EFTA Document EFTA01354251

GLOUSI43 Henry Nicholas Section 4. Glendower Capital Secondary Opportunities Fund IV. LP Glendower Capital Secondary Opportunities Fund IV. LP Glendower Capital Secondary Opportunities Fund IV, LP S0F IV is being established by Glendower Capital as the successor Mid to the S0F Funds to pursue the same investment strategy as the S0F Funds in the secondary market and will follow processes established by the Glendower S0F Team in the S0F Program.42 Investment Strategy In line with the focused and disciplined investment strategy that has generated strong returns in the S0F Funds to date.43 the Fund will target the acquisition, holding and disposition of a diverse portfolio of investments including buyout, growth capital, venture capital, special situations, turnaround, mezzanine and distressed opportunities, real estate and infrastructure assets on the secondary market. The Fund will target globally. but primarily in the U.S. and Europe, three types of investment: 1. Fund Secondaries, the purchase of LP interests in existing private equity funds: 2. GP-led Secondaries, which can often involve greater complexity than traditional Fund Secondaries, and include spin-in/spin-outs, tail-end restructuring, asset liquidations and LP tenders; and 3. Single Asset Deals into individual private equity comparies, either at the time of the original acquisition, or later from an investor seeking early liquidity. The Manager will primarily allocate capital between these three strategies depending on its assessment of the relative attractiveness of the transactions available at any point in time. During the Investment Period the relative weightings of each of the three strategies may vary as the Manager's assessment of their relative attractiveness changes. The Fund will focus on smaller Fund Secondaries of USS5 million to US$100 million sourced from a mix of small institutions, family offices and private investors coupled with the opportunistic pursuit of larger transactions sourced from financial institutions, corporate and alternative funds. This will, in the Managers view, enable the Manager to select the most attractive investment opportunities on a global basis. The Fund will target GP-led Secondaries of US$100 million to US$250 million, focusing on kinds with attractive assets managed by fundamentally sound managers who have 'hit a bump in the road,' or have investors who have lost patience or changed strategy and are therefore looking for liquidity. The Manager believes it will be one of few Managers who have the capabilities to execute such transactions at this size range - most Managers target larger transactions to justify the higher level of resources necessary to execute GP-led Secondaries. The Fund will opportunistically invest into Single Asset Deals where the Manager believes it has identified a situation where its capital can add value to the transaction or help unlock a situation. In addition to the three strategies described above. the Fund will have the ability to allocate up to 15% of aggregate commitments to select primary fund investments and other opportunities to invest in funds where less than 50% of aggregate capital commitments of the relevant fund have been drawn down. The Fund will target attractive, risk-adjusted returns in excess of 20% Net IRR (after fees, expenses and carried interest) on a portfolio basis." Fircesectlas investors Would note that while et Deutsche Asset Management. the SOF Team wet able to mace use of catirtorm personnel and resources in connection with the SOF Program that win not be available to the Glendowei SOF learn in connection wah the maregement and operation ad SOF IV Past performance of the SCE Funds is not a preoction or future pedamance el either the SOF Funds or the Fund Actual returns on unrealized enestmems may drtlet mace ally tram returns indicated herein. There can be no assurance that the Fund will achieve as inveetment objective or its target return Confidential Prnrato Placement Memorandum 15 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0038845 CONFIDENTIAL SONY GM_00185029 EFTA01354251