Anchorage Capital Advisors, L.P.: investment adviser

Describe how you are compensated for your advisory services. Provide your fee schedule. Disclose whether the fees are negotiable. The Advisors typically charge fees that are based upon a set percentage of assets under management and performance. Set forth below are summaries of the fees payable by Investors in the Funds. It should be noted that detailed disclosure about the fees and other expenses applicable to an investment in the Funds is provided in the relevant Fund’s confidential private placement memorandum, including any supplements, which are provided to prospective investors. Those governing documents should be carefully reviewed prior to making an investment in the Funds. Fee and related information for the Customized Funds are disclosed in their respective governing documents. Asset-based fees are generally charged monthly/quarterly in advance based on the value of the relevant assets as of the first day of the month/quarter. The range of annual asset-based fees in Funds other than the Structured Credit Vehicles and AMAC Funds is typically from 1.0% to 2.0% of each Investor’s assets with the applicable Fund. Annual asset-based fees in the AMAC Funds range between 0.40% to 0.60% of each Investor’s assets. In addition, consistent with the Investment Advisers Act of 1940, as amended ("Advisers Act") and Rule 205-3 thereunder to the extent applicable, the Advisors or their affiliates receive incentive allocations or performance fees from certain Advisory Clients generally based upon net profits allocable to each Investor. The performance allocation or performance fee payable to the Advisors or their affiliates generally ranges from 15% to 25% of the net profits allocable to a particular Investor. For certain Funds, the performance allocation is subject to a hurdle or preferred return rate. Fee arrangements for the Customized Funds are individually negotiated and set forth in their respective governing documents. With respect to the Structured Credit Vehicles, collateral management fees generally range from 0.45% to 0.55% per annum of the aggregate amount of collateral principal, defaulted obligations and accrued interest as described in the vehicle’s governing documents. The Advisors have effectively waived or reduced collateral management fees with respect to investments made by the Funds in instruments/notes issued by the Structured Credit Vehicles. The Advisors may also be entitled to receive an incentive collateral management fee which is payable only after an incentive management fee threshold has been met. Please see each vehicle’s governing documents for a description of the applicable incentive collateral management fee and incentive management fee threshold. The fees and performance allocations detailed above are negotiable in that the Advisors reserve the right to reduce, waive or calculate differently such fees and performance allocations for certain Investors. Partners, employees and certain affiliates of the Advisors currently invested in the Funds are not charged such fees or performance allocations.

Please also refer to Item 14 regarding Other Compensation. It is critical that Investors refer to their respective Fund’s governing documents for a complete understanding of how the Advisors are compensated for their advisory services. The information contained herein is a summary only and is qualified in its entirety by the relevant Fund governing documents. Item 5.B

Describe whether you deduct fees from clients’ assets or bill clients for fees incurred. If clients may select either method, disclose this fact. Explain how often you bill clients or deduct your fees. Other than for certain Customized Funds whose investors are billed directly, the Advisors (or an affiliate thereof) deduct fees from Investors’ assets invested in the Funds. Such Investors do not have the ability to choose to be billed directly for fees incurred. It is critical that Investors refer to their respective Fund’s governing documents for a complete understanding of how fees are deducted from their assets. The information contained herein is a summary only and is qualified in its entirety by the relevant Fund governing documents.

Item 5.C

Describe any other types of fees or expenses clients may pay in connection with your advisory services, such as custodian fees or mutual fund expenses. Disclose that clients will incur brokerage and other transaction costs, and direct clients to the section(s) of your brochure that discuss brokerage. In addition to management/performance fees payable to the Advisors, Advisory Clients (and, therefore, Investors therein) are also subject to other costs and expenses related to their respective activities. The following sets forth various examples of the types of costs and expenses that will generally be borne by Advisory Clients, subject to the terms of such Advisory Client's governing documents: The Drawdown Funds and the AMAC Funds generally pay, as applicable: • organizational expenses; • offering expenses, including legal and accounting expenses, placement fees, printing costs, travel and out-of-pocket expenses; • pro rata share of master fund expenses including all costs and expenses directly related to investments or prospective investments (whether or not consummated) such as external research fees and transaction costs (including travel and travel-related meals, legal and other advisory fees and expenses), interest and commitment fees on debit balances or borrowings, borrowing charges on investments sold short, custody fees, bank fees; bank service fees; amounts for taxes (except as otherwise determined by the Fund general partner, (the "General Partner") and any insurance policies associated with taxes; • costs of industry memberships;

costs and expenses of storage and delivery of physical commodities and insurance policies for such assets; costs of fulfilling the bonding requirement under ERISA, if applicable; all deal and access fees, whether paid to third-party managers or brokers, for transactions in which the Fund participates; expenses in connection with transactions directed to broker-dealers in part in recognition of investment research and information furnished or expenses for services rendered by broker-dealers in the execution of such orders and the use of such research and other services provided by such broker-dealers; investment expenses such as commissions and clearing fees; any amounts for taxes that are attributable to all or any of its Investors and are paid by, withheld by, or withheld from payments to, the Fund; any costs and expenses incurred in connection with compliance with applicable laws (including MiFID II (as defined in Item 8.B)), including governmental, regulatory, licensing, filing or registration fees, expenses or taxes incurred by the Fund (as determined by the General Partner), the General Partner or the Advisors in compliance with the rules of any selfregulatory organization or any U.S. federal, state or local or non-U.S. laws; to the extent permitted by applicable law, and subject to the indemnification/exculpation provisions in the applicable Fund Agreement or the Investment Management Agreement, any legal fees and costs (including settlement costs) arising in connection with any litigation or regulatory investigation instituted against the Fund, the General Partner or the Advisors, each in its capacity as such (whether incurred by the Fund or the General Partner or the Advisors on the Fund’s behalf); all (or such pro rata portion, as determined by the Advisors, of) fees and expenses related to any investment vehicle or wholly owned subsidiaries utilized to facilitate Fund investments (including legal, administrative, custodial, audit, registered office and other fees, rent, overhead and salary, to the extent that the assets of the Fund are not treated as “plan assets” for purposes of ERISA); including as it relates to the Fund’s nonU.S. investment vehicles (which may include the portion of salaries of employees of Anchorage or any affiliate thereof responsible for providing tax, accounting, legal, operational or settlement services relating to such investment vehicle(s) as may be reasonably determined and allocated by the Advisors), other expenses and/or a profit margin to such investment vehicle(s); fees and expenses (if any) associated with the Conflicts Advisory Board or any Limited Partner Advisory Committee; the cost of the audit of the Fund’s financial statements and the preparation of its tax returns; the fees and expenses for financial and tax accounting and reporting services; administrative services and other administrative expenses, including any administrator's fees, on behalf of the Fund to the extent performed by persons other than the General Partner or the Advisors;

the fees and expenses of counsel with respect to the Fund, including in connection with advice directly relating to the Funds’ legal affairs (such as lenders’ counsel for any credit facility); expenses incurred in connection with the admission of Investors or the acceptance of additional capital contributions or commitments (including expenses incurred in connection with side letters for prospective and existing Investors); all costs and expenses associated with reporting and providing information to existing and prospective Investors; the costs of any outside appraisers, accountants, attorneys, compliance consultants, due diligence experts, or other experts or advisers (for example, directors of an entity in which the Fund holds a direct or indirect interest, operating partners, consultants or similar roles, as well as public relations professionals retained to assist in maintaining the confidentiality of the Fund) engaged by the General Partner or the Advisors; costs and expenses in connection with operational risk management (including third party risk assessment, due diligence and ongoing monitoring); costs and expenses of treasury finance modules and trade management modules; the costs and expenses of holding any meetings of Investors; fees and expenses of the "partnership representative"; to the extent consistent with Section 410(b) of ERISA, if applicable, the costs of any liability insurance obtained on behalf of the Fund, the General Partner, the Advisors, the Anchorage principal(s), the senior portfolio managers, the affiliates of any of them and any other indemnified person; other expenses associated with the operation of the Fund as well as other expenses directly related to the Fund’s investment program, including any extraordinary expenses (such as litigation and indemnification); expenses incurred in obtaining and maintaining systems (including software, software-as-a-service, licenses, support and consulting), research and other information utilized for portfolio management purposes (including risk management) that facilitate portfolio management decisions, trading, compliance, treasury, operations, valuations, and accounting, including the costs of statistics and pricing services, independent securities valuation services, service contracts for quotation equipment and related hardware and software; and For the avoidance of doubt and without limitation, “research” as used in this section includes: communication with advisors, counsel, experts and consultants; research services; reports; publications; data; analysis; advice; conferences; and management and shareholder meetings, in each case relating to, without limitation, general or specific research topics relating to macroeconomic factors, trends, markets, geographic sectors, industries and particular companies, transactions and investments, regardless whether such transaction or investment is ultimately closed, acquired or completed. In general, the Funds bear their pro rata share of

expenses for research determined by the Advisors to be of a general nature or beneficial to the Advisors’ research in general. Structured Credit Vehicles: The Structured Credit Vehicles generally pay or reimburse the Advisors for expenses similar to the other Funds as described above, which include: (i) all expenses incurred in connection with the operation of the issuer, including, without limitation; (ii) organizational and offering expenses; (iii) costs and expenses incurred in connection with the acquisition or disposition of assets; (iv) costs and expenses incurred in carrying or management of assets; (v) any and all costs and expense incurred in connection with the vehicle’s notes, including, without limitation, fees and expenses of the rating agencies; (vi) any and all attorneys’, accountants’ and other experts’ fees and disbursements relating to the vehicle; and (vii) other expenses identified in the applicable collateral management agreement. Customized Funds: Customized Funds of the Advisors will pay or reimburse the Advisors for expenses that may vary from but are generally similar to the expenses paid by the other Funds as described above. The fees and expenses that will be borne by each Investor or Advisor Client with respect to the Customized Funds of the Advisors are described in the relevant governing documents for such Funds. It is critical that Investors refer to the relevant governing documents for a complete understanding of fees and expenses they may pay. The information contained herein is a summary only and is qualified in its entirety by such documents. Item 5.D

If your clients either may or must pay your fees in advance, disclose this fact. Explain how a client may obtain a refund of a pre-paid fee if the advisory contract is terminated before the end of the billing period. Explain how you will determine the amount of the refund. As noted in Item 5.A, above, asset-based fees are generally charged monthly/quarterly in advance based on the value of the relevant assets as of the first day of the month/quarter. For Customized Funds and AMAC Funds that are billed in advance, upon termination, the Advisors generally calculate any refund or credit by prorating the prepaid fee through the effective termination date, consistent with the advisory agreement. Investors in the Drawdown Funds do not have the right to withdraw or redeem from these Funds. The investment management agreements for each Drawdown Fund terminates at the expiration of the term of such Drawdown Funds. The Customized Funds are subject to their own termination provisions. It is critical that Investors refer to the relevant offering documents and other governing documents for a complete understanding of how they can obtain

a refund and withdraw or redeem. The information contained herein is a summary only and is qualified in its entirety by such documents. Item 5.E

If you or any of your supervised persons accepts compensation for the sale of securities or other investment products, including asset-based sales charges or service fees from the sale of mutual funds, disclose this fact and respond to Items 5.E.1, 5.E.2, 5.E.3 and 5.E.4. Not applicable to the Advisors.

Item 5.E.1

Explain that this practice presents a conflict of interest and gives you or your supervised persons an incentive to recommend investment products based on the compensation received, rather than on a client’s needs. Describe generally how you address conflicts that arise, including your procedures for disclosing the conflicts to clients. If you primarily recommend mutual funds, disclose whether you will recommend “no-load” funds. Not applicable to the Advisors.

Item 5.E.2

Explain that clients have the option to purchase investment products that you recommend through other brokers or agents that are not affiliated with you. Not applicable to the Advisors.

Item 5.3.3

If more than 50% of your revenue from advisory clients results from commissions and other compensation for the sale of investment products you recommend to your clients, including asset-based distribution fees from the sale of mutual funds, disclose that commissions provide your primary or, if applicable, your exclusive compensation. Not applicable to the Advisors.

Explain the conflicts of interest that you or your supervised persons face by managing these accounts at the same time, including that you or your supervised persons have an incentive to favor accounts for which you or your supervised persons receive a performance-based fee, and describe generally how you address these conflicts. As described in Item 5.A above, the Advisors (or affiliates thereof) receive performance-based allocations or fees from certain Advisory Clients. Where each Fund managed by the Advisors pays performance-based compensation, it should be noted that the Advisors reserve the right to reduce, waive or calculate differently such fees for certain Investors. Such reductions, waivers and calculations could result in the Funds paying performance-based fees at varying overall rates and create an incentive for the Advisors to disproportionately allocate the best opportunities to Funds that pay the highest rates of performance based fees. The Advisors are committed to allocating investment opportunities on a fair and equitable basis and have established policies and procedures to address the conflicts of interest described above. In addition, the Advisors (or affiliates thereof) ability to receive performance-based allocations or fees creates a potential conflict of interest in that it may create an incentive to make investments that are riskier or more speculative than in the absence of such a performance-based allocation or fee. Investors are provided with clear disclosure as to how a performance-based allocation or fee is charged with respect to a particular Fund and the risks associated with such performance-based allocation or fee prior to making an investment. In addition, in situations where the assets of Funds are used to purchase the equity, and other securities issued by Structured Credit Vehicles that the Advisors (or their affiliates) manage in return for fees for acting as collateral manager, the Advisors generally reduce or waive, rebate, pay or otherwise transfer to the particular investing Fund any fees to which it would otherwise be entitled as collateral manager with respect to the portion of the Structured Credit Vehicle’s equity purchased by such Fund, but will be reimbursed for any of its out-of-pocket expenses incurred in the establishment of the Structured Credit Vehicle and in its on-going operations, and is indemnified for certain losses in connection with its role as collateral manager. Nevertheless, such investments involve conflicts of interest inasmuch as such investments by the Fund may enable the Advisors to act as collateral manager of a Structured Credit Vehicle and earn fees from investments in such vehicle to the extent third parties are invested in the equity of such vehicle during or after the time the Funds are invested in such vehicle. Such fees may be greater than those paid by the Funds with respect to such Structured Credit Vehicles. Thus, there are conflicts with respect to the decision of whether or when to cause the Funds to sell equity they hold in any Advisor-managed Structured Credit Vehicles to a third party because the Advisors would then earn collateral management fees with respect to the equity sold. There are conflicts with respect to the decision of whether to cause the Funds to purchase equity in any Advisor-managed Structured Credit Vehicles since the Advisors would not earn collateral management fees with respect to such equity. Please also see Item 11 for a discussion of such conflicts.

Each Advisor recognizes that it is a fiduciary and as such must act in the best interests of the Funds and Investors. Further, each Advisor recognizes that it must treat all clients fairly and must refrain from favoring one client’s interests over another’s.

Minimum initial investments for Funds generally range from $1,000,000 to $20,000,000, subject to the discretion of the general partner of the Fund. Customized Funds may be set up for certain Investors at the sole discretion of the Advisors and will be subject to individually negotiated terms. It is critical that Investors refer to their respective Fund’s governing documents for a complete understanding of each Fund’s requirements. The information contained herein is a summary only and is qualified in its entirety by the relevant Fund governing documents.

ITEM 8 – METHODS OF ANALYSIS, INVESTMENT STRATEGIES AND RISK OF LOSS Item 8.A

Describe the methods of analysis and investment strategies you use in formulating investment advice or managing assets. Explain that investing in securities involves risk of loss that clients should be prepared to bear. METHODS OF ANALYSIS The Advisors utilize a variety of resources or services to form an investment idea or strategy. In general, the Advisors assess investment opportunities by employing a rigorous research process that may include, among others, fundamental credit analysis, detailed analysis of historical financial statements and development of financial projections, meetings with company management, industry research, including use of outside experts and alternative data, consultation with customers, suppliers and competitors, and analysis of documents (including credit agreements, bond indentures, intercreditor agreements, court filings), and use of outside legal counsel to determine validity and ranking of various claims. INVESTMENT STRATEGIES Drawdown Funds: The ACO Funds primarily invest on a long-only basis principally in the illiquid credit and asset markets of North America and Europe, in addition to other markets, provided, however, that such Funds’ investments may be concentrated in one or more of these regions with little or no allocation to the other regions. Such Funds may also make investments in debt (including dislocated debt), equity (including post-restructured equity) illiquid claims, structured credit, and other assets that appear to present a favorable risk-adjusted return profile based on fundamental credit research, structural review and analysis, differentiated asset sourcing, and assessment of managers/servicers. The ACO Funds may also invest in other cash and derivative instruments that are structured products predominantly linked to corporate and asset-backed credit risk. These Funds may also employ hedged investment and other strategies. The SCF Funds primarily invest in the primary issuance of subordinated notes (“equity”) and secured notes (“liabilities”) of collateralized debt obligation transactions and collateralized loan obligation transactions and warehouse facilities, that are managed by the Advisors. The SCF Funds may also opportunistically invest in other structured credit investments and may (but are under no obligation to) employ hedged investment strategies. Customized Funds: The Customized Funds may utilize different trading and/or investment strategies than the other Funds. Structured Credit Vehicles: The Structured Credit Vehicles consist primarily of a portfolio of senior secured bank loans, with an allowance for second lien loans, bonds, senior unsecured

loans, floating rate notes, and other obligations listed in the concentration limitations. AMAC Funds: The AMAC Funds invest primarily on a long-only basis in high yield fixed income instruments, as well as other U.S. and non-U.S. investments, including, but not limited to, structured credit, loans, and investment grade fixed income instruments. “High yield” refers to instruments that are rated below investment grade or, if unrated, determined by Anchorage to be below investment grade. “Fixed income instruments” include bonds, debt securities and other similar instruments issued by U.S. and non-U.S. public or private-sector entities. Investing in securities involves significant risks, including the risk of loss of some or all of an investment. Prospective investors should speak with their legal, tax, and financial advisors prior to making an investment with Anchorage.

Item 8.B

For each significant investment strategy or method of analysis you use, explain the material risks involved. If the method of analysis or strategy involves significant or unusual risks, discuss these risks in detail. If your primary strategy involves frequent trading of securities, explain how frequent trading can affect investment performance, particularly through increased brokerage and other transaction costs and taxes. It is critical that Investors refer to the relevant governing documents for a complete understanding of the methods of analysis and investment strategies of the Advisors. The information contained herein is a summary only and is qualified in its entirety by such documents. Use of Leverage The Advisors may utilize leverage for certain of the Funds. This may result in a Fund controlling substantially more assets than such Fund has equity. Leverage increases returns if a Fund earns a greater return on investments purchased with borrowed funds than the cost of borrowing such funds. However, the use of leverage exposes the Funds to additional levels of risk, including: (i) greater losses from investment than would otherwise have been the case had the Funds not borrowed to make the investments; (ii) margin calls or interim margin requirements which may force premature liquidations of investment positions; and (iii) losses on investments where the investment fails to earn a return that equals or exceeds the Funds’ cost of borrowing such funds. In the event of a sudden, precipitous drop in the value of the Funds’ assets, the Funds might not be able to liquidate assets quickly enough to repay its borrowings, further magnifying losses. Analysis and Risk The investment strategy to be utilized by the Advisors may require accurate and detailed analysis of issuers, counterparties, suppliers, service providers and commodity end-users. There can be no assurance that the analysis of the Advisors will be accurate or complete. The Funds may be subject to substantial losses in

the event of credit deterioration or bankruptcy of one or more issuers, counterparties, suppliers, service providers and commodity end-users. While the Funds may hedge credit risk, there can be no assurance that such hedges will be established or, if established, that the hedges will offset losses. Alternative Data Collection and Use The Advisors may rely on “alternative data” from non-traditional sources. Such alternative data may include, for example, social media data, consumer financial transaction data, web traffic, supply chain analysis, search trends, digital footprint data, satellite imagery or weather data. The Advisors may collect and process certain alternative data itself and/or may rely on various third-party data providers. The risks associated with traditional market data generally apply to alternative data, and the use of alternative data exacerbates certain of those risks (including those related to quality control and data integrity). In addition, the applicability of existing laws and regulations to the collection and use of alternative data is uncertain, and new regulations may be adopted in the future. These risks and uncertainties may have an adverse effect on the ability of the Advisors to implement their strategies successfully. Cybersecurity, Information Security and Systems Risk The Advisors rely on information and communications systems, internal controls and third-party service providers to conduct portfolio management, trading, valuation, accounting, cash management, reporting, investor communications and other operations. The Advisors, the Funds and their counterparties, administrators, custodians, prime brokers, lenders, pricing services, issuers and other service providers are subject to risks arising from cybersecurity incidents, data breaches and other technology failures. Such events may result from unauthorized access, malware, ransomware, phishing, denial-of-service attacks, insider misconduct, operational errors or other events and may lead to the loss, misuse, corruption or unauthorized disclosure of confidential, proprietary or personal information, or to disruptions in trading, valuation, settlement, reporting or other business activities. The Funds may also be adversely affected by such events at issuers, portfolio companies and other market participants. Any such event may cause substantial losses, remediation costs, regulatory scrutiny, litigation, reputational harm and other liabilities. Although the Advisors maintain business continuity and information security policies and procedures, there can be no assurance that such measures will be effective or that the Funds will not be adversely affected by cybersecurity incidents or other systems failures affecting the Advisors, the Funds or third parties. Trend Following Certain trading decisions made by the Advisors may be based on trend following. Any factor that would lessen the prospect of major trends occurring in the future (such as increased governmental control of, or participation in, the financial markets) may reduce the prospect that a particular trading method or strategy will be profitable in the future. In the past, there have been periods without discernible trends and, presumably, such periods will continue to occur in the future. Moreover, any factor that would make it more difficult to execute trades at desired prices in accordance with the signals of the trading method or strategy (such as a significant lessening of liquidity in a particular market) would also be detrimental

to profitability. Further, many managers’ trading methods utilize similar analyses in making trading decisions. Therefore, bunching of buy and sell orders can occur, which makes it more difficult for a position to be taken or liquidated. Government Intervention in the Credit Markets The central banks and, in particular, the U.S. Federal Reserve (the “Fed”), have taken unprecedented steps in recent years, including in response to the COVID19 crisis, to intervene and decrease volatility in the credit markets. Because certain investment strategies of the Advisors seek to capitalize on opportunities in volatile credit markets, the success of the Funds may rely, at least in part, on such volatility. In light of recent market events, it has become increasingly more difficult to predict if, how, and to what extent the United States and other governments may further intervene in the credit markets. Such intervention is prompted by politically sensitive issues involving family homes, student loans, small businesses, real estate speculation, credit card receivables, etc., and may, as a result, be contrary to what the Advisors would predict from an “economically rational” perspective. On the contrary, recent governmental intervention may mean that the willingness of governmental bodies to take additional extraordinary action may be diminished. In the event of a major market disruption in the near future, limited additional government intervention may result in correspondingly greater market dislocation and materially greater market risk and/or volatility. Given the uncertainty of how governments will respond to various market events, especially in the near term with the Fed raising of interest rates to combat high inflation, market participants, including the Advisors, may be unable to predict market volatility during the next economic cycle or in the event of a future market disruption. Concerns Regarding a Downgrade of the U.S. Credit Rating For various reasons, financial services companies have in the past and may in the future lower their long term sovereign credit rating on the United States. Any such downgrade could have material adverse impacts on financial markets and economic conditions in the U.S. and throughout the world and, in turn, the market’s anticipation of these impacts could have a material adverse effect on a Fund’s financial condition and liquidity. The ultimate impacts on global markets and a Fund’s business, financial condition, and liquidity are unpredictable and may not be immediately apparent. Force Majeure Risk Investments may be affected by force majeure events (i.e., events beyond the control of the party claiming that the event has occurred, including, without limitation, acts of God, fire, flood, earthquakes, outbreaks of an infectious disease, pandemic or any other serious public health concern, war, terrorism, and labor strikes). Some force majeure events may adversely affect the ability of a party (including an investment or a counterparty to the Funds or an investment) to perform its obligations until it is able to remedy the force majeure event. Certain force majeure events (such as war or an outbreak of an infectious disease) could have a broader negative impact on the world economy and international

business activity generally, or in any of the countries in which the Funds may invest specifically. In particular, increased tensions between Russia and Ukraine have resulted in a Russian invasion of Ukraine. Escalating tensions involving these two countries may result in more widespread conflict. Additionally, recent hostilities between the United States and Iran have also escalated tensions. Such hostilities could have a severe adverse effect on the applicable local region, including significant negative impacts on the U.S. and/or global economy and the markets for certain securities and commodities, such as oil and natural gas. How long such tensions and related events will last cannot be predicted. These tensions, and any related events, could have significant impact on Fund performance and the value of an investment in the Funds.

Political Uncertainty Some of the results of elections and referenda in recent years in the United States, Europe, and other developed and emerging market countries have been unexpected and resulted in material market changes and increases in market uncertainty. The foregoing changes in political regimes have destabilized longheld treaties and customs between nations leading to further market instability in both developed and emerging countries. Given changes in administrations and applicable law following these votes, the future of current regulations, or the adoption of new regulations, is also uncertain. These uncertainties may have adverse impacts on, or alternatively create investment opportunities for, the Funds. Potential Interest Rate Increases Given the historically low interest rate environment in recent years, risks associated with rising interest rates are significantly heightened and, consequently, there has been a sustained period of very low levels of central bank set interest rates. Certain central banks, including the U.S. Federal Reserve Board, have recently raised interest rates and it is expected that others will continue to raise their interest rates in the near future, especially in light of persistently high inflation. For certain of the Funds’ investments that have a fixed rate of return, any such interest rate increases may negatively impact the returns on such investments. Inflation Risk Inflation and rapid fluctuations in inflation rates have had, and may continue to have, negative effects on numerous economies and financial markets. Continued inflation could have a substantial adverse impact on the Funds’ returns. MiFID II The EU Markets in Financial Instruments Directive (Directive 2014/65/EU) and Markets in Financial Instruments Regulation (Regulation (EU) No 600/2014) (together, “MiFID II”) governs the provision of investment services and activities in relation to, as well as the organized trading of, financial instruments such as shares, bonds, units in collective investment schemes and derivatives. MiFID II was required to be implemented in EU member states from January 3,

2018. Although the Funds are not organized in the EU, and are not authorized or regulated by any EU member state financial services regulator, certain aspects of MiFID II may have an impact on the Funds. MiFID II imposes certain restrictions as to the trading of shares and derivatives, which apply to certain transactions made by the Funds. Subject to certain conditions and exceptions, the Funds may be unable to trade shares or derivatives with or through affected EU regulated firms (e.g., EU broker-dealers) other than as provided by MiFID II. MiFID II also applies position limits to the size of a net position that a person can hold at all times in commodity derivatives traded on EU trading venues and in “economically equivalent” OTC derivatives. More generally, EU regulated firms that have trading relationships with the Funds may be obliged by MiFID II to impose certain requirements on the Funds, or they may seek to do so contractually, with a view to satisfying their own compliance obligations. It is difficult to predict the full impact of MiFID II on the Funds and Investors should also be aware that there are costs (whether direct or indirect) of compliance with MiFID II. The UK has equivalent rules to those in MiFID II. Accordingly, similar consequences to those discussed above would arise when trading with or through UK regulated firms and/or holding positions in commodity derivatives traded on UK trading venues and in economically equivalent OTC derivatives. Participation on Creditors’ Committees Certain of the Funds have participated and may participate on committees formed by creditors to negotiate with the management of financially troubled companies that may or may not be in bankruptcy. Certain of the Funds may also seek to negotiate directly with debtors with respect to restructuring issues. When a Fund chooses to join a creditors’ committee, such Fund would likely be only one of many participants, each of whom would be interested in obtaining an outcome that is in its individual best interests. There can be no assurance that the Fund would be successful in obtaining results most favorable to it in such proceedings, although the Fund may incur significant legal fees and other expenses in attempting to do so. As a result of participation by a Fund on such committees, such Fund may be deemed to have duties to other creditors represented by the committees, which might thereby expose the Fund to liability to such other creditors who disagree with the Fund’s actions. Market Disruptions; Governmental Intervention Global financial markets are currently undergoing pervasive and fundamental disruptions that have led to extensive and unprecedented governmental intervention. Such intervention was in certain cases implemented on an “emergency” basis, suddenly and substantially eliminating market participants’ ability to continue to implement certain strategies or manage the risk of their outstanding positions. In addition, as one would expect given the complexities of the financial markets and the limited time frame within which governments felt compelled to take action these interventions have typically been unclear in scope and application, resulting in confusion and uncertainty which in itself has been

materially detrimental to the efficient functioning of the markets as well as previously successful investment strategies. The Funds may incur major losses in the event of disrupted markets and other extraordinary events in which historical pricing relationships become materially distorted. The risk of loss from pricing distortions is compounded by the fact that in disrupted markets many positions become illiquid, making it difficult or impossible to close out positions against which the markets are moving. The financing available to the Funds from its banks, dealers and other counterparties is typically reduced in disrupted markets. Such a reduction may result in substantial losses to the Funds. Market disruptions may from time to time cause dramatic losses for the Funds, and such events can subject otherwise historically low-risk strategies to unprecedented volatility and risk. Additional Government or Market Regulation Market disruptions and the dramatic increase in the capital allocated to alternative investment strategies during the past decade have led to increased governmental as well as self-regulatory scrutiny of the “hedge fund” and financial services industry in general. Certain legislation proposing greater regulation of the industry, such as the Dodd-Frank Wall Street Reform and Consumer Protection Act (including the rules promulgated thereunder, “Dodd-Frank”), is considered periodically by the U.S. Congress, as well as the governing bodies of non-U.S. jurisdictions. It is impossible to predict what, if any, changes in the regulations applicable to the Funds, the Advisors, the markets in which they trade and invest, or the counterparties with which they do business, may be instituted in the future. Any such laws or regulations could have a material adverse impact on the profit potential of the Funds, as well as require increased transparency as to the identity of Investors. Over-the-Counter Derivatives Markets Dodd-Frank included provisions that comprehensively regulated the over-thecounter (“OTC”) derivatives markets, subject to rulemaking and oversight by the U.S. Commodity Futures Trading Commission (“CFTC”), and SEC. Dodd-Frank mandated that a portion of OTC derivatives must be executed in regulated markets and be submitted for clearing to regulated clearinghouses. OTC trades submitted for clearing are subject to minimum initial and variation margin requirements set by the relevant clearinghouse, as well as margin requirements mandated by the CFTC, SEC and/or federal prudential regulators. OTC derivatives dealers also typically demand the unilateral ability to increase the collateral requirements for cleared OTC trades beyond any regulatory and clearinghouse minimums. The CFTC has also imposed margin requirements on non-cleared OTC derivatives and new requirements that apply to the holding of customer collateral by OTC derivatives dealers. These requirements may increase the amount of collateral the Funds are required to provide and the costs associated with providing it. Although such amounts of collateral and the costs to the Funds of providing such collateral are generally not expected to be material, the amount of required collateral and the cost of providing it could become material due to changes in market conditions or other events that are beyond the control of the Advisors. OTC derivative dealers also are required to post margin to the clearinghouses through which they clear their customers’ trades instead of using

such margin in their operations, as was widely permitted before Dodd-Frank. This has and will continue to increase the OTC derivative dealers’ costs, and these increased costs are generally passed through to other market participants in the form of higher upfront and mark-to-mark margin, less favorable pricing, and the imposition of new or increased fees, including clearing account maintenance fees and per trade administrative “ticket” fees. With respect to cleared OTC derivatives, the Funds do not face a clearinghouse directly but rather do so through a futures commission merchant (“FCM”) that is registered with the CFTC and that acts as a credit intermediary. The Funds may face the indirect risk of another clearing member customer failing to meet its obligations to its clearing member. Although in the United States cleared OTC derivatives are not generally subject to the same “fellow customer risk” as cleared futures contracts due to the operation of the CFTC’s “legally segregated, but operationally commingled” customer protection rules, if a clearinghouse through which the Funds clears OTC derivatives fails for any reason, including due to a default caused by a cleared swaps customer of any FCM, the Funds will suffer losses to the extent that such failure causes the Fund’s FCM to default or the Fund’s FCM is no longer obligated to perform on the cleared OTC derivative following the failure of the clearinghouse. The CFTC also requires, and the SEC in the future is expected to require, certain derivative transactions that were previously executed on a bi-lateral basis in the OTC markets to be executed through a regulated futures exchange, swap credit facility, or other regulated market. Such requirements may make it more difficult and costly for investment funds, including the Funds, to enter into highly tailored or customized transactions. They may also render certain strategies in which the Funds might otherwise engage impossible or so costly that they will no longer be economical to implement. If one or more of the Funds decide to execute derivatives transactions through such exchanges or execution facilities—and especially if the Funds decide to become a direct member of one or more of these exchanges or execution facilities—such Funds would be subject to the rules of the exchange or execution facility, which would bring additional risks and liabilities, and potential requirements under applicable regulations and under rules of the relevant exchange or execution facility. OTC derivative dealers are required to register with the CFTC and in the future may be required to register with the SEC. Registered swap dealers are subject to minimum capital and margin requirements, business conduct standards, disclosure requirements, reporting and recordkeeping requirements, transparency requirements, position limits, limitations on conflicts of interest, and other regulatory burdens. These requirements further increase the overall costs for OTC derivative dealers which costs may be passed along, at least partially, to market participants as market changes continue to be implemented. Additional regulation of the OTC derivatives markets, whether as a result of expanded CFTC and/or SEC mandated clearing and execution requirements, increased initial margin requirements or overlapping regulatory requirements imposed by non-U.S. regulators, may make OTC derivatives more costly, may

limit the availability of certain derivatives transactions, or may otherwise adversely affect the value or performance of certain derivatives. The European Parliament has implemented a regulation (known as “EMIR”) that also requires regulated clearing of certain derivatives and other requirements, and subsequently the United Kingdom has implemented equivalent rules to those in EMIR (“UK EMIR”). Prospective investors should be aware that the costs of complying with the requirements of EMIR and UK EMIR could significantly raise the costs of entering into derivative contracts and that these rules may adversely affect the Funds’ ability to engage in certain transactions in derivatives. Risk of Portfolio Investments Certain of the Funds may invest in a diversified portfolio of distressed debt investments (e.g., investments in defaulted, out-of-favor or distressed bank loans and securities). Certain of the Funds’ investments will be in specific securities or other instruments of companies that typically are highly leveraged, with significant burdens on cash flow, and therefore involve a high degree of financial risk. Certain of the Funds may also make investments in companies that are experiencing financial or operational difficulties or are otherwise out-of-favor. Such companies’ instruments may be considered speculative, and the ability of such companies to pay their debts on schedule could be adversely affected by interest rate movements, changes in the general economic climate or the economic factors affecting a particular industry, or specific developments within such companies. Investments in companies operating in workout or bankruptcy modes also present additional legal risks, including fraudulent conveyance, voidable preference and equitable subordination risks. Certain of the Funds may and do invest in private debt, equity and warrants. These instruments may be acquired with or without registration rights. Unregistered securities are highly illiquid and may not be freely traded. Board Membership Employees of the Advisors serve on boards of directors or executive committees or in other management capacities at certain companies in which the Funds invest, either directly or indirectly. Serving in such a capacity may expose such employee, and by association the Advisors and the Funds, to certain limitations on the ability to trade the securities of the issuer company and certain conflicts of interest. As a result of such service, an employee may become aware, from time to time, of material non-public information about the company in which the Funds invest, and the employee’s knowledge is likely to be attributed to the Advisors and the Funds; therefore, the Funds’ ability to trade the securities of such company may become substantially restricted. The Funds’ ability to buy and sell such securities may be limited to such times as company insiders are permitted to do so. Such limitations may cause the Funds to forgo sales that it would otherwise make, thereby exposing the Funds to losses, or to forgo purchases, thereby exposing the Funds to lost opportunities. The Advisors and the Funds may also be subject to Section 16 of the Securities Exchange Act of 1934, as amended, including the disclosure requirements, the restrictions on purchases and sales, and the disgorgement of profits in certain circumstances. An employee serving as a director of a company owned, directly or indirectly, by the Funds may also face a conflict between the fiduciary duties owed by such employee to the Funds and

the duties owed to such company. In such circumstances, an employee may act in ways that are in the best interests of such company but not the Funds. The Advisors maintain internal compliance policies that are intended to minimize the negative effects of such conflicts if they arise, and intends to prevent employees from taking such positions when, in the determination of the Advisors, the potential risks to the Funds outweigh the potential benefits. However, there can be no assurance that permitting the board membership of an employee will result in more favorable results for the Funds than if the employee was not permitted to serve in such capacity. Event-Driven Analysis The success of strategies employing event-driven analysis depends on the successful prediction of whether various corporate events will occur or be consummated. Certain of the Funds may invest in issuers in weak financial condition, experiencing poor operating results, having substantial financial needs or negative net worth, facing special competitive or product obsolescence problems or issuers that are involved in bankruptcy or reorganization proceedings. Investments of this type involve substantial financial business risks that can result in substantial or total losses. The market prices of such instruments are also subject to abrupt and erratic market movements and above average price volatility, and the spread between the bid and asked price of such instruments may be greater than normally expected. Marketability of Portfolio Investments The marketability and liquidity of the Funds’ investments cannot be assured. A Fund’s ability to acquire and dispose of its investments will be dependent upon factors outside such Fund’s control, including the health of the market for specific securities and the financial condition of a security’s issuer as well as general economic conditions. The markets for the Funds’ various investments have from time to time experienced periods of substantial illiquidity. The Funds may also invest in securities that are subject to legal or other restrictions on transfer. The market prices, if any, for such investments tend to be volatile and may not be readily ascertainable, and the Funds may not be able to sell them when it desires to do so or to realize what it perceives to be their fair value in the event of a sale. New Strategies and Techniques New investment strategies and techniques may not be thoroughly tested in the market before being employed by the Advisors and may have operational or theoretical shortcomings which could result in unsuccessful trades and, ultimately, losses to the Funds. In addition, any new investment strategy or technique developed by the Funds may be more speculative than earlier investment strategies and techniques and may involve material and as-yetunanticipated risks that could increase the risk of an investment in the Funds. Availability of Suitable Investments There can be no assurance that attractive investments will be available for the Funds’ investment activities, or that available investments will meet the Funds’ investment criteria. The Funds will compete with other potential investors to acquire interests in their respective targeted investments. Certain of the Funds’ competitors may have greater financial and other resources and may have better

access to suitable investment opportunities. Whether or not suitable investment opportunities are available to the Funds, the Funds will bear fees and expenses, subject to and as defined in such Fund’s governing documents. Illiquidity of Investments Many of the markets and instruments traded by the Funds may experience significant changes to liquidity and potential illiquidity at any given time during an economic cycle. Certain Funds may invest in investments for which no, or only a limited, liquid market exists. The market prices, if any, of such investments tend to be more volatile, and it may be impossible to sell such investments when desired or to realize their fair value in the event of a sale. Moreover, instruments in which the Funds invest may include those that are not listed on a stock exchange or traded in an over-the-counter market. There may be substantial delays in attempting to sell non-publicly traded securities. Although these securities may be resold in privately negotiated transactions, the prices realized from these sales could be less than those originally paid or less than the fair market value of those securities as determined by the Advisors. Further, companies whose securities are not registered or publicly traded are not subject to the disclosure and other investor protection requirements which would be applicable if their securities were registered or publicly traded. In addition, certain Funds may from time to time hold large positions with respect to a specific type of security, which may reduce the liquidity of those Funds. During such times, Funds may be unable to dispose of certain assets, which would adversely affect the Funds’ ability to rebalance its portfolio or to meet withdrawal requests. Valuation, Fair Value and Net Asset Value Risk Certain of the Funds may invest in instruments that are illiquid, privately negotiated, structured, distressed, thinly traded or otherwise not readily susceptible to reliable market quotations. The valuation of such investments may require the use of estimates, assumptions, models and judgments, including the use of significant unobservable inputs. Valuations may differ materially from the values that would have been used if a ready market existed, from the values placed on such investments by other market participants or from the prices ultimately realized upon disposition. As a result, a Fund’s net asset value may be overstated or understated for a particular period, and reports to Investors, asset-based fees, performance allocations or performance fees and other calculations based on valuation may be adversely affected. In addition, because the valuation of investments may affect the compensation of the Advisors or their affiliates, valuation determinations may present conflicts of interest. There can be no assurance that a Fund will realize the value at which any investment is carried. Closed-End, Limited Liquidity and Forced Sale Risk Certain of the Drawdown Funds are closed-end vehicles and Investors in the Drawdown Funds do not have the right to withdraw or redeem from such Funds. Interests in such Funds are not expected to be listed on any exchange and transfers are generally subject to significant restrictions. In connection with the expiration of a Fund’s term, an early termination or dissolution, the need to satisfy financing or other obligations or other extraordinary circumstances, the applicable Fund may be required to dispose of assets over an extended period or at

disadvantageous times or prices, including under distressed market conditions. Alternatively, in order to avoid such sales, the liquidation process may take longer than expected and delay distributions to Investors. A Fund may also make distributions in kind, which may leave Investors holding illiquid or difficult-tovalue assets directly. Short-Term Market Considerations The Advisors’ trading decisions may be made on the basis of short-term market considerations, and the portfolio turnover rate could result in significant trading related expenses. Credit Ratings In general, the credit rating assigned by a nationally recognized rating agency to a security represents such rating agency’s opinion of the safety of the principal and interest payments of the rated instrument based on available information. Such ratings are relative, subjective and do not evaluate the market value risk of such securities. The Funds may incur losses if it makes investments based on credit ratings that subsequently change in a way not favorable to the Fund’s investment objective. Concentration Risk Although certain Funds’ governing documents may limit their investment in any one position, issuer or group of affiliated issuers, certain of the Funds generally do not have specific industry concentration limits. Therefore, to the extent that an Advisor concentrates a Fund’s investments in a particular position, issuer or sector, such Fund’s portfolio may experience greater volatility resulting from adverse economic or business conditions affecting that particular issuer or sector than would be the case if the Fund’s investments were more diversified. Additionally, these concentration risks can expose the Fund to a greater risk of significant losses, to losses across several sectors and to other adverse circumstances as compared to a more diversified portfolio. Short Sales The Advisors utilize short sales as part of their investment program. Short sales can, in certain circumstances, substantially increase the impact of adverse price movements on a Fund’s portfolio. A short sale involves the risk of a theoretically unlimited increase in the market price of the particular investment sold short, which could result in an inability to cover the short position and a theoretically unlimited loss. There can be no assurance that securities necessary to cover a short position will be available for purchase. There is also the risk that the securities borrowed by a Fund in connection with a short sale must be returned to the securities lender on short notice. If a request for return of borrowed securities occurs at a time when other short sellers of the security are receiving similar requests, a “short squeeze” can occur, and the Fund may be compelled to replace borrowed securities previously sold short with purchases on the open market at the most disadvantageous time, possibly at prices significantly in excess of the proceeds received in originally selling the securities short. A Fund’s inability to continue to borrow securities previously sold short may also force it to unwind other elements of an investment position, possibly at a loss.

Short selling is continually the subject of regulatory scrutiny, and regulatory restrictions in one or more markets in which the Advisors trade, like the Short Selling Regulation (“SSR”) adopted in the European Union. National regulators, and in certain circumstances the European Securities and Markets Authority (“ESMA”), are able to take certain additional emergency measures (including complete bans on short-selling activities) if certain conditions are met. The SSR may prevent the Advisors from fully expressing negative views in relation to EU listed shares and/or EU sovereign debt and may also restrict the ability of the Advisors to hedge certain risks through EU sovereign CDS. Accordingly, the ability of the Advisors to implement the investment approach and to fulfill the investment objective of the Funds may be constrained. For the purposes of this provision, “EU listed shares” means shares that are admitted to trading on a regulated market or multilateral-trading facility (as defined in MiFID) in the EU, unless the principal trading venue (as determined by the relevant national regulator) for the relevant shares is located in a country outside the EU; “EU sovereign debt” means debt instruments issued by an EU sovereign issuer (which includes EU institutions, governments of EU Member States and certain international institutions established by two or more EU Member States). Such restrictions and regulations may be imposed with little or no warning, which could result in substantial losses. The UK has equivalent rules that apply to UK listed shares, UK sovereign debt and UK sovereign CDS, mutatis mutandis (“UK SSR”), since the SSR has been retained as UK law by the EUWA. Accordingly, the UK SSR may prevent the Advisors from fully expressing negative views in relation to UK listed shares and/or UK sovereign debt and may also restrict the ability of the Advisors to hedge certain risks through UK sovereign CDS. Directional Investing The Funds are designed to profit, to a significant extent, from forecasting absolute price movements. Predicting future prices is inherently uncertain and the losses incurred if the market moves against a position generally will not be hedged against by the Funds. The speculative aspect of attempting to predict absolute price movements, especially in the disrupted markets in which the Funds will invest, is generally perceived to exceed that involved in attempting to predict relative price fluctuations. Often these price movements will be determined by unanticipated factors, and the analysis by the Advisors of known factors may prove inaccurate, in each case potentially leading to substantial losses. The Funds may be subject to substantial losses in the event the overall economy or credit conditions of its issuers deteriorates. Tax Considerations Each Fund’s income and gain for each taxable year may be allocated to, and includible in, an investor’s taxable income whether or not cash or other property is actually distributed. Furthermore, since a Fund may not ordinarily make current distributions, each investor should have alternative sources from which to pay its U.S. federal income tax liability. The Funds may take positions with respect to certain tax issues that depend on legal conclusions not yet addressed by the courts. Should any such positions be successfully challenged by the Internal Revenue Service or another applicable taxing authority, an Investor might be

found to have a different tax liability for that year than that reported on his or its federal income tax return. In addition, an audit of the Funds could result in adjustments to the tax consequences initially reported by the Funds and may result in an audit of the returns of some or all of the Investors, which examination could affect items not related to an Investor’s investment in the Funds. If audit adjustments result in an increase in an Investor’s federal income tax liability for any year, such Investor may also be liable for interest and penalties with respect to the amount of underpayment. The cost of any audit of an Investor’s tax return will be borne solely by such Investor. In connection with the investment strategies detailed above, please find below a list of the primary types of securities that may be invested in by certain of the Funds (as well as the attendant risks associated with each such security): Equities Equities may involve substantial risks and may be subject to wide and sudden fluctuations in market value, with a resulting fluctuation in the amount of profits and losses. In particular, equity prices are directly affected by issuer specific events, as well as general market conditions. In addition, in many countries investing in common stocks is subject to heightened regulatory and selfregulatory scrutiny as compared to investing in debt or other financial instruments. Distressed Instruments Investment in the instruments of financially troubled issuers and operationally troubled issuers involves a high degree of credit and market risk. The Funds may invest in select companies that, in the view of the Advisors, have the potential over the long-term for capital growth. There can be no assurance that such financially troubled issuers or operationally troubled issuers can be successfully transformed into profitable operating companies. There is a possibility that the Funds may incur substantial or total losses on their investments or that such investments may not show any return for a considerable period of time. Under such circumstances, the returns generated from the Funds’ investments may not compensate Investors adequately for the risks assumed. The level of analytical sophistication, both financial and legal, necessary for successful investment in companies experiencing significant business and financial difficulties is unusually high. There can be no assurance that the Advisors will correctly evaluate the value of a company’s assets or the prospects for a successful reorganization or similar action. During an economic downturn or recession, instruments of financially troubled or operationally troubled issuers are more likely to go into default than instruments of other issuers. In addition, it may be difficult to obtain information about financially troubled issuers and operationally troubled issuers. Instruments of financially troubled issuers and operationally troubled issuers are less liquid and more volatile than instruments of companies not experiencing financial difficulties. The market prices of such instruments are subject to erratic and abrupt market movements, and the spread between bid and asked prices may be greater than normally expected. In addition, it is anticipated that many of the Funds’ portfolio investments may not be widely traded. As a result, the Funds may experience delays and incur losses and other costs in connection with the sale of such portfolio instruments. Troubled company and

other asset-based investments require active monitoring and may, at times, require participation in business strategy or reorganization proceedings by the Advisors or the Funds. To the extent that the Advisors or the Funds become involved in such proceedings, the Advisors or such Funds may have a more active participation in the affairs of the issuer than that assumed generally by an investor. In addition, involvement by the Advisors or the Funds in an issuer’s reorganization proceedings could result in the imposition of restrictions limiting such Funds’ ability to liquidate its position in the issuer or increase the likelihood of such Funds being involved in litigation. Defaulted Instruments The Funds have invested in and may invest in the securities and other instruments of companies involved in bankruptcy proceedings, reorganizations and financial restructurings and may have a more active participation in the affairs of the issuer than is generally assumed by an investor. This may subject the Funds to litigation risks or prevent the Funds from disposing of instruments. In a bankruptcy or other proceeding, the Funds may be unable to enforce their rights in any collateral or may have their security interest in any collateral challenged, disallowed or subordinated to the claims of other creditors. While the Funds will attempt to avoid taking the types of actions that would lead to equitable subordination or creditor liability, there can be no assurance that such claims will not be asserted or that the Funds will be able to successfully defend against them. The Funds interests may differ from the interests of these other investors in an entity. Such other investors may be in a position to exercise control or management of the entity in a manner that the Advisors believe is adverse to the interests of the Funds. Structured Credit Products Structured credit products are subject to prepayment, credit, liquidity, market, structural, legal and interest (among other) risks. The performance of a structured credit product is affected by a variety of factors, including the level and timing of the payments and recoveries on the underlying assets and the adequacy of the related collateral. EU/UK Securitization Rules; Risk Retention and Origination Structures Certain of the SCF Funds and Structured Credit Vehicles may invest in, issue or otherwise be exposed to CLOs, CDOs and other structured credit transactions that are structured in light of applicable EU or UK securitization rules, risk retention requirements, origination requirements, due diligence requirements or similar regulatory or investor requirements. Such transactions may require the holding of particular positions for specified periods, may involve additional entities, financing, service providers, governance arrangements, transfer restrictions, disclosure obligations and legal or operational complexity, and may increase the fees and expenses borne directly or indirectly by the Funds. Applicable laws, regulations, technical standards, guidance and market practice may change or be interpreted differently over time, and there can be no assurance that any transaction or structure will satisfy the requirements or expectations of any current or prospective investor, lender, intermediary or counterparty. Any inability to implement, maintain, transfer or unwind such a structure on

acceptable terms may reduce liquidity, delay realizations, increase costs or adversely affect returns. Warehouse, Reset, Refinancing and In-Kind Distribution Risk Certain of the SCF Funds and other Funds that invest in or alongside Structured Credit Vehicles may invest in warehouse facilities and other pre-issuance arrangements, may acquire or dispose of positions in connection with resets, refinancings, reissuances or liquidations, and may receive or make distributions in kind of securities or other assets. Such transactions may involve leverage, concentrated exposure, financing risk, counterparty risk, timing and execution risk, legal and structural complexity and conflicts of interest, including where the Advisors or their affiliates have roles with respect to more than one related vehicle or transaction. There can be no assurance that any contemplated issuance, reset, refinancing, reissuance or similar transaction will occur on expected terms or at all. In addition, assets received or distributed in kind may be illiquid, difficult to value, difficult to transfer or operationally burdensome to hold, and may need to be sold over time or at disadvantageous prices. Credit Default Swaps The “buyer” in a credit default contract is obligated to pay the “seller” a periodic stream of payments over the term of the contract in return for a contingent payment upon the occurrence of a credit event with respect to an underlying reference obligation. CDS involve greater risks than if a Fund had invested in the reference obligation directly. In addition to general market risks, credit default swaps are subject to liquidity risk and credit risk. A buyer also may lose its investment and recover nothing should a credit event not occur. If a credit event does occur, the value of the reference obligation received by the seller, coupled with the periodic payments previously received, may be less than the full notional value it pays to the buyer, resulting in a loss of value to a Fund. The regulation of CDS transactions and funds that engage in such transactions is an evolving area of law and is subject to modification by government and judicial action. Events during 2008-2009 (including market volatility and disruptions and the bankruptcy, failure, improper practices and adverse financial results of certain financial institutions, trading firms and private investment funds) focused attention on the need for firms engaging in the trading of CDS to maintain adequate risk controls and compliance procedures, and caused heightened scrutiny of CDS transactions by the regulators and by the U.S. Congress. DoddFrank imposes substantial new regulation on all OTC derivatives markets in the United States, including the market for CDS, and parties, including certain Funds, that are active in these markets. Regulators and legislative bodies outside the United States have also brought increased scrutiny to these markets and have focused particular attention on CDS. Regulations adopted under Dodd-Frank seek to increase the transparency of these markets by requiring exchange-trading, clearing and reporting of many types of OTC derivative trades. The regulators will also have enhanced tools to monitor trading in these markets in real time. In addition, the EU Regulation on Short Selling and Certain Aspects of Credit Default Swaps imposes restrictions on an investor's ability to enter into a CDS transaction where the reference entity is an EU sovereign issuer, such as an EU

member state, the EU itself and certain other supranational organizations within the EU. See also, Over-the-Counter Derivatives Markets, and Short Sales, above. Exchange-Traded Funds Exchange-traded funds (“ETFs”) are generally subject to the same risk as holders of the underlying security they are designed to track. ETFs are also subject to certain additional risks, including the risk that their prices may not correlate perfectly with changes in the prices of the underlying securities they are designed to track, and the risk of trading in an ETF halting due to market conditions or other reasons. Additionally, a shareholder of an ETF bears a pro rata portion of the ETF’s expenses, and Fund investors may also indirectly bear similar expenses of an ETF. Repurchase and Reverse Repurchase Agreements In a reverse repurchase transaction, the Funds “buy” securities issued from a broker-dealer or financial institution, subject to the obligation of the broker-dealer or financial institution to repurchase such securities at the price paid by the Fund, plus interest at a negotiated rate. The use of repurchase and reverse repurchase agreements by the Funds involve certain risks including the risk that the seller of securities to the applicable Fund defaults on its obligation to repurchase the underlying securities or becomes insolvent and subject to liquidation or reorganization under applicable bankruptcy or other laws. In these instances, the Fund’s ability to dispose of the underlying securities may be restricted or may involve losses, costs or delays. Investments in Undervalued Securities The identification of investment opportunities in undervalued securities is a difficult task, and there are no assurances that such opportunities will be successfully recognized or acquired. These investments involve a high degree of financial risk and can result in substantial losses. In addition, the Funds may be required to hold such securities for a substantial period of time before realizing their anticipated value. ABS and MBS Generally The investment characteristics of asset backed securities (“ABS”) and mortgagebacked securities (“MBS”) differ from traditional debt securities. Among the major differences are that interest and principal payments are made more frequently, usually monthly, and that the principal may be prepaid at any time because the underlying loans or other assets generally may be prepaid at any time.

ABS and MBS Subordinated Securities. Investments in subordinated MBS and ABS involve greater credit risk of default than the senior classes of the issue or series. Default risks may be further pronounced in the case of MBS and ABS secured by, or evidencing an interest in, a relatively small or less diverse pool of underlying loans.

Commercial MBS. Mortgage loans on commercial properties often are structured so that a substantial portion of the loan principal is not amortized over the loan term but is payable at maturity and repayment of the loan principal thus often depends upon the future availability of real estate financing from the existing or an alternative lender and/or upon the current value and salability of the real estate. Therefore, the unavailability of real estate financing may lead to default and there is no recourse against the borrower’s assets other than the collateral. If borrowers are not able or willing to refinance or dispose of encumbered property to pay the principal and interest owed on such mortgage loans, payments on the subordinated classes of the related MBS are likely to be adversely affected. Revenues from the assets underlying such MBS may be retained by the borrower and the return on investment may be used to make payments to others, maintain insurance coverage, pay taxes or pay maintenance costs. Such diverted revenue is generally not recoverable without a court appointed receiver to control collateral cash flow.

ABS. ABS may not be secured by an interest in the related collateral. The risk of investing in ABS is ultimately dependent upon payment of consumer loans by the debtor. The collateral supporting ABS is of shorter maturity than certain other types of loans and is less likely to experience substantial prepayments. ABS are often backed by pools of any variety of assets The value of an ABS is affected by changes in the market’s perception of the asset backing the security and the creditworthiness of the servicing agent for the loan pool, the originator of the loans or the financial institution providing any credit enhancement, as well as by the expiration or removal of any credit enhancement.

Debt Instruments Generally

Debt instruments of all types of issuers may have speculative characteristics, regardless of whether they are rated. The issuers of such instruments (including sovereign issuers) may face significant ongoing uncertainties and exposure to adverse conditions that may undermine the issuer’s ability to make timely payment of interest and principal in accordance with the terms of the obligations.

Market Making by Dealers. The value of the Funds’ fixed-income investments will be affected by general fixed income market conditions, such as the volatility and liquidity of the fixed income market, which are affected by the ability of dealers to “make a market” in fixed-income investments. In recent years, the market for bonds has significantly increased while dealer inventories have significantly decreased, relative to market size. As dealers’ inventories decrease, so does their ability to make a market (and, therefore, create liquidity) in the fixed income market. Especially during periods of rising interest rates, this could result in greater volatility and illiquidity in the fixed income market, which could impair the Funds’ profitability or result in losses.

Interest Rate Risk Changes in interest rates can affect the value of the Funds’ investments in fixed-income instruments. Increases in interest rates may cause the value of the Funds’ debt investments to decline. The

Funds may experience increased interest rate risk to the extent it invests, if at all, in lower-rated instruments, debt instruments with longer maturities, debt instruments paying no interest (such as zero-coupon debt instruments) or debt instruments paying non-cash interest in the form of other debt instruments.

Prepayment Risk. The frequency at which prepayments (including voluntary prepayments by the obligors and accelerations due to defaults) occur on debt instruments will be affected by a variety of factors including the prevailing level of interest rates and spreads as well as economic, demographic, tax, social, legal and other factors. The adverse effects of prepayments may impact the Funds’ portfolio in two ways. First, particular investments may experience outright losses, as in the case of an interest-only instrument in an environment of faster actual or anticipated prepayments. Second, particular investments may underperform relative to hedges that the Advisor may have constructed for these investments, resulting in a loss to the Funds’ overall portfolio. In particular, prepayments (at par) may limit the potential upside of many instruments to their principal or par amounts, whereas their corresponding hedges often have the potential for unlimited loss.

Zero-Coupon and Deferred Interest Bonds. Zero-coupon bonds and deferred interest bonds are debt obligations issued at a significant discount from face value. While zero-coupon bonds do not require the periodic payment of interest, deferred interest bonds generally provide for a period of delay before the regular payment of interest begins. Such investments experience greater volatility in market value due to changes in interest rates than debt obligations that provide for regular payments of interest.

High-Yield. Bonds or other fixed-income securities that are “higher yielding” (including non-investment grade) debt securities are generally not exchange-traded and, as a result, these securities trade in the overthe-counter marketplace, which is less transparent and has wider bid/ask spreads than the exchange-traded marketplace. High-yield securities 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. High-yield securities are generally more volatile and may or may not be subordinated to certain other outstanding securities and obligations of the issuer, which may be secured by substantially all of the issuer’s assets. High-yield securities may also not be protected by financial covenants or limitations on additional indebtedness. The market values of certain of these lowerrated and unrated 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, and tend to be more sensitive to economic conditions than are higher-rated securities. Companies that issue such securities may be highly leveraged and may not have available to them more traditional methods of financing. In addition, the Funds may invest in bonds of issuers that do

not have publicly traded equity securities, making it more difficult to hedge the risks associated with such investments. The Funds may invest in obligations of issuers that are generally trading at significantly higher yields than had been historically typical of the applicable issuer’s obligations. Such investments may include debt obligations that have a heightened probability of being in covenant or payment default in the future or that are currently in default and are generally considered speculative. The repayment of defaulted obligations is subject to significant uncertainties. Defaulted obligations might be repaid only after lengthy workout or bankruptcy proceedings, during which the issuer might not make any interest or other payments. Typically, such workout or bankruptcy proceedings result only in partial recovery of cash payments or an exchange of the defaulted security for other debt or equity securities of the issuer or its affiliates, which may in turn be illiquid or speculative.

Corporate Debt. Bonds, notes and debentures issued by corporations may pay fixed, variable or floating rates of interest, and may include zero-coupon obligations. Corporate debt instruments may be subject to credit ratings downgrades. Other instruments may have the lowest quality ratings or may be unrated. In addition, the Funds may be paid interest in kind in connection with its investments in corporate debt and related securities. Such investments may experience greater market value volatility than debt obligations that provide for regular payments of interest in cash and, in the event of a default, the Funds may experience substantial losses.

Mezzanine Debt. Mezzanine debt is typically junior to the obligations of a company to senior creditors, trade creditors and employees. The ability of the Funds to influence a company’s affairs, especially during periods of financial distress or following an insolvency, will be substantially less than that of senior creditors. Default rates for mezzanine debt instruments have historically been higher than for investment grade instruments. In the event of the insolvency of a portfolio company of the Funds or similar event, the Funds’ debt investment therein will be subject to fraudulent conveyance, subordination and preference laws.

Stressed Debt. Stressed issuers are issuers that are not yet deemed distressed or bankrupt and whose debt securities are trading at a discount to par, but not yet at distressed levels. The market prices of stressed and distressed instruments are highly volatile, and the spread between the bid and the ask prices of such instruments is often unusually wide. In the event that the issuer files for bankruptcy protection, the Funds will likely be unable to sell their claims without realizing a significant loss and may be unable to recover current interest on such claims during the course of the bankruptcy case. In addition, the debt of an issuer in bankruptcy may be adversely affected by an erosion of the issuer’s business and overall value.

Non-Performing Nature of Debt. Certain debt instruments may be nonperforming or in default. Furthermore, the obligor or relevant guarantor may also be in bankruptcy or liquidation. There can be no assurance as

to the amount and timing of payments, if any, with respect to such debt instruments.

Troubled Origination. When financial institutions or other entities that are insolvent or in serious financial difficulty originate debt, the standards by which such instruments were originated, the recourse to the selling institution, or the standards by which such instruments are being serviced or operated may be adversely affected.

Equitable Subordination. Under common law principles that in some cases form the basis for lender liability claims, if a lender intentionally takes an action to the detriment of other creditors of such borrower or issuer, the Funds may be subject to claims from creditors of an obligor that debt held by the Funds should be equitably subordinated.

Corporate Debt Obligations and High Yield Securities Debt obligations are subject to the risk of an issuer’s inability to meet principal and interest payments on the obligations (i.e., credit risk). Because “high yield” bonds and securities are rated in the lower rating categories by the various credit rating agencies, such securities result in greater risk of loss of principal and interest than higher-rated securities and are generally considered to be predominantly speculative. They are also generally considered to be subject to greater risk than securities with higher ratings because the yields and prices of such securities may tend to fluctuate more than those for higher-rated securities and the market for lower-rated securities is thinner and less active. The Advisors may actively expose the Funds to credit risk. Loans and Participations The Advisors may invest a portion of certain of the Funds’ assets in bank loans and participations. These investments may include highly leveraged loans to borrowers whose credit is rated below investment grade. The special risks associated with these obligations include, but are not limited to (i) the Advisers’ inability to correctly evaluate the value of the assets collateralizing such loans or the prospects for distribution on or repayment of such loans; (ii) the possible invalidation of an investment transaction as a fraudulent conveyance under relevant creditors’ rights laws; (iii) so called “lender liability” claims by the issuers of the obligations; (iv) environmental liabilities that may arise with respect to collateral securing the obligations; (v) adverse consequences resulting from participating in such instruments with other institutions with lower credit quality; and (vi) with respect to participations, limitations on the ability of the Funds or the Advisors to directly enforce their rights, as well as an assumption of credit risk of the borrower and the grantor of the participation. The Advisors may also trade in the secondary markets for loans. Such loans may be privately negotiated transactions, each of which has individualized terms. These positions may be illiquid and difficult to value. In addition, in the case of such trading, the Advisors may come into possession of material non-public information relating to the borrower, preventing the Funds from trading in any securities of such issuer. In addition, loans may be subject to price volatility due to various factors including, but not limited to, changes in interest rates, market perception of the creditworthiness of the borrower and general market liquidity.

Loans in which the Funds may invest include:

Hung Loans. Hung loans are illiquid and lack readily ascertainable market values; there is no assurance that the price to be paid for hung loans by the Funds will reflect a discounted price that should allow the Fund to achieve a positive return on such loans or avoid losses. The Funds may also face difficulties in disposing of or leveraging such loans, or in doing so without incurring losses. The markets in which hung loans are purchased and sold have been volatile and are likely to continue to be volatile in the future.

Second Lien Loans. Second lien loans have been a developed market for a relatively short period of time, and there is limited historical data on the performance of second lien loans in adverse economic circumstances. While uncertainty of recovery in an insolvency or distressed situation is inherent in all debt instruments, second lien loan products carry more risks than certain other debt products.

Bridge Loans. It is a common practice for financial institutions to commit to providing bridge loans to facilitate acquisitions where they serve as advisers to the purchaser. If bridge loans are not repaid (or cannot be disposed of on favorable terms) on the dates projected by the Advisors, there may be an adverse effect upon the ability of the Advisor to manage the assets of the Funds in accordance with its models and projections or an adverse effect upon the Funds’ performance and ability to make distributions.

Debtor-in-Possession (“DIP”) Loans. While loans to companies that have filed for protection under Chapter 11 of the Bankruptcy Code, as amended, are generally less risky than many other types of loans as a result of their seniority in the debtor’s capital structure and because their terms have been approved by a U.S. federal bankruptcy court order, it is possible that the debtor’s reorganization efforts may fail and the proceeds of the ensuing liquidation of the DIP lender’s collateral might be insufficient to repay in full the DIP loan.

Collateralized Loan Obligations and Collateralized Debt Obligations The collateralized loan obligations (as used herein, “CLOs”) in which the Funds expect to participate involve substantial organizational, syndication and ancillary fees. Certain of the Funds’ investments in CLOs are expected to be subordinate in right of payment to other securities issued by the CLO and not readily marketable. Depending upon the default rate on the collateral of the CLO, the Funds may incur substantial losses on its CLO investments. CLO structures are complex, and the Funds may be subject to a number of as yet unanticipated risks in participating in CLOs such as risks relating to: the capital structure of the issuer thereof and the collateral management arrangements relating thereto as well as liquidity, market value, credit, interest rate, reinvestment and certain other risks. Collateralized debt obligations (“CDOs”) generally have underlying risks such as credit, liquidity, interest rate mismatches, trading and reinvestment risk and tax

considerations. Each CDO security, however, involves risks specific to the particular CDO and its underlying portfolio. The value of CDOs generally fluctuates with, among other things, the financial condition of the obligors on or issuers of the underlying portfolio, general economic conditions, the condition of certain financial markets, political events, developments or trends in any particular industry and changes in prevailing interest rates. The lack of an established, liquid secondary market may have an adverse effect on the market value of the CDOs and CLOs and the Funds’ ability to sell them. Further, CDOs and CLOs will be subject to certain transfer restrictions that may further restrict liquidity. The risks associated with investing in CDOs and CLOs may in addition depend on the skill and experience of the managers of the CDOs’ and CLOs’ underlying portfolios, particularly with respect to active trading. Insolvency of Issuers of CDOs and CLOs If a court in a lawsuit brought by an unpaid creditor or representative of creditors of a U.S. issuer of a CDO or a CLO were to find that the issuer did not receive fair consideration or reasonably equivalent value for incurring the indebtedness constituting the CDO or CLO, as applicable, and, after giving effect to such indebtedness, the issuer was insolvent or otherwise financially distressed, such court could determine to invalidate, in whole or in part, such indebtedness as a fraudulent conveyance, to subordinate such indebtedness to existing or future creditors of the issuer or to recover amounts previously paid by the issuer in satisfaction of such indebtedness. In addition, in the event of the insolvency of an issuer of a CBO or a CLO, payments made on such CDO or CLO could be subject to avoidance as a preference if made within a certain period of time (which may be as long as one year) before insolvency. In general, if payments on a CDO or a CLO are voidable, whether as fraudulent conveyances or preferences, such payments can be recaptured. Trade and Other General Unsecured Claims Certain Funds own and expect to acquire interests in claims of trade creditors and other general unsecured claim holders of a debtor. Trade claims generally include, but are not limited to, claims of suppliers for goods delivered and for which payment has not been made, claims for unpaid services rendered, claims for contract rejection and claims related to litigation. Trade claims are typically unsecured and may be subordinated to other unsecured obligations of the debtor. The repayment of trade claims is subject to significant uncertainties, including potential set-off by the debtor, characterization of “preferences” in bankruptcy as well as the other uncertainties described herein with respect to other distressed debt obligations. Derivative Instruments The Advisors use, directly or indirectly, certain swaps, options and various other derivative instruments which may be volatile and speculative, and which may be subject to wide and sudden fluctuations in market value, with a resulting fluctuation in the amount of profits and losses. Use of derivative instruments

presents various market, liquidity, credit, operations, regulatory and legal risks which include, but are not limited to, the following:

Regulatory. There are many rules related to derivatives that may negatively impact the Funds, such as requirements related to recordkeeping, reporting, portfolio reconciliation, central clearing, minimum margin for uncleared OTC instruments and mandatory trading on electronic facilities, and other transaction-level obligations. Parties that act as dealers in swaps are also subject to extensive business conduct standards, additional “know your counterparty” obligations, documentation standards and capital requirements. All of these requirements add costs to the legal, operational and compliance obligations of the Advisors and the Funds, and increase the amount of time that the Advisors spend on non-investment-related activities. Requirements such as these also raise the costs of entering into derivative transactions, and these increased costs will likely be passed on to the Funds.

Tracking. When used for hedging purposes, an imperfect or variable degree of correlation between price movements of the derivative instrument and the underlying investment sought to be hedged may prevent Anchorage from achieving the intended hedging effect or expose a Fund to the risk of loss.

Liquidity. Derivative instruments, especially when traded in large amounts, may not be liquid in all circumstances, so that in volatile markets the Advisors may not be able to close out a position without incurring a loss. In addition, daily limits on price fluctuations and speculative position limits on exchanges on which the Advisors may conduct their transactions in certain derivative instruments may prevent prompt liquidation of positions, subjecting a Fund to the potential of greater losses.

Leverage. Trading in derivative instruments can result in large amounts of synthetic leverage. Thus, the leverage offered by trading in derivative instruments may magnify the gains and losses experienced by a Fund and could cause a Fund’s net asset value to be subject to wider fluctuations than would be the case if the Advisors did not use derivative instruments that provide leverage.

Over-the-Counter-Trading. Over-the-counter options, unlike exchangetraded options, are bilateral contracts with price and other terms negotiated by the buyer and seller. The risk of nonperformance by the obligor on such an instrument may be greater and the ease with which the Advisors can dispose of or enter into closing transactions with respect to such an instrument may be less than in the case of an exchange-traded instrument. In addition, significant disparities may exist between “bid” and “asked” prices for derivative instruments that are not traded on an exchange. Derivative instruments not traded on exchanges are also not subject to the same type of government regulation as exchange-traded instruments, and many of the protections afforded to participants in a regulated environment may not be available in connection with such

transactions. For over-the-counter derivatives that are cleared through a clearing house, there is the additional risk that the clearing house may become insolvent or lack the financial resources to assure performance in the event of a clearing house member’s default.

Counterparty and Credit Risk. To the extent that contracts for investment will be entered into between the Funds and a market counterparty as principal (and not as agent), the Funds are exposed to the risk that the market counterparty may, in an insolvency or similar event, be unable or unwilling to meet its contractual obligations to the Funds. Because certain purchases, sales, hedging, financing arrangements (including the lending of portfolio securities) and derivative instruments in which the Funds will engage are not traded on an exchange but are instead traded between counterparties based on contractual relationships, the Funds are subject to the risk that a counterparty will not perform its obligations under the related contracts. Investors should assume that the insolvency of any such counterparty would result in significant delays in recovering the Funds’ securities from or the payment of claims therefor by such counterparty and a loss to the Funds, which could be material. Additionally, there can be no assurance that the Funds will be able to establish or maintain appropriate counterparty relationships. An inability to establish or maintain such relationships could limit the Funds’ trading activities, create losses, preclude the Funds from engaging in certain transactions or prevent the Funds from trading at optimal rates and terms.

Prime Broker, Custody and Rehypothecation Risk. Certain of the Funds may maintain assets with prime brokers, custodians, sub-custodians, clearing brokers, financing counterparties and other intermediaries. To the extent permitted by applicable law and contractual arrangements, such persons may have liens or rights of set-off with respect to Fund assets or may rehypothecate, pledge, transfer, use or commingle collateral posted by a Fund. In the event of the insolvency, bankruptcy, financial distress, operational failure, fraud or other default of any such person, the applicable Fund may experience delays in accessing or recovering cash, securities or collateral, may incur costs and expenses in enforcing its rights and may recover less than the full amount of its claim and, in certain circumstances, may be treated as an unsecured creditor with respect to some or all of its claim. The legal and practical consequences of such an event may vary by jurisdiction and by the relevant custody, clearing or financing arrangement and may be difficult to predict.

Convertible Risk. Convertible instruments are bonds, debentures, notes, preferred stocks or other instruments that may be converted into or exchanged for a specified amount of common stock of the same or a different issuer within a particular period of time at a specified price or formula. The value of a convertible instrument is influenced by changes in interest rates, the credit standing of the issuer and other factors. Additionally, a convertible instrument may be subject to redemption at the option of the issuer at a price established in the convertible instrument’s governing instrument. If a convertible instrument held by

the Funds is called for redemption, the Funds will be required to permit the issuer to redeem the instrument, convert it into the underlying common stock or sell it to a third party. Any of these actions could have an adverse effect on the Fund’s ability to achieve its investment objective. Commodities Certain Funds have and may invest in a broad range of commodities and derivative instruments referenced to commodities. Commodities may include oil products, natural gas, metals, energy related products, and other commodities. Commodity investing and market trading involves certain risks that are qualitatively different from those incurred in many other markets. Specifically, commodity markets are subject to short-term price volatility as a result of: the malfunctioning or unavailability of facilities necessary to produce, transport, store and deliver the commodity; the inefficient operation and antiquated condition of many distribution networks; rate and tariff regulation; government ownership or operation of major energy market participants; consumer advocacy; weather-related events; changes in law; government intervention; political scrutiny; international political events; other unforeseen events; unexpected changes in distribution; or other factors such as market illiquidity or disruption, the inability or refusal of a counterparty to perform or the insolvency or bankruptcy of a significant market participant. These events are, by their nature, unpredictable, and can cause extreme and sudden price reversals and market disruptions. Direct ownership of commodities is also subject to operational risk, including risks related to the storage, delivery and insurance of commodities. In addition, the Advisors may trade at a material disadvantage to other larger and more established commodity market participants, particularly given the substantially unregulated character of many commodity markets. The Advisors may compete with “asset-based” traders that have the competitive advantage of being able to produce all or a portion of the commodity they trade, thus reducing their exposure to fluctuating market prices. Finally, informational disadvantages are neither prohibited nor regulated and a number of the major participants in commodity markets are commercial producers and/or end-users, which have materially greater visibility into the fundamental factors affecting a given market. Certain Funds' investment programs depend upon the Advisor's ability to identify and match reliable suppliers of uranium and other nuclear fuel, (such commodities requiring physical storage, "Physical Commodities") and carbon allowances and credits (such commodities on a registry, "Registry Commodities") to investment grade consumers of these commodities. The identification and exploitation of such opportunities involves significant uncertainties, and there can be no assurance that the Advisors will be able to locate or exploit such opportunities. Additionally, certain of the Funds will rely on end-users continuing to purchase commodities at or above current levels. If end-users decrease their purchasing, this could lead to an inability of the Funds to effectively carry out the investment strategy. There is no assurance that an investment or the Funds overall will be profitable, and, as with all investments, an investment may be sold at a loss and the Funds overall may incur losses. Options

The Funds may engage in options trading, which is speculative and involves a high degree of risk. If a Fund purchases a put or a call option, it may lose the entire premium paid. If a Fund writes or sells a put or call option, its loss is potentially unlimited. The successful use of options depends on the ability of the Advisors to forecast interest rate and market movements correctly. In addition, when they purchase an option, the Funds run the risk that they will lose their entire investment in the option in a relatively short period of time, unless the Funds exercise the option or enter into a closing transaction with respect to the option during the life of the option. If the price of the underlying asset does not rise (in the case of a call) or fall (in the case of a put) to an extent sufficient to cover the option premium and transaction costs, the Funds will lose part or all of its investment in the option. There is no assurance that the Funds will be able to affect closing transactions at any particular time or at any acceptable price or source a diversified mix of options and forward trades to mitigate risk. In the event of the bankruptcy of a broker through which the Funds engage in transactions in options, the Funds could experience delays and/or losses in liquidating open positions purchased or sold through the broker. Futures Futures markets are highly volatile and a high degree of leverage is typical of a futures trading account. As a result, a relatively small price movement in a futures contract may result in substantial losses. Moreover, most commodity exchanges limit fluctuations in futures contract prices during a single day by regulations referred to as “daily price fluctuation limits” or “daily limits.” Such regulations could prevent a Fund from promptly liquidating unfavorable positions and thus subject the Advisors to substantial losses. Contracts for Differences As is the case with trading any financial instrument, there is the risk of loss associated with trading a contract for difference (a “CFD”). There may be liquidity risk if the underlying instrument is illiquid or the risk that adverse movements in the underlying security will require the posting of additional margin. CFDs also carry counterparty and liquidity risk. To the extent that there is an imperfect correlation between the return on the Fund’s obligation to its counterparty under the CFDs and the return on related assets in its portfolio, the CFD transaction may increase the Fund’s financial risk. Securities and Other Instruments Issued Outside the United States Certain Funds invest in securities and other instruments of non-U.S. issuers. NonU.S. instruments involve certain factors not typically associated with investing in U.S. instruments, including, without limitation, risks relating to: (i) currency exchange matters, including fluctuations in the rate of exchange between the United States dollar and the various non-U.S. currencies in which a Fund’s portfolio instruments will be denominated, and costs associated with conversion of investment principal and income from one currency into another; (ii) differences between the United States and non-U.S. instruments markets, including potential price volatility in and relative illiquidity of some non-U.S. instruments markets, the absence of uniform accounting, auditing and financial reporting standards, practices and disclosure requirements and less government supervision and regulation; (iii) certain economic and political risks, including

potential exchange control regulations and potential restrictions on non-U.S. investment and repatriation of capital; and (iv) the application of tax laws applicable outside the United States (e.g., the imposition of withholding taxes on interest payments, income taxes, and excise taxes) or confiscatory taxation may also affect a Fund’s investments. Investments in non-U.S. securities and other instruments may be affected by political, social and economic uncertainty affecting a country or region. The legal and regulatory environment may also be different between countries, particularly as to bankruptcy and reorganization. There may be less publicly available information about certain non-U.S. companies than would be the case for comparable companies in the United States. In addition, settlement of trades in some non-U.S. markets is much slower and more subject to failure than in U.S. markets. These risks may be greater for companies in emerging markets. The Funds may incur higher expenses with respect to investments in non-U.S. instruments compared to investing in U.S. instruments because of the costs incurred in connection with conversions between various currencies and the fact that brokerage commissions outside the United States may be higher than commissions in the United States. Non-U.S. markets also may be less liquid, more volatile and less subject to governmental supervision than in the United States. Emerging Market Investing The Funds may invest in government and corporate debt and equity securities and related instruments in less developed countries or countries with new or developing capital markets (“Emerging Markets”). The value of Emerging Market instruments may be drastically affected by political developments in the country of issuance. In addition, the existing governments in the relevant countries could take actions that could have a negative impact on the Fund, including nationalization, expropriation, imposition of confiscatory taxation or regulation or imposition of withholding taxes on interest payments. The economies of many of the Emerging Market countries are still in the early stages of modern development and are subject to abrupt and unexpected change. In many cases, governments retain a high degree of direct control over the economy and may take actions having sudden and widespread effects. Also, many Emerging Market country economies depend greatly on a small group of markets or even a single market. Emerging Market countries tend to have periods of high inflation and high interest rates as well as substantial volatility in interest rates. The value of Emerging Market debt can be expected to be extremely sensitive to changes in interest rates worldwide and, in particular, in the country of the relevant issuer. Private Equity Investments Certain of the Funds’ investments may consist of securities that are subject to restrictions on resale because they were acquired from the issuer in private placement transactions. Generally, these securities cannot be sold publicly unless and until the issuer is a public company and then only with the expense and time required to register the sale transaction under the Securities Act, or pursuant to rules under the Securities Act, which permit only limited sales under specified

conditions. In addition, other legal, contractual or practical limitations may limit the ability to sell private equity investments. For example, the issuers may be privately held, the Funds may own a relatively large percentage of the issuer’s outstanding securities or may have agreed to contractual restrictions on resale, or other investors, financial institutions or management may be relying on the Funds’ continued investment. Sales also may be limited by financial market conditions, which may be unfavorable for sales of securities of particular issuers or issuers in particular markets. These limitations on liquidity of private equity investments could prevent a successful sale or result in the delay of any sale or reduction in the amount of proceeds that might otherwise be realized. In addition, in some cases, the Funds may be prohibited or limited by contract from selling certain portfolio investments for a period of time, and as a result, may not be permitted to sell an investment at a time it might otherwise desire to do so. The Funds may have access to non-public information regarding certain portfolio investments, the possession of which also could limit the Funds’ ability to sell such investments. Investment in the Funds requires the ability and the willingness to accept such lack of liquidity as well as a high degree of risk. The securities in which the Funds will invest may be among the most junior in a portfolio company’s structure, and thus subject to the greatest risk of loss. Private equity investments involve risks associated with investment in companies in an early stage of development or with little or no operating history, companies operating at a loss or with substantial variation in operating results from period to period, companies with the need for substantial additional capital to support expansion or to maintain a competitive position, or companies with significant financial leverage. These companies may face intense competition, including competition from companies with greater financial resources, more extensive development, manufacturing, marketing and service capabilities and stronger management teams. There is no assurance that the companies in which the Funds invest will be able to successfully implement any growth plans or hire and retain successful management teams. Also, portfolio companies may be highly leveraged and, as a consequence, subject to restrictive financial and operating covenants. The leverage may impair the ability of these companies to finance their future operations and capital needs. As a result, these companies may lack the flexibility to respond to changing business and economic conditions, or to take advantage of business opportunities. Venture Capital Investments Venture capital investments involve a high degree of business, financial and technological risk that can result in substantial or total losses. These risks include investing in companies at an early stage of development or with little or no operating history; investing in companies operating at a loss or with substantial variations in operating results from period to period; and investing in companies with the need for substantial additional capital to support research and development of products or services, expansion, or to achieve and/or maintain a competitive position. Early stage portfolio companies are likely to face intense competition, including competition from companies with greater financial resources, more extensive

research, development, production, marketing and service capabilities and a larger number of qualified managerial and technical personnel. There can be no assurance that the development or marketing efforts of any particular portfolio company will be successful or that its business will be profitable. Early stage portfolio companies may be unseasoned, unprofitable and/or have no established operating history or earnings. These companies may also lack technical, marketing, financial and other resources or may be dependent upon the success of one product or service, a unique distribution channel, or the effectiveness of a manager or management team. The failure of this one product, service or distribution channel, or the loss or ineffectiveness of a key executive or executives within the management team may have a materially adverse impact on such companies. Furthermore, these companies may be more vulnerable to competition and to overall economic conditions than larger, more established entities. Minority Investments Certain of the Funds may make minority investments. In these situations, there is the possibility that the company in which the Funds invest or other investors in such company may have economic or business interests or goals that are inconsistent with those of the Funds, and the Funds may have a limited ability to protect or influence the value of or exit the Funds’ investment in the entity. Control Investments; Regulatory Requirements Certain of the Funds may be a lead, control or a significant investor in the companies in which they invest. The Funds may not, however, have the right to participate in the day-to-day management, control or operations of the companies in which they invest, nor may they have the right to remove the managers thereof. Nonetheless, the Funds (alone, or together with other investors) may be deemed to have a control position with respect to companies in which the Funds invest, which could expose them to regulation and regulatory oversight that may impose notification and filing requirements or other administrative burdens on the Funds and the Advisors. Any such requirements may impose additional costs on the Funds and may delay the acquisition or disposition of the securities or the Fund’s ability to respond in a timely manner to changes in the markets with respect to such securities. Additionally, a control position could expose the Funds to liabilities not normally associated with minority equity investments, such as additional risks of liability for environmental damage, product defects, failure to supervise management, violation of governmental regulations and other types of liability in which the general limited liability characteristic of business operations may be ignored. In addition, “position limits” may be imposed by various regulators that may limit the Fund’s ability to effect desired trades. The effect on the Funds and resulting restriction on its investment activities may be significant. Real Estate Investments in real estate are subject to various risks, including without limitation: (i) the cyclical nature of the real estate market and changes in national or local economic or market conditions; (ii) the financial condition of tenants,

buyers and sellers of properties; (iii) changes in supply of, or demand for, properties in an area; (iv) various forms of competition; (v) the ability to manage real estate properties and execute development plans; (vi) fluctuations in lease rates; (vii) changes in interest rates and in the availability, cost and terms of financing; (viii) promulgation and enforcement of governmental regulations, including rules relating to zoning, land use and environmental protection; (ix) changes in real estate tax rates, energy prices and other operating expenses; (x) risks due to leverage and dependence on cash flow; (xi) changes in applicable laws; (xii) various uninsured or uninsurable risks and losses; (xiii) acts of God and natural disasters; and (xiv) civil unrest, acts of war or terrorism. The marketability and value of the Funds’ investments, and the revenues generated by such investments, will depend on many of these factors, which are beyond the control of the Funds and the Advisors. In addition, real estate investments are relatively illiquid and may subject the owner to various liabilities typical of real estate generally. Investments may also be subject to limitations on transfer or other restrictions that would interfere with the subsequent sale of such investments or adversely affect the terms that could be obtained upon disposition thereof. Co-Investment Opportunities The Advisors may determine that certain investment opportunities appropriate for the Funds should not or cannot be allocated in their entirety to the Funds based on such factors as the size or composition of a Fund’s overall portfolio, concentration limits or other reasons deemed relevant by the Advisors. In such instances, the Advisors may (but are not required to) allocate any unallocated portions of such opportunities to one or more Investors in the Funds or accounts managed by the Advisors, one of their affiliates, Mr. Ulrich, Mr. Gournay, Mr. Baron or their respective affiliates, or such other parties as are selected by the Advisors. The Advisors have no obligation to offer any such co-investment opportunity to any Investor by virtue of its investment in a Fund. Investors participating in such co-investment opportunities may either invest directly in such co-investment opportunities or through vehicles managed by or otherwise affiliated with the Advisors (“Co-Investment Vehicles”). Further, such Investors, including, without limitation any Co-Investment Vehicles, may invest directly in a particular co-investment opportunity alongside the Funds, or such Investors, including, without limitation the Co-Investment Vehicles or the Funds, may invest together in a vehicle which in turn, invests in the co-investment opportunity. The fees, other compensation, and terms of any investment in a CoInvestment Vehicle may differ from the fees, other compensation, or terms of an investment in either Fund. Those participating in such a co-investment opportunity, including those participating through a Co-Investment Vehicle, may liquidate a co-investment at a different time or times, and in different amounts than the Funds, which may have an adverse effect on the Funds. In general, the Funds will bear all out-of-pocket expenses (including, without limitation, legal and accounting costs and travel expenses) associated with any co-investment opportunity that is unconsummated, including any portion thereof that may or would have been allocated to potential investors had such coinvestment been consummated. Notwithstanding the foregoing, the Advisors will seek to allocate broken deal expenses to Investors of the co-investment where it is appropriate and reasonable to do so.

Epidemics and Pandemics Epidemics and/or pandemics, such as COVID-19, have resulted in, and may further result in, among other things, travel restrictions, closure of international borders, certain businesses and markets, restrictions on trading activities, prolonged quarantines, supply chain disruptions and lower consumer demand. The impact of COVID-19, and other epidemics and/or pandemics that may arise in the future, are uncertain and could adversely affect the global economy, national economies, individual issuers and capital markets in unforeseeable ways and result in a substantial and extended economic downturn. In addition, public health crises caused by COVID-19 may exacerbate other pre-existing political, social and economic risks in certain countries. As with other serious economic disruptions, governmental authorities and regulators responded to this crisis with significant fiscal and monetary policy changes. While the duration and intensity of resulting business disruption and related financial and social impact associated with the COVID-19 outbreak have generally diminished, the impact of the epidemic could continue to remain material (especially as newer strains of COVID-19 emerge) and, consequently, could adversely impact the Advisors’ operations and business results. The Advisors continue to monitor and evaluate this situation Other Strategies The Advisors may cause the Funds to employ new investment strategies and techniques for which no specific risks are provided. New investment strategies and techniques may not be thoroughly tested in the market before being employed and may have operational or theoretical shortcomings which could result in unsuccessful trades and, ultimately, losses to the Funds. Such strategies should be considered to be speculative, volatile, and, in general, no less risky than other strategies described herein and in the Funds’ governing documents. Artificial Intelligence and Machine Learning Rapid developments in artificial intelligence and machine learning may materially affect issuers, sectors, industries and markets in which the Funds invest and may adversely affect the Advisors’ methods of analysis, investment strategies or operations. To the extent competitors of the Advisors or of issuers or other entities in which the Funds invest make more effective or extensive use of such technologies, such competitors may gain a competitive advantage that could adversely affect the Funds. In addition, the Advisors, the Funds and issuers or other entities in which the Funds invest may be exposed to risks arising from the use of such technologies by service providers, counterparties and other market participants, including uses that are not known to the Advisors and that the Advisors do not control. Laws, regulations and guidance relating to artificial intelligence and machine learning continue to develop and may vary across jurisdictions, which may impose additional compliance obligations, restrictions, costs or disclosure requirements, or create additional liability, regulatory scrutiny or litigation risk for the Advisors, the Funds or issuers or other entities in which the Funds invest. Because such technologies and the legal and market frameworks applicable to them continue to develop rapidly, it is not possible to predict all of the risks that may arise in connection with their use or broader adoption. These risks and uncertainties may adversely affect the ability of the Advisors to

implement their strategies successfully and may adversely affect the value or performance of the Funds’ investments. Use of Artificial Intelligence by the Advisors The Advisors and their personnel may use artificial intelligence tools, including large language models and agentic systems capable of executing multi-step tasks or workflows with limited human intervention, in connection with research, analysis, document review, drafting, data processing, workflow automation and other activities. Such tools may produce inaccurate, incomplete, inconsistent, biased or fabricated outputs, may misinterpret instructions or source materials, and may take unauthorized or unintended actions or generate erroneous results, including data corruption or cascading errors, in ways that are difficult to detect promptly and even absent any fault by the Advisors’ personnel. In addition, such tools may be susceptible to adversarial manipulation, including prompt injection, data poisoning and other techniques by which malicious, embedded or hidden instructions in documents, datasets, communications or other content processed by such tools cause them to produce incorrect or harmful outputs, disclose confidential information or take unauthorized or unintended actions. The use of third-party artificial intelligence tools may also create risks relating to the transmission, retention, disclosure or other use of confidential, proprietary, personal or other sensitive information in a manner not intended by or known to the Advisors. The Advisors’ use of such tools is dependent in part on third-party vendors whose models, functionality, availability and contractual terms are outside the Advisors’ control and may change over time. Although the Advisors maintain policies and procedures designed to govern the use of artificial intelligence tools, there can be no assurance that such measures will be effective. Any of the foregoing factors could adversely affect the Advisors, the Funds and the Investors. It is critical that Investors refer to the relevant governing documents for a complete understanding of the methods of analysis and investment strategies of the Advisors. The information contained herein is a summary only and is qualified in its entirety by such documents.

If your advisory firm or a management person has been involved in one of these events, you must disclose it under this Item for ten years following the date of the event, unless: (1) the event was resolved in your or the management person’s favor, or was reversed, suspended or vacated; or (2) you have rebutted the presumption of materiality to determine that the event is not material. For purposes of calculating this tenyear period, the “date” of an event is the date that the final order, judgment, or decree was entered, or the date that any rights of appeal from preliminary orders, judgments or decrees lapsed. Items 9.A, 9.B, and 9.C do not contain an exclusive list of material disciplinary events. If your advisory firm or a management person has been involved in a legal or disciplinary event that is not listed in Items 9.A, 9.B, or 9.C, but nonetheless is material to a client's or prospective client's evaluation of your advisory business or the integrity of its management, you must disclose the event. Similarly, even if more than ten years have passed since the date of the event, you must disclose the event if it is so serious that it remains material to a client’s or prospective client’s evaluation. Item 9.A

A criminal or civil action in a domestic, foreign or military court of competent jurisdiction in which your firm or a management person 1.

was convicted of, or pled guilty or nolo contendere (“no contest”) to (a) any felony; (b) a misdemeanor that involved investments or an investment-related business, fraud, false statements or omissions, wrongful taking of property, bribery, perjury, forgery, counterfeiting, or extortion; or (c) a conspiracy to commit any of these offenses;

2.

is the named subject of a pending criminal proceeding that involves an investment-related business, fraud, false statements or omissions, wrongful taking of property, bribery, perjury, forgery, counterfeiting, extortion, or a conspiracy to commit any of these offenses;

3.

was found to have been involved in a violation of an investmentrelated statute or regulation; or

4.

was the subject of any order, judgment, or decree permanently or temporarily enjoining, or otherwise limiting, your firm or a management person from engaging in any investment-related activity, or from violating any investment-related statute, rule, or order

Not applicable to the Advisors.

Item 9.B

An administrative proceeding before the SEC, any other federal regulatory agency, any state regulatory agency, or any foreign financial regulatory authority in which your firm or a management person 1.

was found to have caused an investment-related business to lose its authorization to do business; or

2.

was found to have been involved in a violation of an investmentrelated statute or regulation and was the subject of an order by the agency or authority (a)

denying, suspending, or revoking the authorization of your firm or a management person to act in an investment-related business;

(b)

barring or suspending your firm’s or a management person's association with an investment-related business;

(c)

otherwise significantly limiting your firm’s or a management person's investment-related activities; or

(d)

imposing a civil money penalty of more than $2,500 on your firm or a management person.

Not applicable to the Advisors.

If you or any of your management persons are registered, or have an application pending to register, as a futures commission merchant, commodity pool operator, a commodity trading advisor, or an associated person of the foregoing entities, disclose this fact. Not applicable to the Advisors.

Item 10.C

Describe any relationship or arrangement that is material to your advisory business or to your clients that you or any of your management persons have with any related person listed below. Identify the related person and if the relationship or arrangement creates a material conflict of interest with clients, describe the nature of the conflict and how you address it. 1. 2.

3. 4. 5. 6. 7. 8. 9. 10. 11.

broker-dealer, municipal securities dealer, or government securities dealer or broker investment company or other pooled investment vehicle (including a mutual fund, closed-end investment company, unit investment trust, private investment company or “hedge fund,” and offshore fund) other investment adviser or financial planner futures commission merchant, commodity pool operator, or commodity trading advisor banking or thrift institution accountant or accounting firm lawyer or law firm insurance company or agency pension consultant real estate broker or dealer sponsor or syndicator of limited partnerships

Anchorage Capital Group, L.L.C. ("ACG") is a separately registered affiliate of the Advisors. ACG is a Delaware limited liability company and a limited partner of Anchorage. ACG continues to provide advisory services to certain pooled investment vehicles set forth on its Form ADV Part 1A. Anchorage and ACG operate their respective businesses using shared operational resources such as office space, advisory and non-advisory personnel and back office functions. Anchorage Collateral Management, L.L.C., Anchorage Credit Advisor, L.L.C., Anchorage Opportunities Advisor, L.L.C., Anchorage Strategies Advisor, L.L.C., Anchorage CLO ECM, L.L.C. and Anchorage Capital Advisors Europe LLP

(“ACAE”) are each an affiliate of Anchorage and are included in Anchorage’s registration with the Securities and Exchange Commission as Relying Advisors. ACAE is an FCA registered advisory affiliate that has been engaged by the other Advisors to provide sub-advisory services to certain Funds as well as certain advisory clients of ACG. The Advisors and their affiliates act on behalf of the Funds and carry on investment activities for other Advisory Clients (including other investment funds sponsored by the Advisors or their affiliates) in which the Funds will have no interest. In particular, employees of the Advisors may serve on boards of directors or executive committees or in other capacities at companies in which the Funds invest, either directly or indirectly. Serving in such a capacity may expose such employee, and by association the Advisors and the Funds, to certain limitations on the ability to trade the securities of the issuer company and certain conflicts of interest. As a result of such service, an employee may become aware, from time to time, of material non-public information about the company in which the Funds invest, and the employee’s knowledge is likely to be attributed to the Advisors and the Funds; therefore, the Funds’ ability to trade the securities of such company may become substantially restricted. The Funds’ ability to buy and sell such securities may be limited to such times as company insiders are permitted to do so. Such limitations may cause the Funds to forgo sales that it would otherwise make, thereby exposing the Funds to losses, or to forgo purchases, thereby exposing the Funds to lost opportunities. The Advisors and the Funds may also be subject to Section 16 of the Securities Exchange Act of 1934, as amended, including the disclosure requirements, the restrictions on purchases and sales, and the disgorgement of profits in certain circumstances. An employee serving as a director of a company owned, directly or indirectly, by the Funds may also face a conflict between the fiduciary duties owed by such employee to the Funds and the duties owed to such company. In such circumstances, an employee may act in ways that are in the best interests of such company but not the Funds. The Advisors maintain internal compliance policies that are intended to minimize the negative effects of such conflicts if they arise, and intends to prevent employees from taking such positions when, in the determination of the Advisors, the potential risks to the Funds outweigh the potential benefits. However, there can be no assurance that permitting the board membership of an employee will not result in less favorable results for the Funds than if the employee was not permitted to serve in such capacity. Advisory agreements between the Advisors and the Funds require the Advisors and their affiliates to act in a manner that it considers fair, reasonable and equitable in allocating investment opportunities to the Funds but does not otherwise impose any specific obligations or requirements concerning the allocation of time, effort or investment opportunities to the Funds or any restrictions on the nature or timing of investments for the proprietary account of the Advisors, their affiliates or their respective principals or for other accounts which Anchorage or its affiliates may manage. Advisor professionals are not obligated to devote any specific amount of time to the affairs of the Funds, and the Advisors and their affiliates are not required to accord exclusivity or priority

to the Funds in the event of limited investment opportunities. It is possible that one Fund may from time to time make an investment in one part of a company’s capital structure while another Fund makes an investment in another part of the company’s capital structure and that the interests of such Funds differ or conflict. Future investment activities by the Advisors, including the establishment of other investment funds or Advisory Clients, may give rise to additional conflicts of interest.

If you are an SEC-registered adviser, briefly describe your code of ethics adopted pursuant to SEC rule 204A-1 or similar state rules. Explain that you will provide a copy of your code of ethics to any client or prospective client upon request. The Code of Ethics of the Advisors (the “Code”) is designed to meet the requirements of Rule 204A-1 of the Advisers Act. The Code applies to “Access Persons” of the Advisors (which term includes all employees that perform duties for the Advisors) and sets forth a standard of business conduct that takes into account the status of each Advisor as a fiduciary and requires Access Persons to place the interests of Advisory Clients and Investors above their own interests. The Code requires Access Persons to comply with applicable federal securities laws. Further, Access Persons are required to promptly bring violations of the Code to the attention of the Chief Compliance Officer. All Access Persons are provided with a copy of the Code and are required to acknowledge receipt of the Code on at least an annual basis. The Code also sets forth certain reporting and pre-clearance requirements with respect to personal trading by Access Persons. Advisors’ Access Persons must provide the Chief Compliance Officer with a list of their personal accounts and an initial holdings report within 10 days of becoming an Access Person. In addition, Advisors’ Access Persons must provide annual holdings reports and quarterly transaction reports in accordance with Rule 204A-1. In addition, the Code ensures the protection of nonpublic information about the activities of the Funds. Investors or prospective investors may obtain a copy of the Code by contacting the Chief Compliance Officer, Joel Koerner, at (212) 4324600 or by email at Joel.Koerner@anchoragecapital.com.

Item 11.B

If you or a related person recommends to clients, or buys or sells for client accounts, securities in which you or a related person has a material financial interest, describe your practice and discuss the conflicts of interest it presents. Describe generally how you address conflicts that arise. As explained in Item 10 above, the Advisors serve as the investment managers to the Funds and as such offers interests in the Funds to prospective investors. The Advisors (or their affiliates) have a material financial interest with respect to fees and incentive allocations directly or indirectly paid by Investors. Management fees are payable without regard to the overall success or income earned by the Advisory Clients and therefore may create an incentive on the part of the Advisors to raise or otherwise increase assets under management to a higher level than would be the case if the Advisors were receiving a lower or no management fee. Performance-based fees or allocations may create an incentive for the Advisors to make investments that are riskier or more speculative than in the absence of such performance-based fees or allocations. Advisory Clients and Investors are

provided with clear disclosure as to how performance-based fees or allocations are charged and the risks associated with such performance-based fees and allocations prior to making an investment. The Advisors, their employees or their related persons may also invest directly or indirectly in any one, some, or all of the Funds. Investments in the Funds made by such parties may not be subject to the asset or performance-based fees described above. The fact that partners and employees of the Advisors have financial ownership interests in the Funds also creates a potential conflict in that it could cause the Advisors to make different investment decisions than if such parties did not have such financial ownership interests. Certain of the Advisors act as collateral manager to the Structured Credit Vehicles. Certain partners, officers and employees of the Advisors have, and will in the future, purchase the equity or subordinated debt of certain Structured Credit Vehicles. Certain Funds have purchased and as of the date of this Brochure, hold an interest in the majority of the equity or subordinated debt of certain Structured Credit Vehicles. With respect to certain such investments by the Funds, the Advisors have reduced or effectively waived the collateral management fees due to the Advisors; however, the Advisors do charge such fees to subordinated debt investors which are not Funds or affiliates. Nevertheless, such investments involve conflicts of interest inasmuch as such investments by a Fund may enable the Advisors to launch and act as collateral manager of a Structured Credit Vehicle and earn fees from investments in such vehicle to the extent third parties are invested in the equity of such vehicle during or after the time the Fund is invested in such vehicle. Such fees may be greater than those paid by Funds with respect to such CLOs/CDOs. Thus, there are conflicts with respect to the decision of whether or when to cause a Fund to sell equity it holds in any Advisor-managed CLO/CDO to a third party because the Advisors would then earn collateral management fees with respect to the equity sold. There are conflicts with respect to the decision of whether to cause a Fund to purchase equity in any Advisormanaged CLO/CDO since the Advisors would not earn collateral management fees with respect to such equity. The Advisors and/or their affiliates have invested in Structured Credit Vehicles in the past and may continue to invest in existing and new Advisor-managed CLOs/CDOs for risk retention requirements or other reasons. The Advisors have certain responsibilities when acting as the collateral manager for, and managing the assets of, such Structured Credit Vehicles that may potentially conflict with the investment objectives of the Funds. For example, the investment guidelines of a CLO/CDO will generally restrict a collateral manager’s discretion in selecting and managing the CLO/CDO’s investment portfolio and limit its reinvestment period. Certain Funds may invest in warehouse (or similar) transactions for primary issuance Advisor-managed CLOs and/or CDOs for which other Advisor-managed funds or accounts ("Other Accounts") or third party investors may acquire an interest, provided that such interest is acquired at a price determined by the Advisors to represent the fair market value.

Conversely, certain of the Funds have, or will in the future, invest in CLO/CDOs that are warehoused by one or more of the Other Accounts or third party investors, provided that such interest is acquired at a price that is determined by the general partner or the Advisors to represent the fair market value. Furthermore, upon the redemption, liquidation, winding up or termination of an Advisor-managed CLO and/or CDO (including any warehouse or similar transaction relating thereto), the Funds may purchase the assets, or invest in a warehouse or similar vehicle that would purchase the assets, held by such Advisor-managed CLOs and/or CDOs (including any warehouse or similar transaction relating thereto) for use in a subsequent primary issuance Advisor-managed CLO and/or CDO (or warehouse or similar transaction relating thereto). Additionally, from time to time, the Advisors may cause an Advisory Client to purchase securities from or sell securities to other Advisory Clients when the Advisors believe such transactions are appropriate and in the best interests of such Advisory Clients and complies with U.S. securities laws. For example, this may occur in connection with the redemption, liquidation, winding up or termination of an Advisor-managed CLO and/or CDO (including any warehouse or similar transaction relating thereto). The Advisors have competing fiduciary duties to such Advisory Clients when considering cross trades. Although the Advisors would only engage in a cross trade in the event it believes such trade is the best interests of each Advisory Client, it is possible that if the securities were purchased or sold with a third party, a better price could be obtained. In the event the Advisors wish to reduce the investment of one or more of such Advisory Client in a security and increase the investment of other Advisory Clients in such security, it may effect such transactions by directing the transfer of the securities between Advisory Clients. Any incremental costs and expenses associated with any such investment will be borne by all such Advisory Clients on a pro rata basis. If an Advisor effects a cross trade between Advisory Clients, it will not receive any fee in connection with the completion of the transaction. Additionally, the Advisor's compliance policies require that all cross-trades be pre-cleared by the Chief Compliance Officer. The Advisors may recommend that an Advisory Client purchase or sell an investment that is being sold or purchased, respectively, at the same time by the Advisors, an affiliate thereof or another Advisory Client. The Advisors and their affiliates may also give advice and recommend the purchase or sale of securities and other financial instruments, or buy or sell such securities, and instruments for their own account or that of other clients, which advice or instruments may differ from advice given to, or instruments recommended or bought or sold for, the Funds, even though their investment objectives may be the same or similar. These activities may adversely affect the prices and availability of other securities or instruments held by or potentially considered for one or more Advisory Clients. Potential conflicts may also arise due to the fact that the Advisors and its personnel may have investments in some Funds but not in others or may have different levels of investments in the various Funds. Potential conflicts of interest may arise in connection with the personal trading activities of employees of the Advisors. The principals, officers and employees of the Advisors and their affiliates may buy and sell, for their own account or for

the account of other clients, securities and other financial instruments, in each case of the same or a similar type to those bought or sold on behalf of the Funds subject to the restrictions set forth in the Advisors' Code of Ethics described below. As stated in Item 11 herein, in order to address these potential conflicts and in recognition of the fiduciary obligations of the Advisors to their Advisory Clients and the desire of the Advisors to maintain high ethical standards, the Advisors have adopted a Code of Ethics containing provisions designed to: (i) prevent improper personal trading by “Access Persons” of the Advisors; (ii) prevent improper use of material, non-public information about securities recommendations made by the Advisors or securities holdings of the Funds; (iii) identify conflicts of interest; and (iv) provide a means to resolve any actual or potential conflict in favor of the Funds.

Item 11.C

If you or a related person invests in the same securities (or related securities, e.g., warrants, options or futures) that you or a related person recommends to clients, describe your practice and discuss the conflicts of interest this presents and generally how you address the conflicts that arise in connection with personal trading. The Advisors believe that high ethical standards are essential for the success of the Advisors and to maintain the confidence of its Advisory Clients. The Code is designed to ensure that the personal securities transactions of the Advisors and their affiliates, officers and employees (and members of their household) do not conflict with transactions effected on behalf of the Advisory Clients. Employees of the Advisors must: (i) place the interests of Advisory Clients and, in the case of the Funds, Investors, first; (ii) avoid taking inappropriate advantage of their positions within the firm; and (iii) conduct their personal securities transactions in full compliance with the Code. As required by Rule 204A-1 of the Advisers Act, the Advisors require their Access Persons to report their securities transactions on a quarterly basis and disclose their securities holdings upon employment and on an annual basis thereafter. The Advisors also restrict the personal trading of their Access Persons. In particular, the Advisors maintain a Restricted List containing the names of securities which Access Persons are generally prohibited from trading and requires each of their Access Persons to pre-clear transactions in all reportable securities unless otherwise subject to an exclusion under the Code of Ethics. The Advisors also maintain policies and procedures to prevent insider trading that are designed to prevent the misuse of material, non-public information. Personnel of the Advisors are required to certify on an annual basis their compliance with such policies and procedures as well as the Code of Ethics.

Research and Other Soft Dollar Benefits. If you receive research or other products or services other than execution from a broker-dealer or a third party in connection with client securities transactions (“soft dollar benefits”), disclose your practices and discuss the conflicts of interest they create.

The Advisors recognize their duty to obtain “best execution” in effecting transactions on behalf of their Advisory Clients. In selecting brokers or dealers to execute transactions, the Advisors are not required to solicit competitive bids and do not have an obligation to seek the lowest available commission. In selecting the counterparties to execute a particular transaction, the Advisors use their best judgment in evaluating the terms of the transaction, and gives consideration to various relevant factors, which generally will include the size and type of the transaction; the nature and character of the market for the financial instrument; execution capabilities including the ability to handle trades and answer calls in a volatile market; commission rates; financial responsibility; value of research or brokerage provided; technology provided; willingness, ability, facilities and infrastructure to work with investment advisor firms; administrative resources; responsiveness; and pricing for services provided. Therefore, the Advisors may not necessarily negotiate “execution only” commission rates and may “pay up” for research and other services provided by the broker through the commission rate (“soft dollars”). However, since commission rates are generally negotiable, selecting brokers on the basis of considerations which are not limited to applicable commission rates may result in higher transaction costs than would be otherwise obtainable. Research and other services furnished by brokers may include, but are not limited to, written information and analyses concerning specific securities, companies or sectors; market, financial and economic studies and forecasts; financial publications; conferences or trade shows; statistical and pricing services, along with software, data bases and other technical and telecommunication services and equipment utilized in the investment management process. Each of the Funds’ respective agreements with the Advisors authorizes the use of “soft dollars” to the extent permitted by applicable law. Notwithstanding this authorization, the Advisors currently do not accrue or intend to accrue soft dollar credits or obtain products or services from third parties from soft dollar credits. The Advisors have and will receive research services from brokers. Brokers may sometimes suggest a level of business they would like to receive in return for the various products and services they provide. Actual brokerage business received by any broker may be less than the suggested allocations or may exceed the suggestions because total brokerage is allocated on the basis of all the considerations described above. A broker will not be excluded from

receiving business simply because it has not been identified as providing research services. Item 12.A.2

Brokerage for Client Referrals. If you consider, in selecting or recommending broker-dealers, whether you or a related person receives client referrals from a broker-dealer or third party, disclose this practice and discuss the conflicts of interest it creates. a.

Disclose that you may have an incentive to select or recommend a broker-dealer based on your interest in receiving client referrals, rather than on your clients’ interest in receiving most favorable execution.

b.

Explain the procedures you used during your last fiscal year to direct client transactions to a particular broker-dealer in return for client referrals.

From time to time, the Advisors may participate in capital introduction events. However, the Advisors do not consider whether they receive investor referrals in deciding: (i) whether to participate in such events; or (ii) the manner in which it selects broker-dealers. In addition, it should be noted that an Advisors will not allocate Fund brokerage business to a broker-dealer unless such Advisor determines in good faith that the commissions payable to such broker are consistent with seeking best execution. Item 12.A.3

Directed Brokerage. a.

If you routinely recommend, request or require that a client direct you to execute transactions through a specified broker-dealer, describe your practice or policy. Explain that not all advisers require their clients to direct brokerage. If you and the broker-dealer are affiliates or have another economic relationship that creates a material conflict of interest, describe the relationship and discuss the conflicts of interest it presents. Explain that by directing brokerage you may be unable to achieve most favorable execution of client transactions, and that this practice may cost clients more money.

b.

If you permit a client to direct brokerage, describe your practice. If applicable, explain that you may be unable to achieve most favorable execution of client transactions. Explain that directing brokerage may cost clients more money. For example, in a directed brokerage account, the client may pay higher brokerage commissions because you may not be able to aggregate orders to reduce transaction costs, or the client may receive less favorable prices.

The Advisors do not have directed brokerage arrangements.

In furtherance of the foregoing, the Advisors will consider participation in all appropriate opportunities within the purpose and scope of each Advisory Client’s objectives, and the Advisors will evaluate such factors as it considers relevant in determining whether a particular situation or strategy is suitable and feasible for each Advisory Client (which factors may include the investment restrictions and objectives of each Advisory Client, whether the Advisory Client is fully exposed to the issuer, the Advisory Client’s risk tolerance and liquidity requirements, the nature of the opportunity in the context of the Advisory Client’s other positions at the time, and available cash flow). It should be noted that the Advisors (for a variety of reasons) may allocate trades solely to one Advisory Client and/or may allocate trades on a non-pro rata basis. In the event that an investment opportunity is appropriate for more than one Advisory Client but is not allocated between such Advisory Clients on a pro rata basis, trading personnel are required, at the time of such trade entry, to complete a “Non-Pro Rata Trade Allocation Report” in the Trade Blotter which is subject to operational and compliance review and approval.

ITEM 13 – REVIEW OF ACCOUNTS Item 13.A

Indicate whether you periodically review client accounts or financial plans. If you do, describe the frequency and nature of the review, and the titles of the supervised persons who conduct the review. Yale Baron and Thibault Gournay, the Co-Chief Investment Officers of the Advisors, are responsible for overseeing the portfolio management, risk management, asset allocation, and investment decisions with respect to the Funds. Mr. Baron and Mr. Gournay may designate other Advisor employees to assist with these responsibilities and to review accounts and orders In addition, the Chief Compliance Officer will periodically review the trade policies and procedures to ensure that it represents the current practices of the Advisors and (to the best of its reasonable knowledge and belief) is in conformity with applicable law and regulations. The Advisors have written trade allocation procedures in place which were designed to seek to ensure that all Investors and Funds are treated fairly. To assist the Advisors with implementing and monitoring their trade allocation policies and procedures (and to seek to ensure that all Investors and Funds are treated fairly), the Advisors utilize certain proprietary software systems for trade entry and allocations. The software systems were designed to incorporate the trade allocation rules of the Advisors, pro rata allocation thresholds, and Fund trading restrictions directly into the real time trading process of the Advisors.

Item 13.B

If you review client accounts on other than a periodic basis, describe the factors that trigger a review. Please see Item 13.A. The accounts are under continuous review.

If someone who is not a client provides an economic benefit to you for providing investment advice or other advisory services to your clients, generally describe the arrangement, explain the conflicts of interest, and describe how you address the conflicts of interest. For purposes of this Item, economic benefits include any sales awards or other prizes. The Advisors, their affiliates and their personnel, do not receive any economic benefit from someone who is not a client for providing investment advice or other advisory services to clients.

However, such third parties may have other business or personal relationships with the Advisors, such as being invested in the Funds, sourcing investment opportunities for the Funds, or providing other services to the Advisors or the Funds. To the extent applicable (taking into account current SEC guidance), such third party solicitation arrangements will be in compliance with Rule 206(4)-1 under the Advisers Act, as amended.

Account statements related to the separately managed account clients are sent by qualified custodians directly to such clients on at least a quarterly basis. Separately managed account clients should carefully review statements received directly from the qualified custodian and compare them to statements provided by the Advisors. Account statements related to the Funds are sent by qualified custodians to the Advisors on at least a quarterly basis. To ensure compliance with Rule 206(4)-2 under the Advisers Act, the Advisors are required to reasonably believe that all Investors will be provided with audited financial statements for their respective Fund prepared by an independent accounting firm that is registered with and subject to review by the Public Company Accounting Oversight Board, in accordance with U.S. Generally Accepted Accounting Principles, within 120 days of the end of such Fund’s fiscal years (i.e., generally by April 30). Investors should carefully review the audited financial statements of the Funds. The Advisors do not have actual or constructive custody with respect to the Structured Credit Vehicles, so Investors in these products do not receive annual audited financial statements.

Investors must execute a subscription agreement in which they make various representations, including representations regarding their suitability to invest in a high-risk investment pool, and Investors in the domestic limited partnerships must execute a limited partnership agreement that contains a limited power of attorney. As noted in Item 4, the Advisors have established certain Customized Funds. These entities may utilize different trading and/or investment strategies than the other Funds and may be subject to different terms and arrangements than the other Funds described above. It should be noted that any such future relationships may be subject to minimum investment size and other possible special requirements.

ITEM 17 – VOTING CLIENT SECURITIES Item 17.A

If you have, or will accept, authority to vote client securities, briefly describe your voting policies and procedures, including those adopted pursuant to SEC rule 206(4)-6. Describe how you address conflicts of interest between you and your clients with respect to voting their securities. Describe how clients may obtain information from you about how you voted their securities. Explain to clients that they may obtain a copy of your proxy voting policies and procedures upon request. The Advisors understand and appreciate the importance of proxy voting and will generally manage the receipt of incoming proxies, maintain a log of all proxies, and place votes based on established policies and guidelines. In the course of exercising discretion to vote a proxy, the Advisors will vote any such proxies in the best interests of Funds and in accordance with the procedures outlined below (as applicable). Prior to voting any proxies, the Proxy Voting Committee will determine if there are any conflicts of interest related to the proxy in question. If a conflict is identified, the Proxy Voting Committee will then make a determination (which may be in consultation with outside legal counsel) as to whether the conflict is material or not. If no material conflict is identified pursuant to its set procedures, the Proxy Voting Committee will, following discussion with investment personnel of the Advisors, make a decision on how to vote the proxy in question. The Advisors also have the flexibility to abstain from a particular proxy vote when it is determined to be in the best interest of the Advisory Client. Generally, Advisory Clients may not direct an Advisor's vote in a particular solicitation. As applicable, the Advisors will ensure delivery of the proxy, in accordance with instructions related to such proxy, in a timely and appropriate manner. The Advisors keep a record of its proxy voting policies and procedures, proxy statements received, votes cast, all communications received and internal documents created that were material to voting decisions and each Advisory Client request for proxy voting records and the response of the Advisors for the previous five years. If you have any questions about proxy policy of the Advisors, their proxy recordkeeping procedures or if you would like any detailed information about how proxies are actually voted, please contact Joel Koerner at (212) 432-4600 or by email at Joel.Koerner@anchoragecapital.com.

Show parenthetically the market or fair value of securities included at cost.

3.

Qualifications of the independent public accountant and any accompanying independent public accountant’s report must conform to Article 2 of SEC Regulation S-X.

Not applicable to the Advisors. Item 18.B

If you have discretionary authority or custody of client funds or securities, or you require or solicit prepayment of more than $1,200 in fees per client, six months or more in advance, disclose any financial condition that is reasonably likely to impair your ability to meet contractual commitments to clients. Note: With respect to Items 18.A and 18.B, if you are registered or are registering with one or more of the state securities authorities, the dollar amount reporting threshold for including the required balance sheet and for making the required financial condition disclosures is more than $500 in fees per client, six months or more in advance. The Advisors are not currently aware of any financial condition that is reasonably likely to impair their ability to meet contractual commitments to clients.