Key Terms of Offering

Minimum initial investment

US$100,000

Subscription Fee

Not applicable

Minimum subsequent subscription

US$100,000

Class A Preferred Return

Class

Preferred Return (annualised rate)

Class A3M Shares

Higher of (i) 3.5% and (ii) SOFR +2.5%

Class A6M Shares

Higher of (i) 4.5% and (ii) SOFR +3.5%

Class A12M Shares

Higher of (i) 6.0% and (ii) SOFR +5.0%

For these purposes, SOFR refers to the closing price of the Secured Overnight Financing Rate as ascertained as at each Valuation Day.

Notwithstanding the above, investors should note that the Preferred Return is not a guaranteed return and its availability is subject to, among other matters, the performance of the Fund's investments. Therefore, it is possible that Class A Shareholders will receive less than the Preferred Return.

Class

Preferred Return (annualised rate)

Class A3M Shares

Higher of (i) 3.5% and (ii) SOFR +2.5%

Class A6M Shares

Higher of (i) 4.5% and (ii) SOFR +3.5%

Class A12M Shares

Higher of (i) 6.0% and (ii) SOFR +5.0%

Net Asset Ratio; Supplemental Subscriptions

The ratio between the aggregate Net Asset Value of Class A Shares and the aggregate Net Asset Value of Class B Shares (Net Asset Ratio) shall initially be or lower than 2:1.

If, at any time the Net Asset Ratio between Class A Shares and Class B Shares raises to higher than 3:1, subscription of Class A Shares and redemption of Class B Shares will be immediately suspended until the Net Asset Ratio falls back to or below 3:1. The Investment Manager will also inform the investors in Class B and suggest the Class B Shareholders to subscribe for new Class B Shares to improve the Net Asset Ratio to below 3:1.

In addition, if the Net Asset Ratio calculated on each Valuation Day rises to above 5:1, the Investment Manager will notify and invite all Class B Shareholders to make a supplement subscription (a Supplemental Subscription) of additional Class B Shares in order to cause the Net Asset Ratio to fall back to or below 5:1.

Settlement

Payment of redemption proceeds will normally be made within the ten (10) Business Days after the finalisation of the Redemption Price in respect of the relevant Redemption Day. However, payment of redemption proceeds will not be made until the Administrator has received all information and original documentation requested.

Management Fee

one twelfth (1/12) of one per cent (1%) of the Net Asset Value of each Class of Participating Shares as at the last Valuation Day

Performance Fee

Class A: No Performance Fee

Class B: 20% of the appreciation in the Net Asset Value during each month above the last High Water Mark increased at the rate of 10% per annum

Class C: 20% of the appreciation in the Net Asset Value during each month above the last High Water Mark increased at the rate of 0% per annum

Reporting

Annual report and audited financial statements; monthly report on the investment performance and Net Asset Value

Last updated