnel has a relationship or from which an Affiliated Party or their personnel otherwise derives financial or other benefit. When making such a recommendation, an Affiliated Party, because of their financial or other business interest, may have an incentive to recommend the related or other person even if another person is more qualified to provide the applicable services and/or can provide such services at a lesser cost. KL Servicers LLC (“KL Servicers”) is a vertically integrated in-house asset and loan monitoring and servicing platform that will provide services, including but not limited to due diligence and transaction support services to Kennedy Lewis’ investment team (“KL Servicer Services”), to the Funds, other Affiliated Adviser clients and their respective investments, typically at the expense of a borrower, a homebuilder counterparty or the Funds or other Affiliated Adviser clients in accordance with the Governing Documents of the applicable Fund(s) or other Affiliated Adviser client(s). Due to the specialized nature of the services required, Kennedy Lewis believes KL Servicers is best positioned to provide higher quality services with greater efficiency than a third party. Various advisory clients of the Affiliated Parties may engage KL Servicers to perform KL Servicer Services and may pay KL Servicers lesser or differentlycalculated compensation for such services. For investments within the homebuilder finance strategy, the Fund’s transaction agreements with homebuilder counterparties typically include allowances for services provided by KL Servicer. Out of these allowances, the costs of KL Servicers allocated to such Fund will be borne, and the excess, if any, is shared with such Fund. These amounts used for the costs of KL Servicers will not reduce the management fee paid by the Fund to Kennedy Lewis. The determination of KL Servicer’s costs involves numerous assumptions and the allocation of various types of costs across KL Servicer’s various clients. Therefore, it is possible that the Fund may bear costs for KL Servicer Services that exceed KL Servicer’s costs in any given homebuilder finance strategy investment and in any given year. Kennedy Lewis will commission an annual transfer pricing study to assist in evaluating the cost of KL Servicers to the Fund. Employees of KL Servicers are paid by KL Servicers, and their compensation is included in the calculation of KL Servicer’s costs described above. Therefore, Kennedy Lewis has an incentive to engage KL Servicers to provide KL Servicer Services, including services that might otherwise be performed by Kennedy Lewisemployed investment professionals so that any compensation paid to such persons is an expense of KL Servicers and not Kennedy Lewis. Kennedy Lewis also has a conflict of interest when determining to engage KL Servicers rather than one or more third-parties to provide the services provided by KL Servicers because of the potential to earn a profit from the Funds (though as discussed above, it is not Kennedy Lewis’ intent to do so). Kennedy Lewis also may have a conflict of interest related to KLLARA when deciding how to allocate land banking investments between Millrose Properties and certain of the Funds. Kennedy Lewis has implemented policies and procedures regarding the allocation of such investments to address this conflict. In addition, portfolio companies in which a Fund has invested from time to time provide services to Kennedy Lewis, certain Fund investors or prospective investors. This creates a conflict of interest, as Kennedy Lewis has an incentive to cause such a portfolio company to favor Kennedy Lewis relative to other portfolio company clients or customers in terms of pricing, access or otherwise, which could adversely affect the portfolio company’s profitability to the Fund. Subject to the Governing Documents of the applicable Fund(s), examples of the anticipated activities of the Kennedy Lewis Broker-Dealer include, without limitation, to: (i) receive any placement, syndication, solicitation, arranger, dealer-manager, brokerage or other fees, including discounts, commissions and

concessions, paid to the Kennedy Lewis Broker-Dealer for services rendered by such Kennedy Lewis Broker-Dealer in connection with the offer, sale, placement, syndication, arrangement, structuring, restructuring, purchase, repurchase or exchange of securities or financing, or the effectuation of any securities or financing transaction or any other compensation the Kennedy Lewis Broker-Dealer receives in connection with the private placement of securities, loans or other financial instruments or M&A advisory services (the fees and other compensation described in this clause (i), collectively, the “BrokerDealer Fees”) from a portfolio company, borrower and/or third-party investor relating to an investment opportunity that Kennedy Lewis determined was not appropriate for the Fund; (ii) receiving Broker-Dealer Fees from a borrower of the Fund or a third-party, in connection with such third-party co-lending to such borrower alongside the Fund; and (iii) receiving Broker-Dealer Fees from a portfolio company or borrower of the Fund or third-party in connection with an investment made by the third-party investor in such portfolio company or borrower (such third-party investment may be in the same or at a higher or lower ranking part of the capital structure of such portfolio company or borrower and may or may not result in a complete or partial realization of an investment by the Fund in such portfolio company or borrower). Such activities could relate to transactions that could give rise to investment opportunities that are suitable for one or more of the Funds. However, the Kennedy Lewis Broker-Dealer is not obligated to make an investment opportunity available to any Fund. Certain activities of the Funds, including, without limitation, investments in portfolio companies and/or borrowers are expected to give rise to business opportunities for the Kennedy Lewis Broker-Dealer, and the resulting Broker-Dealer Fees. In particular, portfolio companies and/or borrowers of the Fund may be influenced to retain the Kennedy Lewis Broker-Dealer, even when the Fund does not have a control position in such portfolio companies and/or borrowers (e.g., where the portfolio company or borrower retains the Kennedy Lewis Broker-Dealer to obtain additional financing from other third-party investors and the portfolio company or borrower has received (or knows that it may receive) an investment from the Fund). However, Broker-Dealer Fees will be retained by the Kennedy Lewis Broker-Dealer and will not reduce the management fee paid to Kennedy Lewis or otherwise be shared with the Fund or the investors in the Fund. The potential for Broker-Dealer Fees could be viewed as an incentive for Kennedy Lewis to seek, refer, allocate or recommend an investment or transaction to the Fund. In addition, Kennedy Lewis may be incentivized to structure an investment in a manner that would create an opportunity for Broker-Dealer Fees when an alternative structure would have given rise to a more favorable transaction for the Fund. With respect to any service provided by the Kennedy Lewis Broker-Dealer to a portfolio company and/or borrower of the Fund, there can be no assurance that a third party would not have provided better or more cost effective services. When the Kennedy Lewis Broker-Dealer acts on behalf of a portfolio company and/or borrower in which the Fund invests, or a third-party investing in such portfolio company and/or borrower, it will also give rise to other potential or actual conflicts of interest, including the possibility of Kennedy Lewis being motivated to cause the Fund to agree to terms with respect to its investment that are less favorable in order to facilitate Broker-Dealer Fees, which may adversely impact the Fund. Relatedly, the Kennedy Lewis Broker-Dealer may be incentivized to provide more favorable terms to a third-party acquiring an investment in a portfolio company and/or borrower to the disadvantage of the Fund and such terms may not be made available to the Fund. Such third parties could include competitors of Kennedy Lewis or the Fund or the Fund’s investments. Services to third parties in this manner present additional conflicts of interest. The Kennedy Lewis Broker Dealer’s client would typically require the Kennedy Lewis Broker-Dealer to act exclusively on its behalf. A third-party investor or another advisory client of an Affiliated Adviser may also be entitled to participate in the indebtedness of a portfolio company at a discount, and a Kennedy Lewis Broker-Dealer may be entitled to Broker-Dealer Fees from such third-party investor, in each case as a result of the Fund’s investment in such portfolio company. In such a case, the Fund will not be entitled to participate in the benefit of such Broker-Dealer Fees or discounted purchase price. Other conflicts include, but are not limited to: (i) whether the Kennedy Lewis Broker-Dealer engagement, including the amount of fees to be paid (e.g., by a borrower, portfolio investment, counterparty or the Fund), is on terms that are not materially less favorable than terms that could be obtained from a third party; (ii) the borrower, portfolio investment or counterparty views the total amount of fees and interest paid for or in

connection with the financing (or similar instrument) as one overall category of remuneration, whether payable to the Kennedy Lewis Broker-Dealer, as a service provider, or the Fund as the lender, and therefore does not seek to negotiate the quantum of fees to be paid to the Kennedy Lewis Broker-Dealer in lieu of greater fees, an increased interest or coupon or other ways in which a lender is customarily compensated for the benefit of the Fund; (iii) an incentive to pursue investment opportunities with greater fee opportunities for the Kennedy Lewis Broker-Dealer whether as a percentage of the investment size or absolute dollar amount, which could adversely impact the sourcing, diligence and approval process for the Fund; or (iv) the under- or over commitment of the Fund, and/or the inclusion or exclusion (in whole or in part) of the Fund from such investment opportunity, as a means to ensure the payment of such revenue. In addition, where the Kennedy Lewis Broker-Dealer is retained by a portfolio company and/or a borrower to secure financing with respect to a security in which the Fund invests, the Fund could, in certain circumstances, be subject to a “lock-up” period following the offering under applicable regulations or contractual restrictions during which time their ability to sell, hedge, or otherwise hypothecate the security that they continue to hold is restricted. In certain cases, this could prejudice the Fund’s ability to dispose of such security at an opportune time. Also, in connection with the Kennedy Lewis Broker-Dealer, the Fund may be subject to policies that, in certain circumstances, would require the Fund to hold securities for a period of time following receipt of a transaction allocation from an affiliate. The Kennedy Lewis Broker-Dealer also could come into possession of information that it is prohibited from acting on (including on behalf of a Fund) or disclosing to Kennedy Lewis or any of their affiliates as a result of applicable confidentiality requirements or applicable law, even though such action or disclosure would be in the best interest of the Fund or an investment. The involvement of the Kennedy Lewis Broker-Dealer in an investment opportunity would give rise to various other actual or apparent conflicts for the Fund, including, potential screening bias against potential investment opportunities that do not include a BrokerDealer Fee component. Different compensation arrangements for personnel of Kennedy Lewis versus personnel of the Kennedy Lewis Broker-Dealer, and, more generally, the different composition and functions of the personnel of Kennedy Lewis and personnel of the Kennedy Lewis Broker-Dealer, could impact the performance of, and dedication of resources provided by, Kennedy Lewis and the Kennedy Lewis Broker-Dealer, and could incentivize members of Kennedy Lewis to seek to direct certain work to the Kennedy Lewis Broker-Dealer in an effort to create additional opportunities for the Kennedy Lewis Broker-Dealer to earn fees in connection with existing or potential portfolio investments of the Fund. Subject to the Governing Documents of each Fund, the Fund is authorized to retain the Kennedy Lewis Broker-Dealer; however, the LP advisory committee or Fund is required to approve the direct payment of Broker-Dealer Fees by the Fund. Conflicts Relating to Business with Portfolio Companies. Certain portfolio companies may provide services or products to Kennedy Lewis of the Affiliated Advisers, certain Fund investors or prospective investors even though such products or services may not necessarily be the best, or most economical, available to the Firm or such investors or prospective investors. This creates a conflict of interest, as Kennedy Lewis may have an incentive to cause such a portfolio company to favor Kennedy Lewis or the Affiliated Advisers or those investors or prospective investors relative to other portfolio company clients or customers in terms of pricing or otherwise, which could adversely affect the portfolio company’s profitability to the Funds. Conflicts Relating to Personal Trading. Personal investment by the partners and other personnel of Kennedy Lewis can present potential conflicts of interest for the Firm and its personnel. Subject to the policies and procedures of Kennedy Lewis and the restrictions in the Funds’ Governing Documents, the partners and other personnel of the Investment Manager may buy and sell securities or other investments for their own accounts. As a result of differing investment strategies or constraints, or for other reasons, positions may be taken by Kennedy Lewis personnel that are different from or made at different times than positions taken for the Funds. For the same reasons, the partners and other personnel of the Firm

may invest in public or private companies, other investment vehicles (including private equity funds, venture capital funds, hedge funds, real estate funds and other similar investment vehicles) which include potential competitors of the Funds. Kennedy Lewis has established policies and procedures requiring certain approvals for investments in private companies and private funds and most personal securities transactions by Firm personnel. However, the potential exists for personal securities transactions by Kennedy Lewis personnel, including those which have been pre-cleared or approved in advance, to generate significantly higher investment returns to such personnel than any of the Fund’s investment transactions generate for its own investors. In addition, portfolio companies in which the Funds and/or other advisory clients of members of Kennedy Lewis have invested from time to time provide services to the Firm or the limited partners of the Funds. This creates a conflict of interest, as Kennedy Lewis has an incentive to cause such a portfolio company to favor Kennedy Lewis relative to other portfolio company clients or customers in terms of pricing, access or otherwise, which could adversely affect the portfolio company’s profitability to the Funds. Financial Industry Affiliates. As with other investment fund sponsors, as part of the businesses of the members of the Affiliated Parties, such members have developed many relationships with third parties which have the potential to raise conflicts of interest. Such third parties include, but are not limited to, investment bankers, consultants, professional advisors (such as attorneys and accountants), private equity and venture capital investors, and investors in other clients. Certain of such third parties may provide significant business or investment services or otherwise transact with the Funds. For example, pooled investment vehicles managed by Petershill Partners, an affiliate of Goldman Sachs Asset Management, hold a minority passive interest in Kennedy Lewis. This relationship may create an incentive for Kennedy Lewis to use Goldman Sach Asset Management or its affiliates over other third-party service providers. Side Letter Agreements. In connection with a particular limited partner’s subscription for interests in a Fund, Kennedy Lewis and/or the applicable general partner has entered, and may in the future enter, into side letters or other similar agreements, with such limited partner that create a category of interests that would have the effect of granting more favorable rights with respect to any provision of the Governing Documents to the extent permitted by applicable law. The terms of the side letters or similar agreement may include (i) greater transparency into the Fund’s portfolio, (ii) different management fee, Carried Interest or Incentive Allocation terms, (iii) granting a profit interest in an Advisory Affiliate, (iv) more favorable transfer and distribution rights, (v) rights to co-investment opportunities, (vi) investment exclusion rights, with respect to any limited partner, (vii) the right to designate an LP advisory committee representative, (viii) additional reporting and disclosure rights and (ix) notifications regarding Kennedy Lewis’ business. Although certain limited partners may invest in the Funds with different material terms, the Funds and Kennedy Lewis generally will only offer such terms if they believe other limited partners will not be materially disadvantaged. Kennedy Lewis may also designate certain investors as strategic partners and, accordingly, offer them more favorable fee terms not offered to other investors. Investing Alongside Parallel Accounts. The Funds’ Governing Documents provide that the Funds are permitted to make investments alongside one or more parallel accounts, including parallel accounts that may be formed in the future. Parallel accounts are subject to governing documents with terms that are different from the terms of the Funds’ Governing Documents in ways that are material. A parallel account could take actions that would negatively affect the value of the Funds’ investments, including, without limitation, where the parallel account is in a position to take (or block) action in a manner contrary to the Funds’ investment objectives. For example, Kennedy Lewis has agreed with a parallel account which may invest alongside the Funds, to certain rights that are different (and in some cases more favorable) than the rights of the Funds’ limited partners under such Funds’ Governing Documents including, (i) greater transparency into the parallel account’s portfolio, (ii) greater information rights, (iii) different fee or incentive compensation terms, (iv) more favorable transfer rights, (v) rights to co-

investment opportunities, (vi) investment exclusion rights, (vii) separate voting and advisory committee determinations from the Funds, (viii) additional reporting and disclosure rights, (ix) notifications regarding Kennedy Lewis’ business, (x) the right to halt the recycling of investment proceeds, (xi) expenses borne by the parallel account, (xii) upon a default by the investor in the parallel account, the investor in the parallel account is not subject to all of the default remedies that the Funds’ limited partners are subject to in the event of a default by such a limited partner, (xiii) the right to end the investment period of the parallel account earlier than the end of the Funds’ investment periods, (xiv) the right to remove the general partner or managing member of a parallel account and elect to either replace the removed general partner (subject to the approval of a member of the Sponsor Group) or wind up the parallel account and (xv) the right to cease funding its commitments to the parallel account under certain circumstances. As a result, to the extent the Master Fund makes investments alongside any parallel account, it will be subject to similar risks and conflicts to those described below under “Investing Alongside Other Clients” with respect to such parallel account. Investing Alongside Other Clients. The Funds’ investment strategies include investing alongside other advisory clients of Kennedy Lewis (including one or more other clients that may be formed in the future). In light of the Funds’ investment strategies, together with the anticipated allocation of investment opportunities among the Funds and other advisory clients of Kennedy Lewis, the timing, price or other terms on which the Funds participate in or disposes of an investment may diverge from those of other advisory clients of Kennedy Lewis that participate in the same investment. Kennedy Lewis is under no obligation to cause the Funds and each other advisory client of the Firm to make investments at the same time or on the same terms (including price). For example, under certain circumstances, the Funds may invest in portfolio investments prior to or following an investment made in the same portfolio investment by another advisory client of Kennedy Lewis, and the timing of such purchases or the aggregate hold size may cause the Funds and such other client’s effective prices of the portfolio investment to differ. Further, the Funds may not, for example, invest through the same investment vehicles, employ the same credit, hedging, or investment strategies as other clients. In addition, the actions of another client advisory client of Kennedy Lewis or its affiliates could affect the value of the Funds’ investments or the price at which the Funds purchase or dispose of an investment. For example, a sale by another advisory client of Kennedy Lewis of its investment could put downward pressure on the value of the Funds’ interests, which the Funds have opted to hold for a longer term. Conversely, the acquisition of an investment by another advisory client of Kennedy Lewis prior to the Funds’ acquisition of such investment could increase the purchase price of such investment for the Funds. In general, there can be no assurance that the Funds and other advisory clients of Kennedy Lewis that invest alongside the Funds, would exit such investment at the same time or on the same terms. Differences in each advisory client of the Firm’s terms, investment periods, structures, investment strategies and/or other factors are expected to result in the Funds’ investments being made or exited at a different time, at a different effective price or with differing costs or terms than such other clients. Each of the Funds and other advisory clients of Kennedy Lewis may make or exit an investment in a number of installments, which increases the likelihood that the Funds and other advisory clients of members of Kennedy Lewis will make and/or dispose of investments, in whole or in part, on different terms, including price. For instance, the Funds are expected to invest in transactions alongside other advisory clients of members of Kennedy Lewis, which have materially different investment periods and terms. In such circumstances, the Funds may exit an investment significantly earlier (or later) than such other clients and the proceeds realized in respect of the investment may differ as between the Funds and such other advisory clients of Kennedy Lewis, due to changes in the performance of such investment, or in market conditions generally, subsequent to the Funds’ exit, and such differences may be material. Further, the investment objectives, guidelines and focus of one or more other advisory clients of Kennedy Lewis (including, as noted above, other advisory clients of the Firm that are expected to be formed in the future) overlap, and are expected to continue to overlap, with the investment objectives, guidelines and focus of the Funds. As such, the Funds are expected to invest in companies alongside one or more other advisory clients of the Firm or in which one or more other advisory clients of Kennedy Lewis have invested or may invest in the future, and these investments may be of a different class or type than the

class or type of interest held by another advisory client of the Firm (for example, at a different level of the capital structure of a particular company). In all cases, such investments may from time to time to be made and/or disposed of at different times and on different terms (including price). Such divergences may be material and occur for various reasons, including as a result of tax, legal or regulatory constraints. Such overlapping investments may give rise to actual or potential conflicts of interest, or the appearance of such conflicts of interest, including as a result of one fund having more favorable fee, expense, compensation or other terms than the other, and actions may be taken for another advisory client of Kennedy Lewis that are adverse to the Funds. In addition, the Funds and other advisory clients of Kennedy Lewis may express inconsistent or divergent views of a commonly held investment, or of market conditions, and the interests of such other clients may diverge from those of the Funds. This could cause the other client to dispose of, increase its exposure to or continue to hold the investment at a time when the Funds have adopted a different strategy. As a result, the actions of another advisory client could affect the value of the Funds’ investments. Furthermore, to the extent that another advisory client of Kennedy Lewis’ position in a particular investment is greater than the Funds’ investments, or to the extent that the fee or other terms of another advisory client of Kennedy Lewis are more favorable to Kennedy Lewi, the Firm as a whole may have incentives to favor the interests of such other client over the interests of the Funds. The other advisory clients of members of Kennedy Lewis are under no obligation to act in a way that furthers or protects the interests of the Funds. To the extent that the Master Funds is investing alongside the BDC, the arrangements will be required to be in accordance with the exemptive relief granted by the SEC which applies to the BDC and the Master Fund. The exemptive relief enumerates various conditions that apply to or could impact the Master Fund, the BDC and Kennedy Lewis.

Access persons are required to report certain personal securities transactions and holdings. Those personal securities transactions may raise potential conflicts with the interests of Kennedy Lewis’ clients. To mitigate potential conflicts of interest, Kennedy Lewis requires its access persons to pre-clear their personal transactions in any investments involving initial public offerings, private placements, as well as other “reportable securities” as defined in Rule 204A-1 under the Advisers Act. The Firm, however, allows its access persons to trade exchange traded funds and exchange traded notes, as well as other securities that are not “reportable securities” without a prior written approval. The Code of Ethics also provides guidance for Kennedy Lewis employees regarding (i) engaging in activities outside of Kennedy Lewis’ business; (ii) documenting close personal or family relationships; and (iii) giving and receiving business related gifts and providing and receiving entertainment. A copy of the Code of Ethics may be obtained by contacting the Chief Compliance Officer whose contact information is set forth on the cover of this Brochure. Investing in Securities Recommended to Clients. Kennedy Lewis and its affiliates, as well as certain of Kennedy Lewis’ employees may, and currently do, invest in the Funds, and, accordingly, will share any profits and losses generated by the Funds’ investments. Furthermore, in certain situations, related persons of Kennedy Lewis may purchase interests in the same investments held by the Funds, subject to pre-clearance and other Code of Ethics requirements. Conflicts of interest may arise if Kennedy Lewis or its employees recommend a particular transaction because of a financial interest held by any such person in such securities or interests. Such investments pose a risk that Kennedy Lewis will favor one or more Funds in which an investment is maintained. Transaction in Securities where Kennedy Lewis has a Material Financial Interest. As described above, Funds advised by Kennedy Lewis from time to time, invest in the equity of CLOs managed by KLLM or the BDC. Such investments do pose conflicts of interest. The Funds shall invest in CLOs managed by KLLM if and only when the investment committee has concluded that such investment is superior opportunity to other opportunities in the market and that it is the Fund’s interest to invest in such CLO. The Funds will not be charged a management fee in connection with any investment in KLLM-managed CLOs. As described above in Item 5, there is no management fee or performance compensation paid at the Core Lending Fund-level with respect to amounts invested in the BDC. See the discussion above in Item 10 for information on the anticipated activities of the Kennedy Lewis Broker-Dealer, including activities which would result in the Kennedy Lewis Broker-Dealer receiving Broker-Dealer Fees from a portfolio company or borrower of a Fund.

Insider Trading Policy. Kennedy Lewis, its Affiliate Advisers or their respective related persons, in the course of their investment management and other activities, may come into possession of confidential or material nonpublic information about issuers, including issuers in which Kennedy Lewis, its affiliates or their respective related persons have invested or seek to invest on behalf of the Funds or other clients. Kennedy Lewis is prohibited from improperly disclosing or using such information for its own benefit or for the benefit of any other person, regardless of whether such other person is a Fund. Kennedy Lewis maintains and enforces written policies and procedures that prohibit the communication of such information to persons who do not have a legitimate need to know such information and to assure that Kennedy Lewis is meeting its obligations to the Funds and remains in compliance with applicable law. In certain circumstances, Kennedy Lewis may possess certain confidential or material, nonpublic information that, if disclosed, might be material to a decision to buy, sell or hold a security or financial instrument, but Kennedy Lewis will be prohibited from communicating such information to the Funds or using such information for the Funds’ benefit. In such circumstances, Kennedy Lewis will have no responsibility or liability to the Funds for not disclosing such information to the Funds (or the fact that Kennedy Lewis possesses such information), or not using such information for the Funds’ benefit, as a result of following its policies and procedures designed to provide reasonable assurances that it is complying with applicable law.

Subject to the Governing Documents, Kennedy Lewis may execute trades with other unaffiliated brokers and dealers with whom the Fund has other business relationships, including prime brokerage and credit relationships or with broker-dealers that have invested, either directly or through affiliates, in a Feeder Fund or its affiliates or as described above in Item 10. Broker Selection and Best Execution. Kennedy Lewis is authorized to determine the broker-dealer to be used for each applicable securities transaction for the Funds. In selecting broker-dealers to execute transactions, Kennedy Lewis is not required to solicit competitive bids and does not have an obligation to seek the lowest available pricing. Kennedy Lewis may not always select a broker-dealer based on the best price, but will take into account a number of qualitative and quantitative factors. In selecting broker-dealers and negotiating compensation arrangements, Kennedy Lewis will typically take into account a range of factors, including, without limitation: transacting parties’ ability to source investments in a responsible and efficient manner, historical net prices (after markups, markdowns and other transaction-related compensation); transacting parties’ execution, clearance, and settlement and error correction capabilities generally and in connection with instruments of the type and in the amounts to be bought or sold; their willingness to commit capital; their reliability and financial stability; the size of the transaction; the availability of securities to borrow for short sales; the market for the instrument in question; and the nature, quantity, and quality of research and other services and products the transacting party provides. Kennedy Lewis may place transactions with a brokerdealer that (i) provides the Firm with the opportunity to participate in capital introduction events sponsored by the broker-dealer or (ii) refers clients or limited partners to other products advised by Kennedy Lewis, if otherwise consistent with seeking best execution, provided Kennedy Lewis is not selecting the brokerdealer in remuneration of the opportunity to participate in such capital introduction events or the referral of clients or prospective limited partners. Clients may at times pay more than the lowest transaction cost available in order to obtain services and products other than the execution of securities transactions. Soft Dollars. Kennedy Lewis has not entered into, and currently does not intend to enter into, any formal soft dollar arrangements but may receive products or services from broker-dealers and other counterparties that to the best of Kennedy Lewis’ knowledge are generally made available to all institutional clients doing business with these counterparties. These products and services are made available to Kennedy Lewis on an unsolicited basis and without regard to transaction costs paid by the Funds or the volume of business Kennedy Lewis directs to these counterparties.

As mentioned above, Kennedy Lewis is required to provide fair and equitable treatment to the Funds and any other client account which shares similar investment mandates and guidelines. However, because of differences in account size, account ramp-up or liquidation status, cash considerations, tax restrictions, regulatory restrictions, specific investment guidelines, liquidity and other considerations, it is expected that the Funds may not necessarily participate in, or will receive, a pro rata share of every investment opportunity. To the extent that Kennedy Lewis, its Affiliated Advisers or certain of the Funds are presented with land banking investment opportunities, such investments are required to be allocated in accordance with certain policies and procedures as described in Millrose Properties’s Form S-11. Securities and other investment opportunities acquired through a limited offering and illiquid securities will be allocated in accordance with the procedures set forth in Kennedy Lewis’ allocation policy. To the extent that the Funds are investing alongside the BDC, the arrangements will be required to be in accordance with the exemptive relief granted by the SEC which applies to the BDC and the Funds. The exemptive relief enumerates various conditions that need to be followed by the Funds, the BDC and Kennedy Lewis. Co-Investment Kennedy Lewis may determine that the size of an available investment opportunity being considered by one or more of the Funds meaningfully exceeds the amount that is appropriate for the Fund (taking into consideration the relevant provision of the Fund’s Governing Documents). Kennedy Lewis may form one or more co-investment vehicles specifically to take up such excess opportunity and may offer one or more persons (including, but not limited to, investors in the relevant Fund or consultants) the opportunity to participate in such co-investment vehicles. In this regard, Kennedy Lewis manages KLCP Co-Investment Opportunities III LP (“Co-Invest”), which was established to make co-investments in parallel with Fund III. Certain Funds also have been granted rights to co-investment opportunities in accordance with their Governing Documents. Kennedy Lewis will determine the person(s) to whom it offers any such opportunity, and the relative amounts offered to each such person, taking into account such factors as Kennedy Lewis determines appropriate based on the relevant facts and circumstances, which may include one or more of the following: (i) the ability of an investor to commit to invest in a short period of time, in light of the timing constraints applicable to such investment; (ii) the ability of an investor to commit to a significant portion of such opportunity; (iii) whether an investor provides strategic value in respect of such investment, such as by having relevant experience in the sector or existing relationships with management or other relevant parties; (iv) the size of an investor’s commitment to the Fund; (v) whether and to what extent an investor has accepted prior co-investment opportunities offered to it; or (vi) such other factors as Kennedy Lewis deems relevant, which may include subjective determinations such as working relationships and strategic benefits

to Kennedy Lewis or to the Funds. In all cases, allocation of co-investment opportunities will be subject to the provisions of the Governing Documents of the relevant Fund. The management of Co-Invest, and other Funds with co-investment rights, by Kennedy Lewis creates a conflict of interest in that Co-Invest and such other Funds may benefit from due diligence conducted by Fund(s) without co-investment rights and transaction cost that is allocated to the Fund(s). In addition, CoInvest, and other Funds with co-investment rights, will not necessarily be allocated Unconsummated Transaction Expenses. From time to time, Kennedy Lewis may form special purpose vehicles (“SPVs”) to acquire illiquid investments on behalf of multiple Clients where direct ownership is impracticable. No fees or material costs are incurred by use of these SPVs, except as otherwise disclosed in the Governing Documents of the KLRES Fund. Cross Transactions. Kennedy Lewis may effect cross transactions between the Funds and Affiliated Adviser clients accounts, except as otherwise noted below. Cross transactions enable Kennedy Lewis to effect a trade between two Funds for the same security at a set price, thereby possibly avoiding an unfavorable price movement that may be created through entrance into the market and saving commission costs for both accounts. Kennedy Lewis has a potentially conflicting division of loyalties and responsibilities regarding both parties to cross transactions, including with respect to a decision to enter into such transactions and with respect to valuation, pricing and other terms. Because Kennedy Lewis represents the interests of both the seller and the buyer in a cross transaction, the Funds or other clients for which Kennedy Lewis executes cross transactions bear the risk that other Funds or clients in the cross transaction will be treated more favorably, especially where the other party pays a higher investment management or performance compensation. The Funds also bear the risk that the price of a security bought or sold through a cross transaction may be less favorable than it might have been had the transaction been executed in the open market, the risk that they receive a security that is difficult to dispose of in a market transaction. Kennedy Lewis will only engage in a cross transaction between the Funds or other clients when Kennedy Lewis has determined that the cross transaction is in the best interest of each client. Cross transactions between the Fund or other client accounts are not permitted if they would constitute principal trades unless consent has been obtained or trades for which the Firm or its affiliates are compensated as a broker. In certain circumstances Kennedy Lewis is required to obtain a consent from the Funds’ investment advisory committee. In addition to the cross transactions described above, subject to the Governing Documents, Kennedy Lewis may also engage in agency cross transactions between Funds and an unaffiliated third party in a manner consistent with the Advisers Act and the rules promulgated thereunder. In an agency cross transaction, the Kennedy Lewis Broker-Dealer execute securities trades for brokerage customers in which advisory client securities are sold to or bought from the brokerage customer. As noted above in Item 12, where the Governing Documents permit the Fund to retain the Kennedy Lewis Broker-Dealer, the LP advisory committee of the Fund or the Fund is required to approve the direct payment of Broker-Dealer Fees by the Fund Trade Errors. Kennedy Lewis has adopted and implemented trade processes and procedures designed to reduce the likelihood of errors. If it appears that a trade error has occurred, Kennedy Lewis will review the relevant facts and circumstances to determine an appropriate course of action. To the extent that trade errors occur, the Kennedy Lewis’ error correction procedure is to ensure that clients are treated fairly. Kennedy Lewis

has discretion to resolve a particular error in any manner that it deems appropriate and consistent with the above stated policy. Kennedy Lewis’ general policy will seek to identify and correct any trade errors promptly and in a way that mitigates any losses. Trade errors in a Fund will be borne by the Fund unless an error is the result of gross negligence, willful misconduct or violation of applicable laws by Kennedy Lewis. To the extent that the ERISA fiduciary standard applies to trading in a Fund’s accounts, in the event of a trade error, such Fund will not bear any losses, and will keep any gains.

Each proxy vote is ultimately cast on a case-by-case basis, as Kennedy Lewis considers the contractual obligations under Governing Documents and investment management agreements, and all other relevant facts and circumstances at the time of the vote. Kennedy Lewis will abstain from voting or affirmatively decide not to vote if Kennedy Lewis determines that abstention or not voting is in the best interests of the client. In making this determination, Kennedy Lewis will consider various factors, including, but not limited to, (i) the costs associated with exercising the proxy (e.g., translation or travel costs); and (ii) any legal restrictions on trading resulting from the exercise of a proxy. If a material conflict of interest between Kennedy Lewis and a Fund exists, Kennedy Lewis will determine whether voting in accordance with the guidelines set forth in its proxy voting policies and procedures is in the best interests of a Fund or take some other appropriate action. Clients may obtain a copy of Kennedy Lewis’ proxy voting policies and procedures and information about how Kennedy Lewis voted a client’s proxies by contacting submitting a request to the Chief Compliance Officer, whose contact information can be found on the cover page of this brochure.