Burkehill Global Management, LP: investment adviser

Burkehill HK, a wholly-owned subsidiary of Burkehill, is a “relying adviser” with respect to Burkehill (i.e., an investment adviser eligible to register with the SEC that, as reflected in Part 1A of Burkehill’s Form ADV, is relying on Burkehill’s registration rather than filing its own Form ADV). Burkehill HK is also principally owned indirectly by the Principal. Burkehill HK provides services to the Funds pursuant to a services agreement between Burkehill HK and Burkehill. The description of Burkehill’s business and activities throughout this Brochure includes the business and activities of Burkehill HK. The Funds are as follows: •

Burkehill Fund Ltd is incorporated as an exempted company with limited liability in the Cayman Islands formed in June 2021 (the “Arleigh Fund”). Burkehill has full investment discretion over the Arleigh Fund’s investable assets pursuant to an investment management agreement and certain other related agreements. Burkehill commenced advising the Arleigh Fund in January 2022.

•

Burkehill Master Fund LP (the “Master Fund”) is an exempted limited partnership established and registered in July 2023 under the laws of the Cayman Islands. The Master Fund was organized for the purpose of trading and investing in securities and is a “master” fund in a “master-feeder” fund structure with two feeder funds: o Burkehill Partners LP (the “U.S. Feeder”), a Delaware limited partnership established primarily for investments by U.S. taxable investors, and o Burkehill International Ltd (the “Cayman Feeder” and together with the U.S. Feeder, the “Feeder Funds”), an exempted company incorporated in the Cayman Islands established primarily for investments by U.S. tax-exempt and non-U.S. investors.

•

Burkehill Helios Partners LP (“Helios”) is a Delaware series limited partnership that was organized in November 2024. Each series of limited partnership interests of Helios (each, a “Series”) is generally expected to be invested in a single investment idea or investment strategy at any given time determined by Burkehill. Each Series may have an investment program that overlaps with the other Funds’ respective investment programs, and Helios and the other Funds may invest in the same securities. As of the date of this Brochure, Helios has not accepted any subscriptions from investors and has not made any investments.

The U.S. Feeder is a limited partner of the Master Fund. The Cayman Feeder invests in the Master Fund indirectly through Burkehill Intermediate Fund LP, a Cayman Islands exempted limited partnership (the “Intermediate Fund” and collectively with the Master Fund and the Feeder Funds, the “Admiral Funds”), which is also a limited partner of the Master Fund. Burkehill expects to invest most of the investable assets of the Feeder Funds (directly or indirectly through intermediate entities) in limited partnership interests of the Master Fund, but reserves the right to invest investable assets of the Feeder Funds independent from the Master Fund (directly or indirectly through intermediate entities). Through this mechanism, the Master Fund acts as a central trading and investment mechanism for the Feeder Funds. Burkehill Fund GP LLC (the “General Partner”) is the general partner of the Master Fund, the U.S. Feeder, the Intermediate Fund and Helios. Unless and only to the extent that the context otherwise requires, references to “Burkehill”, “we”, “us”, “our” and similar terms herein are deemed to include references to the General Partner as well. As of December 31, 2025, we have regulatory assets under management of $3,536,880,964, including a commitment by one of the Arleigh Fund’s investors to contribute amounts to the Arleigh Fund, which is cancellable under certain conditions. All of our assets under management are managed on a discretionary basis. This Brochure does not constitute an offer to sell or a solicitation of an offer to buy any securities. The Funds’ securities are offered and sold on a private placement basis under exemptions promulgated under the Securities Act of 1933, as amended (the “Securities Act”) and other applicable state, federal or non-U.S. laws. Significant suitability requirements apply to prospective investors in the Funds, including requirements that they be “accredited investors” as defined in the Securities Act and “qualified purchasers” as defined in the Investment Company Act. Persons reviewing this Brochure should not construe this as an offer to sell or a solicitation of an offer to buy the securities of the Funds described herein. Our investment decisions and advice with respect to the Funds are subject to the Funds’ respective investment objectives, guidelines, and other terms as set forth in the confidential private placement memoranda, limited partnership agreements and other governing documents applicable to the Funds, and investor agreements (including side letters) (collectively, the “Governing Documents”). Burkehill provides investment advice directly to the Funds and not individually to the Funds’ investors. The investment advisory services provided to a Fund are based on the objectives and restrictions set forth in such Fund’s Governing Documents. Please see Item 8: Methods of Analysis, Investment Strategies, and Risk of Loss for a description of the investment strategies employed by Burkehill on behalf of the Funds and their related risks. See also Item 16: Investment Discretion below. Burkehill does not currently participate in any Wrap Fee Programs.

The Arleigh Fund bears certain expenses incurred in connection with services provided by Burkehill on behalf of the Arleigh Fund in accordance with its Governing Documents, including, without limitation, an amount to cover certain budgeted operations-related expenses of Burkehill, including certain employee compensation expenses. The Admiral Funds Burkehill is entitled to receive from the Admiral Funds both asset-based compensation in the form of management fees and performance-based compensation in the form of incentive fees. We may, in our sole discretion, waive all or part of the management fees and/or incentive fees with respect to any investor in the Admiral Funds. Investors in the Admiral Funds are provided with detailed disclosure in the Admiral Funds’ Governing Documents as to how the relevant management fees and incentive fees are calculated and charged. For the Admiral Funds, management fees are generally deducted in advance on a quarterly basis and incentive fees are generally deducted at the end of a performance period or upon the withdrawal or redemption of capital, as more fully described in the Admiral Funds’ Governing Documents. Management fees paid by the Admiral Funds are generally not refundable. Fees and compensation paid to Burkehill or its affiliates by the Admiral Funds are generally deducted from the assets of the Admiral Funds. All current and potential investors in the Admiral Funds should review the Governing Documents of the Admiral Funds in conjunction with this Brochure for more complete information on the fees and compensation payable with respect to a particular Admiral Fund investor. The Admiral Funds bear, or reimburse Burkehill and/or the General Partner for advancing, the Admiral Funds’ expenses, to the maximum extent permitted by applicable law, including, without limitation, the following: (i) expenses related to the research, execution and monitoring of actual and prospective investments (whether or not consummated) and the consummation of investments,

including, without limitation, the following: third-party investment sourcing fees; consulting fees; expert fees; fees and expenses of and related to obtaining research, analytics and market data (including, without limitation, third-party data sources and any information technology hardware, software and data subscriptions (such as Bloomberg) or other technology incorporated into the cost of obtaining such research and market data); due diligence expenses including, without limitation, consulting and appraisal fees; investment- and research-related travel expenses (consistent with Burkehill’s policies, including first and business class fares and non-standard airfare costs to the extent necessary); any outsourced trading provider fees; brokerage and prime brokerage fees, commissions and expenses (including the costs of negotiating, documenting and/or amending agreements with prime brokers, ISDAs and other agreements with trading and financing counterparties); expenses relating to borrowing securities to be sold short; clearing and settlement charges; custodial fees and expenses; bank service fees; interest expenses and other borrowing costs; fees and expenses of proxy research and voting services; broken deal expenses; fees and expenses of third-party professionals, including, without limitation, consultants, investment bankers, attorneys, accountants and service providers who, in each case, provide services to the Funds or provide services to Burkehill, the General Partner or the Principal (on matters that would not have arisen but for their respective advisory relationships with the Admiral Funds); and expenses relating to engagement with a company irrespective of the outcome of such engagement, such as shareholder and management communication, soliciting proxies, hiring proxy advisory consultants, hosting shareholder forums, hiring public relations consultants and proposing or nominating directors or executives, including sourcing, recruiting, standby and indemnification and other expenses, regardless of whether the nomination is successful; (ii) organizational fees and expenses and fees and expenses incurred in connection with the offering and sale of limited partnership interests of the U.S. Feeder and shares of the Cayman Feeder, including, without limitation, the following: the preparation and amendment of the Admiral Funds’ Governing Documents (including the investment management agreement between the Admiral Funds and Burkehill); fees and expenses of Burkehill incurred in connection with “world sky” matters and private placement regimes, including the European Alternative Investment Fund Managers Directive, and Form D and blue sky and similar fees and expenses; placement fees and other charges payable to dealers or local representatives in order to comply with local securities distribution laws and regulations; and expenses incurred in connection with negotiating, documenting and complying with provisions of side letter agreements with investors; (iii) operational expenses, including, without limitation, the following: fees and expenses relating to information technology hardware, software or other technology (including, without limitation, costs of software licensing, implementation, data management and recovery services and custom development) used to research investments, evaluate and manage risk, facilitate valuations, facilitate accounting functions, facilitate compliance with the rules of any self-regulatory organization or applicable law (including, without limitation, reporting obligations) in connection with the activities of the Admiral Funds, and facilitate and manage the order execution of securities or otherwise manage the Admiral Funds (such as portfolio management systems and order management systems); fees and expenses of third-party risk management products, models and services; third-party administrative fees and expenses, including fees and expenses of the Administrator and any middle and/or back office service provider; fees and expenses of third-party professionals, including, without limitation, consultants, valuation service providers, attorneys, accountants and tax preparers; third-party audit and tax preparation expenses; insurance expenses, including, without limitation, premiums for cybersecurity insurance and liability insurance

(including directors and officers liability insurance and errors and omission insurance) covering the Admiral Funds, the General Partner, Burkehill and the current or former principals, officers, employees, managers, partners, members, affiliates or agents of any of the foregoing, and the directors of the Cayman Feeder (each, a “Director”) and the members of the governance committees (each, a “Governance Committee”) of the Admiral Funds (in each case, even if such insurance covers conduct for which indemnity would not be available from the Admiral Funds); fees and expenses associated with Director and Governance Committee meetings and meetings of the Admiral Fund investors as a whole, including, without limitation, expenses related to the organization and conduct of such meetings (including, without limitation, travel, lodging and meal expenses), and Director fees (including registration fees) and Governance Committee member fees; costs of preparing and distributing reports and notices to Admiral Fund investors (including the development, implementation and maintenance of an investor electronic delivery site and/or system and related costs thereto); entity-level taxes; fees and expenses related to compliance with applicable law and regulations in connection with the activities of the Admiral Funds, including, without limitation, any governmental, regulatory, licensing, filing, reporting or registration expenses, fees or taxes (including, without limitation, fees and expenses incurred in connection with the Cayman Islands Monetary Authority registration, and the registration or licensing of the Admiral Funds, Burkehill (or its affiliates), the General Partner or the Principal in other non-U.S. jurisdictions, and ongoing compliance in connection therewith; the preparation and filing of Form PF, Section 13 filings, Section 16 filings and other similar regulatory filings for the Admiral Funds or Burkehill, the General Partner or the Principal on matters that would not have arisen but for their respective advisory relationships with the Admiral Funds; and any filings or reporting with respect to compliance with FATCA, AEOI (each as defined in the offering documents of the Feeder Funds) or similar laws enacted in other jurisdictions, as well as any foreign tax regime registrations, tax filings and associated annual fees and expenses); and any fees and expenses related to compliance with anti-money laundering laws and regulations applicable to the Admiral Funds (including AML officer fees, expenses and training); and (iv) extraordinary expenses, including, without limitation, the following: the costs of any litigation or investigation involving the activities of the Admiral Funds (including attorney’s fees and investigative fees and expenses); the cost of settlements and indemnification expenses (including advances thereof) (for clarity, Burkehill and the General Partner are authorized to commit the Admiral Funds to potential indemnity obligations towards certain counterparties entering into agreements with the Admiral Funds for the provisions of services and otherwise); fees and expenses incurred in connection with any tax audit by any U.S. federal, state or local authority, including, without limitation, any related administrative settlement and judicial review; and fees and expenses incurred in connection with the reorganization, restructuring, termination, winding-up or dissolution of any of the Admiral Funds. Generally, all expenses of the Admiral Funds will be borne by the Master Fund, other than any expenses that we determine in our discretion should be allocated to the Intermediate Fund, the U.S. Feeder or the Cayman Feeder. The Directors or Burkehill, with respect to the Cayman Feeder, and the General Partner, with respect to the U.S. Feeder, in their or its discretion, may allocate Feeder Fund expenses among the different classes or sub-classes of shares, in the case of the Cayman Feeder, and limited partnership interests and general accounts and separate memorandum accounts, in the case of the U.S. Feeder, based on the portion of such expenses that are reasonably attributable to such classes or sub-classes of shares or limited partner interests and general accounts

and separate memorandum accounts, as applicable. In addition, the Directors or Burkehill, with respect to the Cayman Feeder, and the General Partner, with respect to the U.S. Feeder, may allocate certain Feeder Fund expenses to a particular investor (or investors) if the Directors, General Partner or Burkehill, as applicable, determine(s) that such expenses are directly attributable to such investor(s) (e.g., fees and expenses, including attorney’s fees, incurred in connection with negotiating, documenting and/or complying with a side letter or similar agreement, or if an Admiral Fund incurs an indemnity obligation or other liability owing to the activity of a particular investor). Helios The fees and compensation that Burkehill expects to receive from Helios will be determined on a Series-by-Series basis and will be set forth in the applicable Governing Documents of Helios (which, for clarity, include the Governing Documents of the applicable Series). Each Series is expected to pay or specially allocate to Burkehill either asset-based compensation in the form of management fees, performance-based compensation to Burkehill in the form of carried interest allocations (which are based on cash available for distribution upon the realization of the applicable Series’ investments), or both. We may, in our sole discretion, waive all or part of the management fees and/or carried interest with respect to any investor in any Series. Investors in Helios will be provided with detailed information in Helios’ Governing Documents as to how the relevant management fees and carried interest are calculated and charged. For Helios, unless otherwise specified in the Governing Documents of a particular Series, management fees are generally expected to be deducted in advance on a quarterly basis and carried interest is generally expected to be distributed to the General Partner at the same time distributions are made to the limited partners of the applicable Series of Helios, as will be more fully described in Helios’ Governing Documents. We expect the Governing Documents to provide that if a Series terminates in accordance with the terms of the applicable Governing Documents during a calendar quarter, we will return to such Series (or pay directly to the applicable limited partners of such Series) a pro-rated portion of the management fee paid in respect of such Series for such quarter based on the number of days remaining in such quarter. Fees and compensation paid or specially allocated to Burkehill or its affiliates by Helios are generally expected to be deducted from the assets of Helios. All potential investors in Helios should review the Governing Documents of Helios in conjunction with this Brochure for more complete information on the fees and compensation applicable to a particular Series. While the expenses of Helios may vary on a Series-by-Series basis (as will be set forth in the applicable Governing Documents of the applicable Series), each Series is generally expected to at least bear expenses substantially similar to those listed above for the Admiral Funds, as will be set forth in more detail in the Governing Documents of Helios. Each Series is generally expected to bear all expenses incurred by Helios that are directly attributable to such Series, as determined by the General Partner in its discretion, and such Series’

portion of all expenses incurred by Helios that are not directly attributable to any particular Series, as determined by the General Partner in its discretion (subject to the next sentence). Any Helios expenses that the General Partner determines are not directly attributable to any particular Series will be allocated among the outstanding Series as incurred in in such fair and equitable manner as determined by the General Partner in its discretion. In addition, the General Partner is expected to be permitted to allocate certain expenses of a Series to a particular investor (or investors) in such Series if the General Partner determines that such expenses are directly attributable to such investor(s) (e.g., fees and expenses, including attorney’s fees, incurred in connection with negotiating, documenting and/or complying with a side letter or similar agreement, or if such Series incurs an indemnity obligation or other liability owing to the activity of a particular investor). To the extent any expenses are incurred by Burkehill on behalf of multiple investment vehicles or accounts managed by Burkehill or its affiliates (such as the Arleigh Fund, the Admiral Funds and Helios), Burkehill will allocate such expenses among such investment vehicles and/or accounts in a manner Burkehill determines to be fair and equitable. See Item 12: Brokerage Practices below for additional information. Additional Fees and Expenses We may also allocate a portion of certain Funds’ capital to money market funds, exchange-traded funds or other registered investment companies. In addition to the fees and expenses discussed above, investors will indirectly incur similar fees and expenses if we invest any Fund’s capital in such money market funds, exchange traded funds or other registered investment companies, as these funds in turn pay similar fees to their investment managers and other service providers.

We will have an incentive to favor client accounts that pay higher performance-based compensation than other client accounts. Additionally, our senior personnel and/or other related persons have invested or will invest in one or more of the Admiral Funds, and may invest in one or more Series of Helios. Accordingly, we will also have an incentive to favor the Funds (or Series) in which they have a greater economic interest and allocate investment opportunities to such Funds (or Series) over other Funds (or Series) and client accounts. To seek to avoid such conflicts of interest, we generally follow documented procedures in allocating opportunities among such accounts, which do not take into account the compensation to which such accounts are subject or the economic interest of our senior personnel and/or other related persons in such accounts.

Burkehill will follow substantially the same investment strategy for the Admiral Funds as it does for the Arleigh Fund and, subject to the applicable Fund’s Governing Documents, is generally required to purchase and sell investments on behalf of the Admiral Funds on a pari passu basis with the Arleigh Fund based on the respective Funds’ targeted gross exposure. In certain circumstances, we may allocate securities among such Funds on a different basis. In such cases, we will seek to allocate such opportunity in a manner we deem fair and equitable under the circumstances existing at such time and/or over time. The factors that we may consider when determining which securities to allocate to each client account include (but are not limited to): the relative amounts of capital in each client’s account available for new positions of the type at issue; the mandate of each client account; our perception of the appropriate risk/reward ratio for each client account; the intended objective and strategy of each client account and any applicable investment or risk targets, restrictions or guidelines; the liquidity of each client account at the time of investment and thereafter; the ability to add positions to a client account on a leveraged basis; liquidity of the security; whether the position is an “odd lot”; whether certain accounts would receive nominal or de minimis allocation amounts; transaction costs; position size; industry exposure; market exposure; gross, net, long and short exposure; applicable legal, tax and regulatory considerations; the overall portfolio composition of each client account; and such other considerations that we determine to be relevant at such time. Additionally, participation in specific trading opportunities may be appropriate, at times, to both the Arleigh Funds and the Admiral Fund, on one hand, and a Series of Helios, on the other. In such event, the Admiral Funds and/or the Arleigh Fund may (or may not) invest alongside a Series of Helios and we will seek to allocate such opportunity in a manner that we deem fair and equitable under the circumstances existing at such time and/or over time. The factors we may consider when making such allocation decisions include (without limitation) the factors noted in the above paragraph. Notwithstanding the foregoing, there can be no assurance that certain allocation decisions will not directly or indirectly adversely affect our clients, even if such decisions are made in good faith. Allocations are subject to a significant degree of discretion exercised by us, including, but not limited to, in connection with portfolio rebalancing, investing in new, different or additional investment strategies and in connection with admissions and withdrawals or redemptions of investors to and from the Funds. Even allocations designed to mitigate conflicts do not eliminate the possibility that an allocation of assets will not adversely affect our clients. Subject to the Governing Documents, we will have no obligation to purchase or sell a security for, enter into a transaction on behalf of, or provide an investment opportunity to, a client solely because we purchase or sell the same security for, enter into a transaction on behalf of, or provide an opportunity to, another client if, in our reasonable opinion, such security, transaction or investment opportunity does not appear to be suitable, practicable or desirable for such other client. Management fees and incentive fees are based on the net asset value of the Funds. In most circumstances, the valuations of client assets will be based on observable market prices and independent market quotations from relevant counterparties, but obtaining such valuations is not required in each instance. In making valuation determinations, we are subject to a conflict of interest, especially with respect to securities or other financial instruments which are not traded on

an organized or liquid market, as the valuation of such assets and liabilities affects our compensation. The valuation of such illiquid assets and liabilities will likely involve more discretion on our part. However, we will not take our compensation into account when making valuation determinations. There is no guarantee that the value determined with respect to a particular client asset or liability by us will represent the value that will be realized by such client on the eventual disposition of the related investment or that would, in fact, be realized upon an immediate disposition of the investment, and the difference between such value and the ultimate disposition price could be material. To the extent we are responsible for valuing a client’s assets, Burkehill will follow the valuation policies described in the client’s Governing Documents and/or Burkehill’s internal valuation policies, as applicable, in order to seek to mitigate these risks. Prospective investors and investors in the Funds are urged to review the Funds’ applicable Governing Documents for information regarding the specific fees, performance-based compensation and expenses applicable to them.

Burkehill retains flexibility to capitalize on market dislocations and other event-driven investment opportunities, subject to the Funds’ respective investment objectives and guidelines as set forth in their Governing Documents. In addition, as permitted under the Governing Documents, Burkehill may utilize other financial instruments to seek to hedge company-specific, foreign exchange, and market risks, amongst others. Risk Factors A brief summary of the material risks involved with our investment strategies and methods of analysis follows. An investment in the Funds involves substantial risk, and prospective investors should carefully consider, among other factors, the risks described below. The use of the term “may” in this section is not intended to signify that the Funds have not in the past engaged in the applicable investment strategy, and the use of the term “will” in this section, or any indication in this section that the Funds are currently engaged in a particular investment strategy, is not

intended to signify that all Funds will engage in or are currently engaged in such strategy or that the Funds will not cease engaging in such investment strategy. These risk factors are not intended to be an exhaustive listing of all potential risks associated with such an investment. Investors are urged to review the written agreement, offering documents and Governing Documents applicable to their investment for additional information concerning the risks applicable to them. Investing in securities involves risk of loss (including complete loss) that clients should be prepared to bear. General Investment and Trading Risks. All securities investments present a risk of loss of capital. Volatile financial markets increase that risk. If our evaluation of an investment opportunity should prove incorrect, the Funds could experience losses as a result of a decline in the market value of securities in which the Funds hold a long position or an increase in the value of securities in which the Funds hold a short position. Our investment program uses investment techniques such as leverage, margin transactions, put and call options and other derivatives, and short sales, which practices can involve substantial volatility and can, in certain circumstances, substantially increase the adverse impact to which the Funds may be subject. The risk management techniques that may be used by us do not provide any assurance that the Funds will not be exposed to a risk of significant investment losses. No guarantee or representation is made that the Funds’ respective investment programs will be successful, that the Funds will achieve their targeted returns or that there will be any return of capital invested to investors. In addition, investment results may vary substantially over time. Changes in Investment Strategy. We have considerable discretion in choosing the securities that may be acquired and have the right to modify the investment strategy, selection criteria, or hedging techniques used by the Funds, subject to the limitations set forth in their respective Governing Documents. Any of these new investment techniques may not be thoroughly tested in the market before being employed and may have operational or theoretical shortcomings, which could result in unsuccessful investments and, ultimately, losses to the Funds. In addition, any new investment strategy or hedging technique developed may be more speculative than earlier techniques and may increase the risk of an investment in the Funds. Concentration of Investments. The Funds at times may hold a relatively large concentration in a limited number of companies, securities, industry sectors and/or geographic regions. Losses incurred in connection with those investments could have a material adverse effect on the Funds’ overall financial condition as the value of the Funds’ investment portfolios will be more susceptible to any single occurrence affecting one or more of those companies, securities, industry sectors or geographic regions than would be the case with more diversified investment portfolios. In particular, each Series of Helios is expected to be invested in a single investment idea or investment strategy and, therefore, is anticipated to have an extremely concentrated investment portfolio. Money Market Instruments. Burkehill may invest, for defensive purposes or otherwise, some or all of the Funds’ assets in high quality fixed-income securities, money market instruments or money market mutual funds, or hold cash or cash equivalents, in such amounts as it deems appropriate under the prevailing market conditions. Money market instruments are high quality, short-term fixed-income obligations, which generally have remaining maturities of one year or less, and may include U.S. government securities, commercial paper, certificates of deposit, bankers’ acceptances and repurchase agreements. In some market dislocations, investments in

money market instruments have led to investor losses. Equity Securities. We invest the Funds’ assets in equity and equity-related securities. Equity securities fluctuate in value in response to many factors, including the activities, results of operations and financial condition of individual companies, the business market in which individual companies compete, industry market conditions, interest rates and general economic environments. In addition, events such as political instability, terrorism and natural disasters may be unforeseeable and contribute to market volatility in ways that may adversely affect investments made by the Funds. Convertible Securities. We invest the Funds’ assets in convertible securities. The market value of convertible securities, as with all fixed income securities, tends to decline as interest rates increase and, conversely, tends to increase as interest rates decline. However, when the market price of the common stock underlying a convertible security exceeds the conversion price, the convertible security tends to reflect the market price of the underlying common stock. As the market price of the underlying common stock declines, the convertible security tends to trade increasingly on a yield basis and thus, may not decline in price to the same extent as the underlying common stock. If a convertible security held by the Funds is called for redemption, the Funds will be required to permit the company to redeem the security, convert it into the underlying stock or sell it to a third party. Any of these actions could have an adverse effect on the Funds’ ability to achieve their objectives. Fixed Income Securities. We may trade in bonds and other fixed income securities of U.S. and non-U.S. issuers on behalf of the Funds, including, without limitation, bonds, notes and debentures issued by corporations, or debt securities issued or guaranteed by a sovereign government or one of its agencies or instrumentalities. Fixed income securities pay fixed, variable or floating rates of interest. The value of fixed income securities will change in response to fluctuations in interest rates. In addition, the value of certain fixed income securities can fluctuate in response to perceptions of credit worthiness, political stability or soundness of economic policies. Fixed income securities are subject to the risk of the issuer’s inability to meet principal and interest payments on its obligations (i.e., credit risk) and are subject to price volatility due to such factors as interest rate sensitivity, market perception of the creditworthiness of the issuer and general market liquidity (i.e., market risk). The Funds may trade in fixed-income securities which are not protected by financial covenants or limitations on additional indebtedness. In addition, evaluating credit risk for foreign debt involves greater uncertainty because credit rating agencies throughout the world have different standards, making comparisons across countries difficult. “High Yield” Securities. The Funds may invest in “higher yielding” (and, therefore, higher risk) debt securities. Such securities are generally considered to be below “investment grade” and face ongoing uncertainties and exposure to adverse business, financial or economic conditions which could lead to the issuer’s inability to meet timely interest and principal payments. In certain periods, there may be little or no liquidity in markets for these securities. Furthermore, it is likely that a major economic recession or financial crisis could have a materially adverse impact on the value of such securities. High yield securities have historically experienced greater default rates than has been the case for investment grade securities. The market values of certain of these lower

rated debt securities tend to reflect individual corporate developments to a greater extent than do higher rated securities, which react primarily to fluctuations in the general level of interest rates. The markets for high yield securities tend to be more volatile, less liquid and less active than those for higher-rated securities, which can adversely affect the price at which these securities can be sold and may make it impractical or impossible to sell such securities at times of market dislocation. In addition, adverse publicity and investor perceptions, whether or not based on fundamental analysis, may also decrease the value and liquidity of these securities. Small to Medium Capitalization Companies. We invest the Funds’ assets in the securities of companies with small- to medium-sized market capitalizations. These securities, particularly those of smaller-capitalization companies, involve higher risks in some respects than do investments in securities of larger companies. For example, prices of such securities are often more volatile than prices of securities of large-capitalization companies. Smaller companies often lack the management experience, financial resources, product diversification, and competitive strength of larger companies. In addition, due to thin trading in some such securities, an investment in these securities may be more illiquid than those of larger capitalization companies. Short Sales. Short selling is part of the Funds’ investment programs. A short sale involves the sale of a security that the Funds do not own in the expectation of purchasing the same security (or a security exchangeable therefor) at a later date at a lower price. To make delivery to the buyer, the Funds must borrow the security and the Funds are obligated to return the security to the lender, which is accomplished by a later purchase of the security by the Funds. When the Funds make a short sale in the United States, they must leave the proceeds thereof with the broker and they must also deposit with the broker an amount of cash or U.S. government or other securities sufficient under current margin regulations to collateralize their obligations to replace the borrowed securities that have been sold. If short sales are effected on a foreign exchange, such transactions will be governed by local law. A short sale involves the risk of a theoretically unlimited increase in the market price of the security that would result in a theoretically unlimited loss to the Funds. The extent to which we will engage in short sales on behalf of the Funds will depend upon our investment strategy and perception of market direction and the value of individual securities. We may engage in short sales on behalf of the Funds as a hedge against potential market declines and/or as an investment strategy based on our analysis of the subject companies. Leverage. The Funds use leverage as part of their investment programs and the amount of leverage which the Funds have outstanding at any time may be substantial in relation to their respective capital. Leverage may be obtained by borrowing funds to make trades or by purchasing or entering into derivative instruments that are inherently leveraged, such as swaps, options, futures, and forward contracts. If the interest expense on borrowings were to exceed the net return on the positions acquired with borrowed funds, the use of leverage would result in a lower rate of return than if the Funds’ accounts were not leveraged. If the amount of borrowings which the Funds may have outstanding at any one time is large in relation to their capital, fluctuations in the market value of the Funds’ portfolios will have a disproportionately large effect in relation to their capital and the possibilities for profit and the risk of loss will therefore be increased. Any gains made with the additional monies borrowed will generally cause the value of the Funds’ assets to rise more

rapidly than would otherwise be the case. Conversely, if the investment performance of the additional monies fails to cover their cost to the Funds, the value of the Funds’ assets will generally decline faster than would otherwise be the case. The amount of any borrowing may also be limited by regulations imposed by the Federal Reserve Board or by the availability and cost of credit, as well as due to overall market conditions. If, due to market fluctuations or other reasons, the value of the Funds’ assets should fall below required regulatory or counterpartyimposed levels, the Funds will be required to reduce their debt by selling securities in their long portfolios. We may also be unable to carry out our investment programs on behalf of the Funds if we are not able to obtain leverage on reasonable terms. In the case of derivative instruments, because many derivatives are “leveraged,” such instruments provide significantly more market exposure than the money paid or deposited when the transaction is entered into and, thus, a relatively small adverse market movement can result not only in the loss of the entire investment, but may also expose the Funds to the possibility of losses exceeding the original amounts invested. In addition, in transactions involving derivative instruments, counterparties and lenders will likely require the Funds to post collateral to support their respective obligations. Should the securities and other assets pledged as collateral decline in value, or should brokers increase their maintenance margin requirements (i.e., reduce the percentage of a position that can be financed), the Funds could be subject to a “margin call” pursuant to which they must either deposit additional funds with the broker or suffer mandatory liquidation of the pledged assets to compensate for the decline in value. In the event of a precipitous drop in the value of pledged securities, the Funds might not be able to liquidate assets quickly enough to pay off the margin debt or provide additional collateral and may suffer mandatory liquidation of positions in a declining market at relatively low prices, thereby incurring substantial losses. Furthermore, secured counterparties and lenders will generally have the right to sell, pledge, rehypothecate, assign, use or otherwise dispose of collateral posted by the Funds. This could increase exposure to the risk of a counterparty default since, under such circumstances, the Funds may be unable to recover the posted collateral promptly or may be unable to recover all of the posted collateral. The occurrence of defaults may trigger cross-defaults under the Funds’ agreements with brokers, lenders, clearing firms or other counterparties, creating or increasing a material adverse effect on the performance of the Funds. Hedging Transactions. We may utilize financial instruments for investment purposes, risk management and/or other purposes, including in order (i) to protect against possible changes in the market value of the Funds’ portfolios resulting from fluctuations in the securities markets and changes in interest rates; (ii) to protect the Funds’ unrealized gains in the value of the Funds’ portfolios; (iii) to facilitate the sale of any such investments; (iv) to enhance or preserve returns, spreads or gains on any investment in the Funds’ portfolios; (v) to hedge the interest rate or currency exchange rate on any of the Funds’ liabilities or assets; (vi) to protect against any increase in the price of any securities we anticipate purchasing for the Funds at a later date; (vii) to facilitate access to financing and investment opportunities for the Funds; or (viii) for any other reason that we deem appropriate. The success of our hedging strategy will depend, in part, upon our ability to correctly assess the degree of correlation between the performance of the instruments used in the hedging strategy

and the performance of the portfolio investments being hedged. Since the characteristics of many securities change as markets change or time passes, the success of our hedging strategy will also be subject to our ability to continually recalculate, readjust and execute hedges in an efficient and timely manner. While we may enter into hedging transactions on behalf of the Funds to seek to reduce risk, such transactions may result in a poorer overall performance for the Funds than if we had not engaged in such hedging transactions. For a variety of reasons, we may not seek to establish a perfect correlation between the hedging instruments utilized and the portfolio holdings being hedged. Such an imperfect correlation may prevent us from achieving the intended hedge or expose the Funds to risk of loss. We may not hedge against a particular risk because we do not regard the probability of the risk occurring to be sufficiently high as to justify the cost of the hedge, appropriate hedges are unavailable or unfavorably priced, or because we do not foresee the occurrence of the risk. The successful utilization of hedging and risk management transactions requires skills complementary to those needed in the selection of the Funds’ portfolio holdings. In addition, our hedging strategies may increase trading frequency and therefore involve increased brokerage commissions and other transaction costs (including borrowing costs for short sales), which costs reduce the Funds’ profits. See also the “Active Management” risk factor below. Currency Risks. The Funds will invest in securities and other instruments denominated or quoted in currencies other than the U.S. Dollar. Accordingly, changes in currency exchange rates will affect the value of the Funds’ portfolios and the unrealized appreciation or depreciation of investments. Further, the Funds may incur costs in connection with conversions between various currencies. Foreign currency exchange dealers realize a profit based on the difference between the prices at which they are buying and selling various currencies. Thus, a dealer normally will offer to sell currency to a client at one rate, while offering a lesser rate of exchange should the Funds desire immediately to resell that currency to the dealer. We will conduct our currency exchange transactions on behalf of the Funds either on a spot (i.e., cash) basis at the spot rate prevailing in the currency exchange market, or through entering into forward contracts to purchase or sell non-U.S. currencies. Price Risk. For reasons not necessarily attributable to any of the risks set forth herein (for example, supply/demand imbalances or other market forces), the prices of the securities in which the Funds invest may decline or rise substantially. In particular, our belief that a particular asset is “undervalued” or “overvalued” may be incorrect, or even if it ultimately is proven correct, there is no guarantee that we will be able to capitalize on such opportunity. Exchange Traded Funds (“ETFs”). The Funds trade ETFs. ETFs are generally structured to invest in all or a representative sample of the securities that generally replicate the price and yield performance of an underlying market index or sector such as a broad stock market, industry sector, domestic or international equity or fixed income, or U.S. or foreign government bond. ETF shares are traded on stock exchanges and markets at open market prices that generally track the net asset value per share of the ETF. Direct issuances and redemption of ETF shares at the ETF’s net asset value per share only occur in large blocks (or creation units) transacted between the ETF and authorized institutional purchasers on an in-kind basis. An exchange traded sector fund may be adversely affected by the performance of that specific sector or group of industries on which it is based. International investments may involve risk of capital loss from unfavorable fluctuations in

currency values, differences in generally accepted accounting principles, or economic and/or political instability in other nations and/or other factors. Although index-based ETFs are designed to provide investment results that generally correspond to the price and yield performance of their respective underlying indices, ETFs may not be able to replicate exactly the performance of the indices because of their expenses and other factors. ETF shares may trade at either a discount or premium to their underlying net asset value. The purchase or sale of ETF shares on the secondary market involves the payment of brokerage commissions, and the purchase and redemption of creation units involves other transaction costs and brokerage commissions. Investors in ETFs also directly bear the ETF’s costs associated with its payment of investment management fees and fees for administrative, custodial or other services and thus the Fund investors will indirectly incur an additional layer of fees and expenses. Index or Index Options. The value of an index or index option fluctuates with changes in the market values of the securities included in the index. Because the value of an index or index option depends upon movements in the level of the index rather than the price of a particular security, whether the Funds will realize appreciation or depreciation from the purchase or writing of options on indices depends upon movements in the level of instrument prices in the security market generally or, in the case of certain indices, in an industry or market segment, rather than movements in the price of particular securities. Index Futures. The Funds will trade in index futures. The price of index futures contracts may not correlate perfectly with the movement in the underlying index because of certain market distortions. First, all participants in the futures market are subject to margin deposit and maintenance requirements. Rather than meeting additional margin deposit requirements, participants may close futures contracts through offsetting transactions that would distort the normal relationship between the index and futures markets. Second, from the point of view of speculators, the deposit requirements in the futures market are less onerous than margin requirements in the securities market. Therefore, increased participation by speculators in the futures market also may cause price distortions. Successful use of index futures contracts by the Funds with respect to any speculative investments in index futures (rather than investments in index futures for hedging purposes) also is subject to Burkehill’s ability to correctly predict movements in the direction of the market. Swaps. The Funds will trade swaps. Swap agreements and options on swap agreements (“swaptions”) can be individually negotiated and structured to include exposure to a variety of different types of investments, asset classes or market factors. Whether the Funds’ use of swap agreements or swaptions will be successful will depend, in part, on our ability to select appropriate transactions for the Funds. Depending on their structure, swap agreements may increase or decrease the holder’s exposure to, for example, equity securities, long-term or shortterm interest rates, non-U.S. currency values, credit spreads or other factors. Swap agreements can take many different forms and are known by a variety of names. Swap transactions may be highly illiquid and may increase or decrease the volatility of the Funds’ portfolios. Moreover, the Funds bear the risk of loss of the amount expected to be received under a swap agreement in the event of the default or insolvency of its counterparty. The Funds will also bear the risk of loss related to swap agreements, for example, for breaches of such agreements or the failure of the Funds to post or maintain required collateral. It is possible that developments in the swap markets, including potential government regulation, could adversely affect the Funds’ ability to terminate

swap transactions or to realize amounts to be received under such transactions. Derivatives Generally. Derivative instruments, or “derivatives,” include options, futures, forwards, warrants, swaps, structured securities and other instruments and contracts that are derived from, or the value of which is related to, one or more underlying securities, commodities, financial benchmarks, financial assets, currencies, or indices. Derivatives allow an investor to hedge or speculate upon the price movements of a particular security, financial benchmark, financial asset, currency, or index at a fraction of the cost of investing in the underlying asset. We may acquire derivatives for the Funds’ accounts for these or other reasons, however, there is no assurance that derivatives that we wish to acquire for the Funds will be available at any particular times upon satisfactory terms or at all. The value of a derivative is frequently difficult to determine and depends largely upon price movements in the underlying asset. Therefore, many of the risks applicable to trading the underlying asset are also applicable to derivatives of such asset. However, there are a number of other risks associated with derivatives trading. For example, because many derivatives are “leveraged,” and thus provide significantly more market exposure than the money paid or deposited when the transaction is entered into, a relatively small adverse market movement in the underlying asset can not only result in the loss of the entire investment, but may also expose the Funds to the possibility of a loss exceeding the original amounts invested. Over-the-counter (“OTC”) derivatives generally are not assignable except by agreement between the parties concerned, and no party or purchaser has any obligation to permit such assignments. The OTC market for derivatives is relatively illiquid. In the case of OTC derivatives contracts, the Funds are subject to the credit risk of the counterparty. We may seek to take advantage of opportunities with respect to certain other derivative instruments that are not presently contemplated for use or that are currently not available, but that may be developed, to the extent such opportunities are both consistent with the Funds’ respective objectives and legally permissible. Special risks may apply to instruments that are invested in by us for the Funds in the future that cannot be determined at this time or until such instruments are developed or invested in by us. The Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) enabled the Commodity Futures Trading Commission (“CFTC”) and the SEC to enact regulations on certain OTC derivatives defined as “swaps” and “security-based swaps”. Pursuant to CFTC regulations, certain OTC swap contracts (including certain interest rate swaps and credit default index swaps) are required to be traded on regulated trading platforms and cleared through registered clearing organizations subject to regulation by the CFTC. Such contracts are traded more like futures and listed options contracts and parties to such transactions trade standardized contracts and face clearing organizations as contractual counterparties, rather than facing the credit risk of counterparties under individually negotiated bilateral OTC agreements. In the future, additional categories of OTC derivative contracts may be subject to mandatory clearing. CFTC-registered swap dealers and major swap participants and SEC-registered security-based swap dealers and major security-based swap participants (collectively “Swap Entities”) are subject to regulatory oversight and requirements with respect to certain OTC derivatives. The CFTC and SEC have adopted regulations directed at Swap Entities that address, among other

requirements, business conduct requirements, increased risk disclosure, the reporting of transactions to registered data repositories, initial and variation margin requirements, collateral segregation requirements, and rules requiring trades to be documented within certain time frames. Despite these changes, parties to OTC derivative trades will continue to bear counterparty credit risk. The effect that the foregoing regulatory changes will have on the price of derivative contracts, liquidity and administrative costs, and the effects resulting from increased transparency, among other things, remains unclear. In addition, the CFTC and SEC may conduct further rulemakings and potentially revisit previous finalized rules with respect to the Dodd-Frank Act. Depending upon any such changes, there may be significant differences in the future with respect to the risks associated with derivatives trading. Call Options. There are risks associated with the sale and purchase of call options. The seller (writer) of a call option which is covered (e.g., the writer holds the underlying security) assumes the risk of a decline in the market price of the underlying security below the purchase price of the underlying security less the premium received, and gives up the opportunity for gain on the underlying security above the exercise price of the option. If the seller of the call option owns a call option covering an equivalent number of shares with an exercise price equal to or less than the exercise price of the call written, the position is “fully hedged” if the option owned expires at the same time or later than the option written. The seller of an uncovered call option assumes the risk of a theoretically unlimited increase in the market price of the underlying security above the exercise price of the option. The buyer of a call option assumes the risk of losing the entire amount spent on the call option premium. Put Options. There are risks associated with the sale and purchase of put options. The seller (writer) of a put option which is covered (e.g., the writer has a short position in the underlying security) assumes the risk of an increase in the market price of the underlying security above the sales price (in establishing the short position) of the underlying security plus the premium received, and gives up the opportunity for gain on the underlying security below the exercise price of the option. If the seller of the put option owns a put option covering an equivalent number of shares with an exercise price equal to or greater than the exercise price of the put written, the position is “fully hedged” if the option owned expires at the same time or later than the option written. The seller of an uncovered put option assumes the risk of a decline in the market price of the underlying security below the exercise price of the option. The buyer of a put option assumes the risk of losing the entire amount spent on the put option premium. Forward Trading. We engage in forward trading on behalf of the Funds. Forward contracts (including certain foreign exchange contracts) and options thereon, unlike futures contracts, are not traded on exchanges and are not standardized; rather, banks and dealers act as principals in these markets, negotiating each transaction on an individual basis. Such forward trading is largely unregulated and currently daily price movements are not limited and speculative position limits are not applicable. The principals who deal in such forward markets are not required to continue to make markets in the currencies or commodities they trade and these markets can experience periods of illiquidity, sometimes of significant duration, which could result in substantial losses to the Funds.

Commodity Trading. The prices of commodities and all their respective derivative instruments, including futures and options prices, are highly volatile. Price movements of commodities, futures and options contracts are influenced by, among other things, changing supply and demand relationships, U.S. and non-U.S. governmental programs and policies, national and international political and economic events, interest rates and governmental monetary and exchange control programs and policies. Moreover, commodity exchanges limit fluctuations in commodity futures contract prices during a single day by regulations referred to as “daily price fluctuation limits” or “daily limits.” During a single trading day, no trades may be executed at prices beyond the daily limit. Commodity futures prices have occasionally moved the daily limit for several consecutive days with little or no trading. Similar occurrences could prevent Burkehill from promptly liquidating unfavorable positions and subject the Funds to substantial losses. In addition, the Dodd–Frank Act significantly expands the CFTC’s authority to impose broader aggregate position limits. Interest Rate Risk. 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. We may attempt to minimize the exposure of the Funds’ 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 we will be successful in fully mitigating the impact of interest rate changes. The United States has experienced a sustained period of historically low interest rate levels. Recently, however, short-term and long-term interest rates have risen. The uncertainty of the U.S. and global economy, changes in U.S. government policy, and changes in the federal funds rate, increase the risk that interest rates will remain volatile in the future. Sustained future interest rate volatility may cause the value of securities held by the Funds to decrease, which may result in substantial withdrawals from the Funds that, in turn, force the Funds to liquidate such securities at disadvantageous prices negatively impacting the performance of the Funds. Purchase of Distressed Securities. The Funds may purchase securities and other obligations of companies that are experiencing significant financial or business distress, including companies involved in bankruptcy, reorganization or other liquidation proceedings. Although such investments may produce significant returns to the Funds, they involve a high degree of risk over a potentially lengthy period of time, and may provide less liquidity than many other investments. Investment in these types of securities requires sophisticated analysis and there can be no assurance that we will accurately predict various factors that could affect the prospects of a successful restructuring. Many of these investments ordinarily remain stagnant until the applicable company reorganizes and/or emerges from bankruptcy proceedings, and, as a result, may have to be held for an extended period of time. The Dodd-Frank Act established the Orderly Liquidation Authority (the “OLA”), an insolvency regime for large, interconnected financial companies, including broker-dealers, whose failure poses a significant risk to the financial stability of the United States. The Funds may invest in such large, interconnected financial companies and therefore may face losses if such financial companies are put into receivership and then liquidated upon a determination by the U.S. Federal Deposit Insurance Corporation and the board of governors of the U.S. Federal Reserve. If a

financial company becomes liquidated by the OLA, the Funds’ investments in such a financial company could be adversely affected. Unlike in bankruptcy proceedings, creditors, shareholders and contract counterparties will not have any input into, or advanced notice about, the liquidation or reorganization of the applicable financial company. Many of the procedural rules for the OLA have not yet been written, and it is unclear how financial companies that become subject to liquidation proceedings would be affected. Event and Risk Arbitrage. An event and risk arbitrage position is generally taken after a merger, tender offer, exchange offer or other transaction is announced, at which point the security has generally risen to a significant premium over the market price that prevailed prior to the announcement. The difference between the price paid by the Funds for securities of a company involved in an announced deal and the anticipated value to be received for such securities upon consummation of the proposed transaction will often be small. If the proposed transaction appears likely not to be consummated or, in fact, is not consummated or is delayed, the market price of the securities will usually decline sharply, usually to a level comparable to or below that which existed prior to the announcement and generally by more than the Funds’ anticipated profits. Further, the Funds may invest and trade in securities of companies which, although they are not the subject of an announced proposed merger or acquisition, are viewed as potential candidates for such a transaction. Either of these scenarios (non-consummation of an announced deal or nonconsummation of an anticipated unannounced deal) can cause the Funds to suffer a significant loss with respect to any long positions that they have established in the relevant security. Similarly, with respect to any short positions, to the extent such positions have to be covered, the Funds could be adversely affected. Various events may occur which may result in a transaction not being consummated which could adversely affect the Funds’ positions. Capital Structure Arbitrage. The Funds may invest based on capital structure arbitrage strategies. The success of any such strategies will depend on our ability to identify and exploit inefficiencies in the pricing of credit risk within a company’s or sovereign’s capital structure. Identification and exploitation of market opportunities involve uncertainty. There can be no assurance that we will be able to locate investment opportunities or to correctly exploit price discrepancies. A reduction in the pricing in efficiency of the markets in which the Funds will seek to invest will reduce the scope for the Funds’ involvement in these strategies. In the event that the perceived mispricings underlying the Funds’ positions fail to materialize, these strategies could be unsuccessful or result in losses. Foreign Currency Counterparty Risk. Contracts in the foreign exchange market have typically not been regulated by a regulatory agency, and such contracts are generally not guaranteed by an exchange or its clearing house. Consequently, there are no requirements with respect to recordkeeping, financial responsibility or segregation of customer funds or positions. In contrast to exchange-traded futures contracts, interbank-traded instruments rely on the dealer or counterparty being contracted with to fulfill its contract. As a result, trading in interbank foreign exchange contracts may be subject to more risks than futures or options trading on regulated exchanges, including, but not limited to, the risk of default due to the failure of a counterparty with which the Funds have forward contracts. Although we trade on behalf of the Funds with responsible counterparties, failure by a counterparty to fulfill its contractual obligations could expose the Funds to unanticipated losses.

Pursuant to rules promulgated under the Dodd-Frank Act, many foreign exchange contracts will be deemed “swaps” under the U.S. Commodity Exchange Act, as amended, and therefore will be subject to comprehensive regulation by the CFTC. CFTC rules will govern certain terms of such contracts, such as minimum margin requirements, among others, and dealers of such products will be subject to business conduct and reporting obligations. Foreign currency options (unless traded on a securities exchange), non-deliverable foreign exchange forwards, currency swaps and cross-currency swaps will be included in such regulation. The U.S. Treasury Department (the “Treasury”) has exercised its authority to exempt foreign exchange forwards and swaps from most CFTC regulation, although such transactions remain subject to certain CFTC reporting and business conduct requirements. As a result, foreign exchange forwards and swaps are not guaranteed by an exchange or clearing house and consequently, there are no requirements with respect to financial responsibility or segregation of customer funds or positions, which could expose the Funds to unanticipated losses. Credit Default Swaps. The Funds purchase and sell credit derivatives contracts – primarily credit default swaps – both for hedging and other purposes. The typical credit default contract requires the seller to pay to the buyer, in the event that a particular reference entity experiences specified credit events, the difference between the notional amount of the contract and the value of a portfolio of securities issued by the reference entity that the buyer delivers to the seller. In return, the buyer agrees to make periodic payments equal to a fixed percentage of the notional amount of the contract. In addition, the parties may be required to post collateral to secure their obligations, which can reduce the amount of collateral or funds available for other purposes. The Funds may also purchase and sell credit default swaps on a basket of reference entities as part of a synthetic collateralized debt obligation transaction. As a buyer of credit default swaps, the Funds are subject to certain risks. In circumstances in which the Funds do not own the debt securities that are deliverable under a credit default swap, the Funds are exposed to the risk that deliverable securities will not be available in the market, or will be available only at unfavorable prices, as would be the case in a so-called “short squeeze.” In certain instances of issuer defaults or restructurings, it has been unclear under the standard industry documentation for credit default swaps whether or not a “credit event” triggering the seller’s payment obligation had occurred. In either of these cases, the Funds would not be able to realize the full value of the credit default swap upon a default by the reference entity. As a seller of credit default swaps, the Funds incur leveraged exposure to the credit of the reference entity and is subject to many of the same risks they would incur if they were holding debt securities issued by the reference entity. However, the Funds will not have any legal recourse against the reference entity and will not benefit from any collateral securing the reference entity’s debt obligations. In addition, the credit default swap buyer will have broad discretion to select which of the reference entity’s debt obligations to deliver to the Funds following a credit event and will likely choose the obligations with the lowest market value in order to maximize the payment obligations of the Funds. Options on Futures. Trading options on futures involves a high degree of risk. The risks of trading options on futures are similar to the risks of trading securities options, but often involve even greater leverage and risks. In addition, if the purchaser of an option on a futures contract exercises

the option, the holder will, in effect, be buying or selling the underlying futures contract, and will then be subject to the same risks as are attendant to futures trading. Counterparty Risk. Some of the markets in which we may effect transactions on behalf of the Funds are “over-the-counter” or “interdealer” markets. The participants in such markets typically are not subject to the same credit evaluation and regulatory oversight as are members of “exchange-based” markets. In addition, many of the protections afforded to participants on some organized exchanges, such as the performance guarantee of an exchange clearinghouse, might not be available in connection with such “over-the-counter” transactions. This exposes the Funds to the risk that a counterparty will not settle a transaction in accordance with its terms and conditions because of a dispute over the terms of the contract (whether or not bona fide) or because of a credit or liquidity problem, thus causing the Funds to suffer a loss. Such “counterparty risk” is accentuated for contracts with longer maturities where events may intervene to prevent settlement, or where the Funds have concentrated its transactions with a single or small group of counterparties. We are not restricted from dealing with any particular counterparty or from concentrating any or all of the Funds’ transactions with one counterparty. Our ability to transact business with any one or number of counterparties, the lack of any meaningful and independent evaluation of such counterparties’ financial capabilities and the absence of a regulated market to facilitate settlement may increase the potential for losses by the Funds. Our investment strategy involves transactions that expose the Funds to the credit of their counterparties, and vice versa. For example, the Funds may seek to borrow against long positions, to borrow securities or other financial instruments intending to sell them short and to enter into long and short derivative positions. All of these transactions, and transactions similar to them, are governed by documents, industry standards, market customs and practices, the parties’ prior course of dealing and by the covenants of good faith and fair dealing. At times, and especially in times of market stress, these credit exposures may come under stress, normal business conduct may be interrupted and normal legal protections may prove inadequate or may fail to provide timely relief. Furthermore, a prime brokerage agreement between a Fund and its prime broker may be terminated at any time upon notice from the prime broker without penalty. Should it become necessary to remove or reduce credit exposure to a particular counterparty, or in the event that the prime broker elects to terminate the prime brokerage agreement, there can be no guarantee that a satisfactory alternative will be available, or even if one is available, that the Funds will be able to avail themselves of that alternative. As a consequence, it is possible that positions may be unwound at a disadvantageous time and any unwinding and/or porting of positions to another counterparty may prove costly and thereby damage the Funds. While the selection of brokers or dealers that will maintain custody of the assets of the Funds is done with care, there is a residual risk that any such brokers or dealers could become insolvent. Assets of the Funds held as collateral may not be segregated from the assets of such brokers or dealers and therefore may be made available to third party creditors of the brokers or dealers in the event of insolvency. In addition, there may be practical or time problems associated with enforcing the rights of the Funds to their respective assets in the case of an insolvency of any such party. Non-U.S. Investments; Hong Kong Presence. We trade non-U.S. securities and other instruments

denominated in non-U.S. currencies and/or traded outside of the U.S. for the Funds’ accounts. Investments in securities of non-U.S. companies (including non-U.S. governments) and securities denominated in, or the prices of which are quoted in, non-U.S. currencies pose, to the extent not hedged, currency exchange risks (including blockage, devaluation and non- exchangeability), as well as a range of other potential risks not typically associated with trading in U.S. securities or other instruments. Such risks include unfavorable currency exchange rate developments, restrictions on repatriation of investment income and capital, imposition of exchange control regulation by the U.S. or foreign governments, confiscatory taxation and economic or political instability in foreign nations. In addition, there may be less publicly available information about certain non-U.S. companies than would be the case for comparable companies in the U.S., and certain non-U.S. companies may not be subject to accounting, auditing and financial reporting standards and requirements comparable to or as uniform as those of U.S. companies. Transaction costs of investing in non-U.S. securities markets are generally higher than in the United States. There is generally less government supervision and regulation of exchanges, brokers and companies outside the United States than there is in the United States. The Funds might have greater difficulty taking appropriate legal action in non-U.S. courts. Non-U.S. markets also have different clearance and settlement procedures which, in some markets, could at times fail to keep pace with the volume of transactions, thereby creating substantial delays and settlement failures that could adversely affect the Funds’ performance. The financial market in Hong Kong in which we operate (through Burkehill HK) is highly regulated. There have been and will continue to be changes in rules and regulations from time to time in relation to the regulatory regime of the financial service industry, including, but not limited to, the Securities and Futures Ordinance of Hong Kong and any rules promulgated thereunder, each as amended, supplemented or otherwise modified from time to time (the “SFO”). Any such changes in the rules and regulations may result in an increase in our cost of compliance, or might restrict our business activities. If we fail to comply with these applicable rules and regulations from time to time, we may face fines or restrictions on our business activities or even suspension or revocation of some or all of our licenses for carrying on our business activities. Furthermore, we are required to be licensed with the Securities and Futures Commission of Hong Kong (the “SFC”) to ensure continuous compliance with all applicable laws, regulations and guidelines, and satisfy the SFC and/or any other applicable regulatory authorities that we remain fit and proper to be licensed. If there is any change or tightening of the relevant laws, regulations and guidelines, it may materially and adversely affect our business operations in Asia. Special Situations. We may invest on behalf of the Funds in companies involved in (or the target of) acquisition attempts or tender offers or in companies involved in work-outs, liquidations, spinoffs, split-offs, reorganizations, bankruptcies and similar transactions. In any investment opportunity involving any such type of special situation, there exists the risk that the contemplated transaction either will be unsuccessful, take considerable time or result in a distribution of cash or a new security the value of which will be less than the purchase price to the Funds of the security or other financial instrument in respect of which such distribution is received. Similarly, if an anticipated transaction does not in fact occur, the Funds may be required to sell an investment at a loss. Because there is substantial uncertainty concerning the outcome of transactions involving special situations in which the Funds may invest, there is a potential

risk of loss by the Funds of their entire investment in such situations. Purchasing Securities of Initial Public Offerings. We purchase securities of companies during their initial public offerings or shortly thereafter on behalf of the Funds. Special risks associated with these securities may include a limited number of shares available for trading, unseasoned trading, lack of investor knowledge of the companies and limited operating histories. These factors may contribute to substantial price volatility for the shares of these companies. The limited number of shares available for trading in some initial public offerings may make it more difficult for us to buy or sell significant amounts of shares for the Funds’ accounts without an unfavorable impact on prevailing market prices. In addition, some companies engaged in initial public offerings are involved in relatively new industries or lines of business, which may not be widely understood by investors. Some of these companies may not yet have achieved positive revenues or profitability. PIPE Investments. We make private investments in equities of publicly traded companies (“PIPEs”) for the Funds. These are typically securities issued pursuant to Regulation D under the Securities Act to “accredited investors”. Generally, the company’s common stock is publicly traded on a U.S. securities exchange or listed on the over-the-counter market. However, the securities acquired by the Funds (in the case of equity or preferred securities) or the underlying securities (in the case of warrants, options, or convertible securities) typically are unregistered and subject to re-sale restrictions, but these securities may have registration rights which generally require the company to register them for re-sale following the date of issue. Certain convertible securities issued in these privately negotiated transactions, however, may provide for registration at a date several months in the future. Often, the companies involved in PIPEs will have unstable, fluid, or weak financial positions. As a result, PIPE investments may lose some or all of their value. PIPE strategies have historically been significantly more likely to be successful during periods of rising equity prices. In such conditions, not only is it easier to liquidate the equity acquired upon conversion of illiquid and restricted securities, but also the equity price may increase from the date of the conversion, increasing the profit of conversion. PIPE investing also involves making capital commitments to companies without access to traditional capital markets in situations in which the bankruptcy of the company could result in a total loss of the investment and thereby result in losses. Analysis of the financial condition of each company is an important component of determining whether to make any such investment. Restricted Securities. The Funds from time to time invest in restricted securities. Restricted securities cannot be sold to the public without registration under the Securities Act. Unless registered for sale, restricted securities can be sold only pursuant to an exemption from registration (e.g., under Rule 144 of the Securities Act). Although these financial instruments may be resold in privately negotiated transactions, because there is often little liquidity for these financial instruments, they may be difficult and take a substantial amount of time to sell, and the prices realized from these sales could be less than those originally paid by the Funds. Restricted securities may involve a high degree of business and financial risk which may result in substantial losses. Investments in Private Companies. The Funds from time to time invest in private companies (i.e.,

companies without any publicly-traded securities). Investments in private companies are subject to various risks, including the illiquidity of the investment being made. The Funds may be unable to sell an interest in a private company because there may be no market for such interests. In addition, when investing in a private company, there is no market efficiency or testing in order to determine the correct price for interests in the company. Therefore, the Funds could pay more for interests in a private company than their intrinsic value. Typically, private companies will have very limited reporting obligations, so there may be limited or no information available to investors such as the Funds regarding, among other things, a private company’s business prospects and results of operations. Private companies frequently have less oversight from independent directors and regulatory agencies and have less seasoned management teams. Loans of Securities; Pledge of Assets. Pursuant to master securities lending agreements or similar agreements, the Funds may lend securities from their portfolios to brokers, dealers and financial institutions and receive collateral in the form of cash and securities in an amount equal to or greater than the current market value of the loaned securities, including any accrued interest or dividend receivable. During the term of such loans, the Funds will not retain all incidents of beneficial ownership as to the loaned portfolio securities, including voting rights. The Funds will, however, generally retain the rights to interest or other distributions, and will have the right to regain record ownership of the loaned securities to exercise such beneficial rights. Such loans will be terminable at any time upon sufficient notice to the other party. It should be noted that, pursuant to the Funds’ account agreements with prime brokers, the prime brokers may, under certain circumstances, lend the Funds’ securities to third parties without notice to the Funds and without providing any collateral to the Funds. If a prime broker makes such loans of securities from the Funds’ accounts, the Funds may not be able to vote such securities. In addition, if a prime broker were to become insolvent in the United States, the Funds would not have a claim against any specific assets of such prime broker, but would have a claim against the pool of assets held for the benefit of such prime broker’s customers. Jurisdictions outside of the United States may not provide any similar rights to the Funds. Inside Information. From time to time, we may come into possession of inside information concerning specific companies. Under applicable securities laws, this could restrict the Funds from buying or selling securities of such companies. If the Funds hold the securities of a company with respect to which we are in possession of inside information, the Funds could be restricted from trading the securities of such company for an indefinite period of time, which could result in losses to the Funds. SPAC Investments. We invest in special purpose acquisition companies or “blank check” companies (“SPACs”) for the Funds. SPACs often have no operating history or ongoing business other than to seek a potential acquisition. Accordingly, the value of their securities is particularly dependent on the ability of the entity’s management to identify and complete a profitable acquisition. A number of factors can affect whether a SPAC will effect a successful transaction, including the loss of key personnel of a SPAC. In addition, an investment in a SPAC has numerous additional risks, each of which could have an adverse effect, including, without limitation, the sponsor of the SPAC being unable to complete a successful business combination, interests in the SPAC becoming subject to forfeiture or detrimental earn out provisions, limited liquidity during the life of the SPAC in the event that we seek to exit an investment both

before and after a business combination and having limited to no voting authority and relying entirely on third party actors. Depending on the particular SPAC, the public shareholders of such SPAC may have certain rights that affect the ability of the SPAC to realize a successful business combination. For example, certain public shareholders may have the ability to convert their shares for cash or exercise conversion rights with respect to a large number of the SPAC’s shares, both of which may make the SPAC sponsor’s financial condition unattractive to potential business combination targets. This conversion right, in turn may make it difficult for the sponsor to enter into a business combination with a target. Such inability can have an adverse effect on the success of an investment in a SPAC. SPACs are often under time constraints to effect a successful business combination. The requirement that a SPAC complete its initial business combination within a short time period (which often ranges from a year and a half to two years after the closing of a SPAC’s public offering) may give potential target businesses leverage in negotiating a business combination and may limit the time the SPAC has in which to conduct due diligence on potential business combination targets as it approaches its dissolution deadline. This could undermine the SPAC’s ability to complete its business combination on terms that would produce value for its shareholders. Moreover, any potential target business with which a SPAC may enter into negotiations concerning a business combination will be aware that the SPAC must complete its business combination within a certain time frame. Consequently, such target business may obtain leverage over the SPAC in negotiating a business combination, knowing that if the SPAC does not complete its business combination with that particular target business, it may be unable to complete its business combination with any target business. Such considerations and potential detriments may adversely affect the value of the SPAC’s securities. SPAC shares are listed and traded on public exchanges, such as NASDAQ or the NYSE. An exchange may delist a SPAC’s securities from trading on its exchange, which could limit investors’ ability to make transactions in such securities and subject the SPAC to additional trading restrictions. Additionally, SPAC sponsors will likely be required to demonstrate compliance with the various exchange listing requirements and standards, which can be burdensome and costly. There can be no assurance a SPAC will meet those standards, and can accordingly be delisted from an exchange. Changes in laws or regulation, or a SPAC’s failure to comply with any such laws and regulations, may adversely affect its business, including its ability to negotiate and complete its business combination, and results of operations. SPACs are subject to laws and regulations enacted by national, regional and local governments. In particular, they are required to comply with certain SEC and other legal requirements. Compliance with, and monitoring of, applicable laws and regulations may be difficult, time consuming and costly. Those laws and regulations and their interpretation and application may also change from time to time and those changes could have a material adverse effect on such SPAC’s business, investments and results of operations. In addition, a failure to comply with applicable laws or regulations, as interpreted and applied, could have a material adverse effect on the SPAC’s business, including its ability to negotiate and complete its initial business combination, and results of operations.

Spinoffs. We invest on behalf of the Funds in a spinoff’s securities. A spinoff is a newly created public company. Unlike a traditional new public offering, a spinoff’s stock is normally not sold to investors through an investment banker, acting as underwriter; a spinoff’s stock is normally distributed to investors whether those investors want that stock or not. As a result, initial heavy selling pressure normally occurs in a new spinoff’s securities. A spinoff’s securities initially have no history of trading activity, and a spinoff often initially lacks institutional research coverage. Frequently, the management of a new spinoff lacks the senior management experience of independently managing a public company, since the management of a new spinoff was normally part of a larger, more senior, management team that managed the larger company from which the spinoff arose. Active Management. Our trading approach may emphasize active management of the Funds’ portfolios. Consequently, the Funds’ portfolio turnover, financing costs and brokerage commission expenses may be greater than for other types of investment vehicles. Additionally, given the large volume of transactions that we execute on behalf of the Funds, the Funds should assume that trade errors may occur and that, to the extent permitted by applicable law, the Funds would be responsible for such trade errors’ gain or losses, even if such losses result from the negligence (but not gross negligence) of Burkehill or our affiliates or personnel.

When a conflict of interest arises, we will endeavor to ensure that the conflict is resolved fairly and in an equitable manner that is consistent with our fiduciary duties to the relevant client(s). We have in place policies and procedures that we believe are reasonably designed to identify and resolve actual and potential conflicts of interest. However, there can be no assurance that these policies and procedures will be successful in identifying or mitigating all actual or potential conflicts of interest. The following briefly summarizes some of the conflicts that may arise in connection with the business of Burkehill; it is not intended to be an exhaustive list of all such conflicts. Prospective clients or investors in the Funds should understand that (i) the relationships between Burkehill and its clients are complex and dynamic, and (ii) as Burkehill’s business changes over time, Burkehill may be subject, and its clients may be exposed, to new or additional conflicts of interest that are not presently known or anticipated. There can be no assurance that this document addresses or anticipates every possible current or future conflict of interest that may arise or that is or may be

detrimental to our clients. Prospective clients or investors in the Funds should consult with their own advisers regarding the possible implications on their investments of the conflicts of interest described in this document. Our management of clients may result in conflicts of interests when we and our related persons allocate time and investment opportunities among our clients (including clients in which we or our related persons are invested). In addition, terms regarding fees and performance-based compensation differ among our clients. This results in a conflict of interest when we allocate opportunities among our clients because we have an incentive to favor clients that have higher fee and/or performance-based compensation arrangements as well as clients in which we or our related persons have invested. To avoid such conflicts of interest we generally follow documented procedures in allocating opportunities among such accounts, which do not take into account the fees or performance-based compensation to which such clients are subject or the investment in such clients by us or our related persons. See Item 6: Performance-Based Fees and Side-By-Side Management. Burkehill, our affiliates and the Principal may determine, in their sole discretion, to participate in investments with persons not affiliated with our clients. In addition, we may offer to certain clients, or to any third party, the opportunity to co-invest in opportunities in which a client has invested or that become available to a client. We may offer such opportunities to investors that we select in our sole discretion without notice to or the consent of any other client or investor. The economic and other terms of any co-investment will be determined by us in our discretion on a case-by-case basis, and we may receive fees and/or allocations from co-investors, which may differ among coinvestors and also may differ from the fees and/or allocations borne by our clients (or investors in the Funds). As noted in Item 6: Performance-Based Fees and Side-By-Side Management above, the Principal and other senior personnel of Burkehill are personally invested, directly and/or indirectly, in certain of the Funds. Such investors are in possession of information relating to those Funds that are not available to other investors and prospective investors. In addition, the Arleigh Fund’s investors will be in possession of information that is not available to investors in the Admiral Funds or Helios. Certain advisors and other service providers, or their affiliates, to our clients may also provide services to or have business, personal, familial, political, financial or other relationships with us or our affiliates. Such advisors and service providers may be our clients or investors in the Funds, sources of investment opportunities for us or our clients, or co-investors with or counterparties to transactions involving the foregoing. These relationships may influence us in deciding whether to select or recommend any such advisor or service provider to perform services for our clients (the cost of which will generally be borne directly or indirectly by such clients). Notwithstanding the foregoing, we will generally seek to engage advisors and service providers for our clients on the basis of, without limitation, the overall quality of advice and other services provided. In addition, we have a conflict of interest where a service provider (e.g., legal counsel or accountants) provides services directly to us or one of our affiliates, and separately provides services to one or more clients, in that we or our affiliates may potentially obtain services at a lower cost (or obtain other terms that are more beneficial) than we or our affiliates otherwise could

have as a result of the service provider’s work performed on behalf of, and the compensation paid to the service provider by, such clients. In particular, unless inconsistent with our applicable written client agreement, costs associated with services rendered to the benefit of a client may be borne by such client. We and our affiliates may use some of the same service providers as are retained on behalf of one or more clients and, in some cases, fee rates, amounts or discounts may be offered to us and our affiliates by a third-party service provider which differ from those offered to a client as a result of scheduled or ad hoc rate changes, differences in the scope, type or nature of the service or transaction, alternative fee arrangements and negotiation.

Employees must at all times place the interests of our clients first; Employees must ensure that all personal securities transactions are conducted consistent with the Code of Ethics’ Employee Personal Investment Policy (described below); Employees should not take inappropriate advantage of their position at Burkehill; and Independence in the investment decision-making process must be maintained at all times.

The Code of Ethics places restrictions on personal trades by employees and requires our employees to disclose their personal securities holdings and transactions to us on a periodic basis. The Code of Ethics prohibits employee personal trades in any listed, individual equity, debt or derivative securities, but allows employees to liquidate holdings with the pre-approval of our CCO or his or her designee. Employees are also prohibited from purchasing or selling securities that appear on our Restricted List for our clients’ accounts or for their own personal accounts. Employees must obtain pre-approval from our CCO or his or her designee before: (i) engaging in any outside business activities; or (ii) making any private investments. We will provide a copy of our Code of Ethics to any client or prospective client upon request. Subject to applicable law, we may effect transactions between clients (generally for rebalancing purposes and to correct misallocations of trades) where one client will purchase securities from

another client (including a private investment fund or account in which we, our affiliates, principals or employees may have a significant interest). Such transactions (i.e., cross trades) will be effected only when we believe that such transactions are in the best interest of the applicable clients. Such transactions will be placed through an unaffiliated broker-dealer or custodian, will not involve any accounts subject to ERISA (unless permitted to do so under applicable law), and will be effected for cash consideration, at prices that reflect prevailing market conditions or at such other price as determined by Burkehill in accordance with its policies and procedures. In addition, no brokerage commission or transfer fee will be paid to us or our affiliates in connection with any such transaction. Any transaction costs incurred in connection with any such transaction will be shared pro rata between the applicable clients. In the event that we effect a cross trade between an account in which we or the Principal owns more than twenty five percent (25%) and a client account, such transaction may be deemed to be a principal transaction under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). Such transactions would create a conflict of interest for us because we may put our or the Principal’s interests in such account before the interests of our client in the other account. We will not effect any cross trades between accounts if we believe that such trade would result in a principal transaction, unless: 1) We believe that such transaction is in the best interest of the clients participating in the transaction; and 2) We obtain the consent of the applicable clients to the extent required under the Advisers Act. The Governance Committees and the Directors, as applicable, are authorized to provide any such consent on behalf of the Admiral Funds in accordance with the applicable Governing Documents of the Admiral Funds. If a governance committee is established for Helios (or any Series thereof), then the applicable Governing Documents of Helios are similarly expected to authorize such governance committee to provide any such consent on behalf of Helios and/or the applicable Series. We may buy or sell securities for one client at the same time that we or our related persons buy or sell the same security for one or more other clients (including the Funds which are our related persons). This will typically happen when more than one client is capable of purchasing or selling a particular security based on investment objectives, available cash and other factors. This may create a conflict of interest if one account may benefit from making the trade before or after the other account. We will generally seek to aggregate trades, as described below in Item 12: Brokerage Practices under “Aggregation of Orders,” to avoid any such conflict of interest.

negotiate “execution only” commission rates; therefore, the Funds may be deemed to be paying for research, brokerage or other services provided by the broker which are included in the commission rate. Burkehill’s authority is limited by its own internal policies and procedures and the Governing Documents. Best Execution In selecting an appropriate broker-dealer to effect a client trade, we seek to obtain “Best Execution,” meaning generally the execution of a securities transaction for a client in such a manner that a client’s total costs or proceeds in the transaction are most favorable under the circumstances. Accordingly, in seeking Best Execution, we will take into consideration the price of a security offered by a broker-dealer, as well as a broker-dealer’s full range and quality of services including, without limitation, its facilities, reliability and financial responsibility, execution capability, commission rates, responsiveness to us, brokerage and research services provided to us (for example, research ideas, analysis, and investment strategies), special execution and block positioning capabilities, clearance, and settlement and custodial services. Soft Dollars Soft dollar arrangements arise when an investment adviser obtains products and services, other than securities execution, from a broker in return for directing client securities transactions to the broker. Soft dollar arrangements pose a conflict of interest for us in that such arrangements allow us to pay with client commissions expenses that would otherwise be borne by us. In the event that we use client brokerage commissions (or markups or markdowns) to obtain research or other products or services, we would receive a benefit because we do not have to produce or pay for the research, products or services. We believe that this conflict is mitigated because our clients will generally pay for research as a “hard dollar” expense pursuant to their respective investment management agreements. We may have an incentive to select a broker based on our interest in receiving the research or other products or services offered by such broker, rather than on our clients’ interests in receiving most favorable execution. We do not currently have any formal soft dollar arrangements in place. However, we execute securities transactions on behalf of client accounts with broker-dealers that provide us with access to proprietary research reports (such as standard investment research and credit reports). To our knowledge, these services are generally made available to all institutional investors doing business with such broker-dealers. These bundled services are made available to us on an unsolicited basis and without regard to the rates of commissions charged or paid by client accounts or the volume of business that we direct to such broker-dealers. In the event that we engage in soft dollar transactions, we intend to comply with the safe harbor requirements of Section 28(e) of the Securities Exchange Act of 1934, as amended. Under this provision, in exercising our discretionary authority to select or arrange for the selection of brokers for execution of transactions for our clients, and, subject to our duty to obtain best execution, we may consider the value of research and brokerage products and services (collectively, “Research”) provided by such brokers. Accordingly, if we determine in good faith that the amount of commissions charged by a broker is reasonable in relation to the value of the brokerage and

products or services provided by such broker, the Funds may pay commissions to such broker in an amount greater than the amount another broker might charge. Research that we acquire from brokers may include, among other things, proprietary research, which may be written or oral. Research products that we acquire from brokers may include, among other things, databases and quotation services, and Research services may include, among other things, research concerning market, economic and financial data, a particular aspect of economics or on the economy in general, statistical information, pricing data and availability of securities, financial publications, electronic market quotations, performance measurement services, analyses concerning specific securities, companies, industries or sectors, market, economic and financial studies and forecasts, appraisal services, and invitations to attend conferences or meetings with management or industry consultants. We may in the future acquire other Research with client brokerage commissions in accordance with our policies and procedures. Research provided by brokers may be used to service all of our client accounts and not exclusively in connection with the management of the client account that generated the particular soft dollar benefit. Where a product or service obtained with client commission dollars provides both research and non-research assistance to us, we will make a reasonable allocation of the cost which may be paid for with client commission dollars. During our last fiscal year, we acquired with client brokerage commissions (or markups or markdowns) (i) research, such as proprietary research from brokers, which may have been written and/or oral; (ii) research products, such as databases and quotation services; and (iii) research and brokerage services, such as research concerning market, economic and financial data; a particular aspect of economics or on the economy in general; statistical information; pricing data and availability of securities; financial publications; electronic market quotations; performance measurement services; analyses concerning specific securities, companies, industries or sectors; market, economic and financial studies and forecasts; appraisal services; invitations to attend conferences or meetings with management or industry consultants, and order management and allocation systems. During our last fiscal year, we have taken into account the quality, comprehensiveness and frequency of available research services and products considered to be of value provided by brokers when directing client transactions to a particular broker. We directed transactions to such brokers only consistent with Best Execution and Burkehill’s internal policies. Brokers sometimes suggest a level of business they would like to receive in return for the various services they provide. We have not committed to provide any level of brokerage business to any broker to date, and actual brokerage business received by any broker may be less than the suggested allocations, but can (and often does) exceed the suggestions, because total brokerage is allocated on the basis of all the considerations described above. Our prime broker(s) generally provide us with certain front and back-office services, such as trading, securities lending, clearing, reporting and settlement for equities, fixed income, foreign currency and options, and talent recruiting, among other services. Subject to applicable law, our

prime brokers may also provide us with capital introduction services. The Funds pay fees to the prime brokers in accordance with the fee schedules negotiated with such prime brokers. Brokerage for Client Referrals Burkehill does not consider, in selecting or recommending broker-dealers, whether Burkehill or any related person receives client referrals from such broker-dealer or any third party. However, subject to applicable law, Burkehill may direct some client brokerage business to brokers who refer prospective investors to the Funds, consistent with Best Execution. Because such referrals, if any, are likely to benefit us but will provide an insignificant (if any) benefit to our clients, Burkehill has a conflict of interest with our clients when allocating client brokerage business to a broker who has referred investors to the Funds. To prevent client brokerage commissions from being used to pay investor referral fees, Burkehill will not allocate client brokerage business to a referring broker unless Burkehill determines in good faith that the commissions payable to such broker are not materially higher than those available from non-referring brokers offering services of substantially equal value to the client account. Trade Errors Subject to applicable law and the terms of our written agreements with clients, our clients will (i) be responsible for any losses resulting from trading errors and similar human errors, absent our willful misconduct, gross negligence or material breach of certain Governing Documents in the performance of our obligations and duties (or those of our affiliates or personnel) in respect of our clients, and (ii) receive the gain from such trading errors, as the case may be. Burkehill faces a potential conflict of interest because, should a trade error occur, generally we (and not an independent third party) would be the party that determines whether such trade error resulted from our willful misconduct, gross negligence or, if applicable, material breach of a Governing Document. However, notwithstanding this potential conflict of interest, in all cases, we would make such determination in good faith. Burkehill may correct misallocations of trades among client accounts by re-allocating the applicable trade using the intended allocation methodology prior to the trade’s settlement date. If an erroneous allocation cannot be corrected prior to or after settlement, we may, if appropriate and subject to applicable law, correct such erroneous allocation by effecting a cross trade between client accounts at the price at which the initial trade was effected. Aggregation of Orders Burkehill will generally aggregate client trades, subject to Best Execution. Aggregation describes a procedure whereby an investment adviser combines the orders of two or more clients into a single order for the purpose of obtaining better prices and lower execution costs. Aggregation opportunities for Burkehill generally arise when more than one client is capable of purchasing or selling a particular security based on investment objectives, available cash and other factors. In such event, securities purchased or sold will generally be allocated among client accounts on an average price basis. When an aggregated order is only partially filled, we will allocate the

investment opportunity as described above in Item 6: Performance-Based Fees and Side-By-Side Management. Burkehill may also aggregate orders for the same security entered at the same time, with the same side, direction and the same execution instructions, subject to the allocation considerations described above in Item 6: Performance-Based Fees and Side-By-Side Management. Clients may pay more to the extent that we do not, or are unable to, aggregate trades, as seeking to place separate, non-simultaneous transactions in the same security for multiple clients may negatively affect market price, transaction commissions and/or trade execution. A client’s nonparticipation in aggregated trades may result in lost opportunities to purchase securities for such client’s account that other clients participating in aggregated trades were able to purchase.

Such additional reports may include information regarding a Fund’s positions, performance, finances, and management and/or other information about such Fund or Burkehill (including notification of senior employee departures, the commencement of disciplinary actions, legal proceedings, investigations or similar matters, or redemptions from the Funds by Burkehill, our affiliates, our respective personnel and/or other investors or clients). Audited financial statements of the applicable Funds are provided to all investors generally within 120 days of each Fund’s fiscal year end. Burkehill will also provide information necessary for its Funds’ investors to complete their respective U.S. federal, state and local income tax returns. As noted above, we may provide certain additional information to any investor, or prospective investor, in a Fund (or to any of our clients or prospective clients) who requests such information. This information may be provided in response to questions and requests and in connection with due diligence meetings and other communications, but will not be distributed to other investors and prospective investors (or other clients or prospective clients) who do not request such information (absent a regulatory or other obligation for Burkehill to do so). Such information may affect a prospective investor’s (or prospective client’s) decision to invest, and investors and clients (which may include our personnel, affiliates and/or related persons) who receive such additional information may be able to act on such additional information and redeem their investments potentially at higher values than other investors (or clients). Each investor and client is responsible for asking such questions that it believes are necessary in order to make its own investment decisions and must decide for itself whether the limited information provided by Burkehill is sufficient for its needs.

In some instances, Burkehill may determine that the best interests of our clients involve abstaining from voting proxies. Clients who wish to understand our proxy voting rationale and process may contact our CCO at the address on the cover page of this Brochure.