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Golub Capital Partners 11 Fund Summary
Sector: Strategy: Sub-Strategy:
Cash Flow Lending U.S. Middle Market Lending Sr. Sponsor Focus
IDD: January 2017 ODD: January 2017
Firm Overview
Founded in 1994, Golub Capital (“Golub”) is a leading private credit asset manager focused on lending senior debt to private equity owned companies. Golub currently manages close to $18 billion in credit assets and is a leading originator and manager of middle market debt facilities. Golub’s platform is comprised of two primary sub-strategies: (i) direct lending (first lien loans, unitranche loans and some sub debt) and (ii) broadly syndicated loans (first lien loans). Investments are executed and managed in various fund structures designed to meet specific investor requirements (e.g. leverage, taxes, returns, regulatory, etc.).
Golub currently employs close to 300 professionals including approximately 100 investment professionals across four primary offices: NY (headquarters), Chicago, Charlotte and San Francisco. In addition, there are two satellite offices in the U.S. Virgin Islands (St. Thomas and St. Croix) where Kevin Falvey (Head of Portfolio Monitoring) and his team of over 20 employees are located; per management, this location is partially for tax reasons.
Fund Summary General Partner Golub Capital Sector Cash Flow Lending Strategy U.S. Middle Market Lending Sub-Strategy Sr. Sponsor Focus Main Office New York Geography U.S. Target Size $1 billion target
Management Fees 1.25% on gross assets (50 bps fee paid on broadly syndicated loans)
Carried Interest 20% Closing Schedule: First Close expected early 2017 Investment Period 5.5 years Extensions None Harvest Period 3-4 years following investment period Extensions None
Strategy
Golub is raising capital for the latest vintage of its GCP fund series - Golub Capital Partners 11 (“GCP 11”), which commenced fund raising early 2017.
GCP 11 will include a diversified portfolio of senior secured and one-stop (unitranche) loans to U.S. middle market companies with EBITDA of $10-$60 million. The portfolio is anticipated to comprise over 400 separate loans at any one time and to be diversified across various industries, sponsors and use of proceeds (LBO, refi, etc.). Golub pursues a generalist approach but excludes more cyclical industries, like commodities or consumer discretionary such as apparel businesses, and has dedicated teams focused on the following verticals (i) healthcare, (ii) software, digital and technology services and (iii) specialty retail and restaurants. In many cases (upwards of 40% of loans since 2011), Golub loans are portfolio companies they lent to in the past. Golub originated loans are typically floating rate securities and include maintenance covenants; albeit broadly syndicated loans are increasingly “covenant-lite.”
PRIVATE & CONFIDENTIAL
PRIVATE AND CONFIDENTIAL: These materials are strictly confidential and/or legally privileged. These materials are intended only for the use of the individual or entity to which Aksia LLC or an affiliate (collectively, “Aksia”) has sent these materials (“Intended Recipient”) and may not be reproduced or distributed, posted electronically or incorporated into other documents in whole or in part except for the personal reference of the Intended Recipient. If you are not the Intended Recipient you are hereby requested to notify Aksia and either destroy or return these documents to Aksia. The Intended Recipient shall not use Aksia’s name or logo or explicitly reference Aksia’s research and/or advisory services in any of the Intended Recipient’s materials. NO OFFERING: These materials do not in any way constitute an offer or a solicitation of an offer to buy or sell funds, private investments or securities mentioned herein. These materials are provided only for use in conjunction with Aksia’s research and/or advisory services, as such services are defined in an executed agreement between Aksia and the Intended Recipient (hereinafter, the “Agreement”). In the event that an executed Agreement does not exist between Aksia and the Intended Recipient, these materials shall not constitute advice or an obligation to provide such services. RECOMMENDATIONS: Any Aksia recommendation or opinion contained in these materials is a statement of opinion provided in good faith by Aksia and based upon information which Aksia reasonably believes to be true. Recommendations or opinions expressed in these materials reflect Aksia’s judgment as of the date shown, and are subject to change without notice. Actual results may differ materially from any forecasts discussed in the materials. Except as otherwise agreed between Aksia and the Intended Recipient, Aksia is under no future obligation to review, revise or update its recommendations or opinions. NOT TAX, LEGAL OR REGULATORY ADVICE: An investor should consult his, her or its tax, legal and regulatory advisors before allocating to a private investment fund or other investment opportunity. Aksia is not providing due diligence or tax advice concerning the tax treatments of a private investment fund’s or investment opportunity’s holdings of assets or an investor’s allocations to such private investment fund or opportunity. RESPONSIBILITY FOR INVESTMENT DECISIONS: The Intended Recipient is responsible for performing his, her or its own reviews of any funds or other investment vehicles or opportunities described herein including, but not limited to, a thorough review and understanding of each vehicle’s or opportunity’s offering materials. The Intended Recipient is advised to consult his, her or its tax, legal and compliance professionals to assist in such reviews. For clients who receive only research services or non-discretionary advisory services from Aksia: the Intended Recipient acknowledges that he, she or it (and not Aksia) is responsible for his, her or its investment decisions with respect to any investment vehicles or opportunities described herein. No assurances can be given that a particular investment or portfolio will meet its investment objectives. Any projections, forecasts or market outlooks provided herein should not be relied upon as events which will occur. Past performance is not indicative of future results. Use of advanced portfolio construction processes, risk management techniques and proprietary technology does not assure any level of performance or guarantee against loss of capital. PERFORMANCE DATA: In cases where an investment manager or general partner implements an investment strategy through multiple investment vehicles (for tax purposes, participation in side pockets and new issues, domicile, currency denomination, etc.,) Aksia may use the returns of one class or series of an investment vehicle in a particular program in its reports to represent the returns of all the investment vehicles in such investment program. The returns for the particular class or series used in Aksia’s reports may be different from the returns of the class or series in which the Intended Recipient is invested. To obtain the actual performance of the particular class or series in the Intended Recipient’s portfolio, the Intended Recipient should contact the investment manager or general partner directly. RELIANCE ON THIRD PARTY DATA: These materials reflect and rely upon information provided by fund managers and other third parties which Aksia reasonably believes to be accurate and reliable. Such information may be used by Aksia without independent verification of accuracy or completeness, and Aksia makes no representations as to its accuracy and completeness. For the avoidance of doubt, these materials have not been produced, reviewed, verified or approved by the fund managers and other third parties to which the materials relate. As such, they do not necessarily reflect the views or opinions of such fund managers and third parties. RATING DOWNGRADES: Aksia client assets, in aggregate, may represent a large percentage of a manager’s or fund’s assets under management, and, as such, a rating downgrade by Aksia’s research teams could result in redemptions or withdrawals that may have an adverse effect on the performance of a fund. CONFLICTS OF INTEREST DISCLOSURE: Family members of Aksia personnel may from time to time be employed by managers that Aksia recommends to its clients. While this may pose a potential conflict of interest, we monitor such relationships to seek to minimize any impact of such potential conflict. PRIVATE INVESTMENT FUND DISCLOSURE: Investments in private investment funds and other similar investment opportunities involve a high degree of risk and you could lose all or substantially all of your investment. Any person or institution making such investments must fully understand and be willing to assume the risks involved. Some private investment funds and opportunities described herein may not be suitable for all investors. Such investments or investment vehicles may use leverage, hold significant illiquid positions, suspend redemptions indefinitely, provide no opportunity to redeem, modify investment strategy and documentation without notice, short sell securities, incur high fees and contain conflicts of interests. Such private investment funds or opportunities may also have limited operating history, lack transparency, manage concentrated portfolios, exhibit high volatility, depend on a concentrated group or individual for investment management or portfolio management and lack any regulatory oversight. For a description of the risks associated with a specific private investment fund or investment opportunity, investors and prospective investors are strongly encouraged to review each private investment fund or opportunity’s offering materials which contain a more specific description of the risks associated with each investment. Offering materials may be obtained from the fund manager. FOR RECIPIENTS OF REPORTS DISTRIBUTED BY AKSIA EUROPE LIMITED: Aksia Europe Limited is authorized and regulated by the Financial Conduct Authority.
PRIVATE & CONFIDENTIAL
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY
GOLUB CAPITAL PARTNERS 11, L.P.
PRESENTATION TO NEW MEXICO STATEINVESTMENT COUNCIL
Q4 2016
CONFIDENT IAL | © 2016 GOLUB CAPITAL LLC
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY
This document and any other information relating to Golub Capital Partners
11, L.P. (the “Fund”) and Golub Capital Partners International 11, L.P. (“GCP
11 Offshore,” and collectively with the Fund, “GCP 11”) is being provided to
you on a confidential basis solely to assist you in deciding whether or not to
proceed with a further investigation of GCP 11. Acceptance of this
document constitutes an agreement to keep all information relating to GCP
11 strictly confidential, and not to use such information for any other
purpose. Such information, including this document, may not be
reproduced in whole or in part, and may not be delivered to any person
without the consent of Golub Capital.
The Fund and GCP 11 Offshore, GCP 11’s offshore sister fund, will invest in
substantially similar assets. GCP 11 Offshore is available for investment by
non-U.S. or U.S. tax exempt investors only. For additional information
regarding GCP 11 Offshore, including a copy of GCP 11 Offshore’s
confidential private investment memorandum, please contact Golub
Capital.
Some of the statements in this presentation constitute forward looking
statements, which may be predictions about future events, future
performance or financial condition. Actual results could differ materially
from those implied or expressed in such forward-looking statements for
any reason, and future results could differ materially from historical
performance. These materials do not constitute an offer to sell or a
solicitation of an offer to buy limited partnership interests in GCP 11. No
such offer or solicitation in GCP 11 will be made prior to the delivery of the
GCP 11’s private placement memorandum, limited partnership agreement
and associated documentation. Before making the investment decision
with respect to GCP 11, potential investors are advised to read carefully
GCP 11’s private placement memorandum, limited partnership agreement
and related subscription documents, and to consult with their tax, legal and
financial advisors.
These materials contain a preliminary summary of the investment strategy
and principal business terms of GCP 11; this summary does not purport to
be complete and is qualified in its entirety by reference to the more detailed
discussions contained in GCP 11’s private placement memorandum. These
materials have been prepared solely as preliminary materials to determine
investor interest regarding GCP 11 and may not be used or reproduced for
any other purpose. The strategies described herein are subject to change.
Any past performance described herein is not an indication of future
results.
The Fund is managed by GC Advisors LLC, an investment adviser registered
with the United States Securities and Exchange Commission (“SEC”). GCP 11
Offshore is managed by GC Investment Management LLC, an investment
adviser registered with the SEC in reliance upon GC Advisors LLC’s
registration. For a detailed description of GC Advisors LLC and GC
Investment Management, LLC and their respective investment advisory
fees, see GC Advisors LLC’s Form ADV Parts 1 and 2A on file with the SEC.
Golub Capital Partners 11, L.P.
2/17/2017
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY
Table of Contents
3
SECTION 01 Overview of Golub Capital 04
SECTION 02 Why U.S. Middle Market Lending 9
SECTION 03 The Golub Capital Advantage 19
SECTION 04 Why GCP 11 24
APPENDIX A Direct Lending Canvas & Golub Capital Capabilities 30
APPENDIX B Experienced Team of Professionals 34
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY
Overview of Golub Capital 01
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY 5
Overview of Golub Capital
− Over $20 billion of capital under management1
− Founded in 1994
− Over 300 employees with more than 100 investment professionals
− Award-winning middle market lending franchise2
− Top-performing broadly syndicated loan business3
Golub Capital Credit Platform
Direct Lending Broadly Syndicated Loans
Over $18 billion under management1,4,5
− First lien loans
− One-stop loans
− Flexible debt for high growth companies
− Junior debt & equity co-investments
− Capital markets capabilities
Over $3 billion under management1,5
− First lien loans
− Second lien loans
− CLO Liabilities
1. Invested and available capital as of January 1, 2017.
2. Please see page titled, “Golub Capital Industry Recognition.”
3. Since 2007, Golub Capital has generated average annual equity cash flows in excess of 20% on its BSL CLO equity tranches. Additional support for this claim is available on request.
4. Includes Middle Market Lending and Late Stage Lending.
5. Investments are indirectly held through holding companies, financing securitizations (CLOs) or bank credit facilities.
Source: Golub Capital internal analysis as of January 1, 2017.
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY
Over $20 Billion1
TaxEfficientFunds
PEARLSSeparateAccounts
PrivateLimited Partnerships
BusinessDevelopmentCompanies4
6
Diversified Sources of Equity Capital
.
1. Invested and available capital as of January 1, 2017.
2. Includes Golub Capital BDC, Inc. (NASDAQ: GBDC) and Golub Capital Investment Corporation.
Note: Please refer to Important Investor Information at the end of this presentation.
Vehicle: Primarily, the Golub Capital Partners Funds (“GCP Funds”)
Capital Under Management: Over $15 B1
Vehicle: Public and Private Business Development Companies
Capital Under Management: Over $3 B1
Vehicle: Separately Managed Account
Capital Under Management: Over $3 B1
Vehicle: Golub Capital Insurance Fund (“GIDF”)
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY 7
Golub Capital Industry Recognition
1. Golub Capital has been a top 3 US Middle Market Bookrunner each year from 2008 through Q4 2016 for senior secured loans of up to $500MM for leveraged buyouts (according to Thomson Reuters LPC and internal data; based on number of deals). Please see page titled, “Leading Market Position.”
2. Golub Capital has been recognized as the “Best Business Development Company (2015)” based upon an annualized two-year return.
3. Golub Capital paid a nominal fee for consideration in these award nominations.
Note: Such recognitions included herein are not indicative of future performance.
− U.S.A. Credit Asset Manager of the Year3 (2014)
− Top 3 US Middle Market Bookrunner1
(2008– Q4 2016)
− Senior Lender Firm of the Year3
(2012)
− Middle Market Lender of the Year (2010)
− Lender of the Year, Americas (2015)
− Senior Lender of the Year, Americas (2015)
− Business Development Company of the Year (2015)
− Best Business Development Company2
(2015)
− U.S.A. Lender of the Year3 (2016)
− Pharma & Medical Device Deal of the Year, Americas3 (2015)
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY
2.30%
0.93%
0%
1%
2%
3%
8
Disciplined Credit Selection Drives Below-Average Default Rates
Historical Market BSL Default Rates vs. Golub Capital Middle Market Default Rates2004–2016 (ANNUAL AVERAGE)
137 bps
1. Standard & Poor’s Leveraged Commentary & Data (The S&P/LSTA Leveraged Loan Index is a market value-weighted index designed to measure the performance of the U.S. broadly syndicated leveraged loan market. The S&P/LSTA Leveraged Loan Index typically encompasses anywhere from 90%-95% of the entire broadly syndicated leveraged loan market). Leveraged loan default rate by principal amount.
2. Data calculated as the aggregate principal amount of leveraged loans on a cost basis that experienced an uncured payment default during the year, expressed as a percentage of aggregate outstanding leveraged loans at the end of the period. Data is a composite of Golub Capital loans and not specifically loans that are held by any Golub Capital managed entity including CLOs.
Note: There is no guarantee that future investments will maintain historical default levels. All indices designed, calculated and published by third parties and presented herein are the property of their respective owners. Golub Capital makes no representations about the accuracy or appropriateness of the data reported by such third party data sources and such companies have not endorsed the contents of this presentation.
Golub Capital2Industry1
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY
Why U.S. Middle Market Lending 02
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY 10
A Snapshot of the U.S. Middle Market
Source: National Center for the Middle Market, 4Q 2016 Middle Market Indicator Infographic
MORE THAN
$10 trillionIN ANNUAL REVENUE
48 million
GLOBAL ECONOMY
3rdLARGEST
NEARLY
33%OF PRIVATE SECTOR GDP
TOTAL JOBS
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY
Banks have significantly reduced their U.S. middle market lending activity
11
The Departure of Banks from the U.S. Middle Market
Source: Standard & Poor’s High-End Middle Market Lending Review 4Q 2016.
All indices designed, calculated and published by third parties and presented herein are the property of their respective owners. Golub Capital makes no representations about the accuracy or appropriateness of the data reported by such third party data sources and such companies have not endorsed the contents of this presentation.
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016
Domestic bank FinCo/Institutional
Market Participation For Middle Market Loans
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY 12
U.S. Middle Market Firms Outpace the Broader Market
0%
2%
4%
6%
8%
10%
12%
1Q13 2Q13 3Q13 4Q13 1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16 3Q16 4Q16
GCAI S&P 500 GDP
Y-O
-Y R
ev
en
ue
Gro
wth
%
As of December 31, 2016.Source: Golub Capital Middle Market Report 4Q 2016. Golub Capital Altman Index (“GCAI”) measures the median revenue and earnings growth of more than 150 privately owned companies in the Golub Capital loan portfolio for the first two months of each calendar quarter. It compares these results to the financial performance of public companies in well-known market indexes, including the S&P 500 and S&P SmallCap 600, as well as the quarterly Gross Domestic Product (“GDP”). The index is produced by Golub Capital in collaboration with renowned credit expert Dr. Edward I. Altman. For more information, including a description of the methodology used to create the report, please visit golubcapital.com/middle-market-report.
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY 13
U.S. Middle Market Loans: An Attractive Asset Class
Sources: Standard & Poor’s High-End Middle Market Lending Review 4Q 2016. Middle market defined as issuers with EBITDA of $100MM or less, Standard & Poor’s LCD Interactive High-Yield Report and LCD News.
Note: Golub Capital proprietary analysis based on the characteristics of typical middle market loans, broadly syndicated loans, and high yield bonds as of December 31, 2016. Characteristics of individual assets could vary significantly from the indicative terms presented above.
Middle Market Loans Broadly Syndicated Loans High Yield Bonds
Borrower Size EBITDA less than $100MM EBITDA $100MM+ EBITDA $100MM+
Borrower DebtCapital Structure
Simple /More Conservative
Complex /Less Conservative
Complex /Less Conservative
Security Interest Senior Secured Senior Secured Generally Unsecured
Covenants Maintenance Covenants Typically Cov-Lite Cov-Lite
Interest Rate Sensitivity Low / Floating Rate Low / Floating Rate High / Fixed Rate
Lender Influence on Debt Structure High Low Low
Credit MonitoringCapability
High Potentially Limited Limited
Workout Process More Control Less Control Less Control
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY
The Golub Capital Advantage 03
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY
The Golub Capital Advantage
15
Source: Golub Capital internal analysis as of December 31, 2016.
Note: This slide is accompanied by the footnotes at the end of this presentation.
1. Recurring business from private equity relationships1
2. Repeat opportunities from over 200 borrowers2
3. Lead arranger on more than 90% of new deals3
4. A leading provider of buy-and-hold and one-stop solutions4
5. Proven credit discipline5
6. Gold standard infrastructure, team and technology6
7. Alignment of interests with limited partners7
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY
We believe private equity sponsors give Golub Capital early looks and last looks because of our reliability, market leadership and broad product offerings
16
Recurring Business From Private Equity Relationships
Source: Golub Capital internal analysis as of December 31, 2016.
At least one debt financing with over
220middle market
sponsors
75%Of our deals in 2016, 2015, 2014,
2013 and 2012 were with repeat sponsors
Over
140sponsors
Multiple financings with over
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY
We believe lending to sponsor-backed companies is less risky and helps us select better credits, maintain better portfolio performance and achieve better problem resolution than lending to non-sponsored companies
17
The Sponsor Advantage
− Sponsors filter for quality and tend to be highly selective
− Sponsors specialize in creating equity value and implementing credit-enhancing strategies
− Sponsor-backed deals have a lower chance of default*
Credit Selection
Portfolio Performance
Problem Resolution − Access to operating partners with turnaround expertise
− Capacity to change management in underperforming companies
− Aligned, motivated ownership
− Managerial and operational resources help avoid downside scenarios
− Ability to invest additional equity to overcome temporary setbacks
* Source: Dai, S. (2016, August 16). PE Loans Post Lower Default Rates Than Nonsponsored Loans. WSJ Pro PE.
Note: Not all sponsored deals will have all of these characteristics. Past performance is no guarantee of future results.
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY
44%
61%
49%53% 51%
2012 2013 2014 2015 2016
We expect that Golub Capital’s existing middle market portfolio of over 210 borrowers will continue to generate repeat financing opportunities
18
Existing Borrower By %
Repeat Opportunities From Existing Borrowers
1. Loans are made by various Golub Capital entities.
Source: Golub Capital internal analysis as of December 31, 2016.
Advantages of Being an Incumbent Lender
− Generally, the first call to lead follow-on transactions (add-ons, refinancings, recapitalizations)
− Ability to maintain borrower relationships in connection with sponsor-to-sponsor transactions
Over the past 5 years, approximately 40% of the firm’s new commitments were with companies where Golub Capital had been an existing lender1
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY
We believe acting as a lead arranger provides distinct advantages versus a participating role
19
Golub Capital as a Lead Arranger or Co-Bookrunner*
Golub Capital as a Lead Arranger
* As a percentage of all transactions executed by the Middle Market Lending Business of GC Advisors LLC and its affiliates. Excludes add-ons.
Source: Golub Capital internal analysis as of December 31, 2016. Past performance is no guarantee of future results.
− Lead arrangers control pricing, deal structure and terms
− Lead arrangers generally receive higher deal fees
− Lead arrangers typically have more time and more access to management during diligence prior to investing
− Lead arrangers have better portfolio monitoring capabilities
Lead discussion with sponsor and obligor
First to receive monthly financial and covenant packages
Control workout process in the event of a default to secure the highest possible recovery value
− Lead arrangers enjoy the advantages of incumbencies, and incumbencies can provide steady deal flow
“Go to” lender for add-on opportunities, refinancings and financing for new owners
76% 76%
88%90%
95% 94%
0%
25%
50%
75%
100%
2011 2012 2013 2014 2015 2016
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY 20
Leading Provider of One-Stop Loans and Buy-and-Hold Solutions
40% Equity
45% Senior
15% Mezzanine1
50% Equity
50% One-Stop
Senior/Mezzanine Structure One-Stop Structure
One-stop loans and buy-and-hold solutions provide a win-win for limited partners and sponsors
Win-Win of the One-Stop
− For investors2
First lien, first-out senior secured debt Yield premium to traditional senior debt3
Better protection than junior debt
− For sponsors Greater ease of execution One class of debt; no intercreditor complexities Lower cost of debt over time
Win-Win of the Buy-and-Hold Solution
− For investors2
Differentiated offering
Advantage of leading transactions4
Well positioned for repeat business5
− For sponsors
Greater certainty of closing
No flex; no syndication risk
Typically one relationship lender, not many desk buyers
1. May be capitalized with second lien debt.
2. Golub Capital internal analysis as of December 31, 2016.
3. Standard & Poor’s Leveraged Commentary & Data Middle Market Review 4Q 2016
4. Please see slide titled, “Golub Capital as Lead Arranger.”
5. Please see slide titled, “Repeat Opportunities from Existing Borrowers”
Source: Standard & Poor’s Leveraged Commentary & Data. Golub Capital internal analysis as of December 31, 2016. This is an example structure; the actual structure of any particular investment may vary materially from that shown. Investments are indirectly held through holding companies, financing securitizations (CLOs) or bank credit facilities
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY
1,402
1,581
1,927
2,268
2,388 2,384
58 74 60 59 79 57
0
500
1,000
1,500
2,000
2,500
2011 2012 2013 2014 2015 2016
21
Direct Origination Engine with Proven Credit Discipline
We believe Golub Capital’s direct origination strategy, scale and market position create a wide deal funnel, allowing us to maintain selectivity and credit discipline
* Includes Middle Market Lending deals only.Past performance is no guarantee of future results.
NU
MB
ER
OF
DE
AL
S
Deals Reviewed Deals Closed* % of Deals Closed
4.1% 4.7% 3.1% 2.6% 3.3% 2.4%
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY 22
Gold Standard Resources
Infrastructure Characteristics
− Best-in-class infrastructure and technology
− Carefully designed systems and workflows
− Policies and procedures structured to promote quality and reduce risk
* Investments are indirectly held through holding companies, financing securitizations (CLOs) or bank credit facilities.
Compliance
Fund and Client Financial Reporting
Human Resources
Investor Relations
Legal
Marketing
Operations
Operational Risk Management
Technology Solutions
Treasury
First Lien Loans*
One-Stop Loans*
Flexible Debt for High Growth Companies*
Junior Debt and Equity Co-Investment*
Capital Markets Capabilities
First Lien Loans*
Second Lien Loans*
CLO Liabilities*
Investment Products
Broadly Syndicated Loans
Middle Market Lending and Late Stage Lending
Resources
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY 23
Alignment of Interest
− Principals, employees and their families have over $250MM committed in the Firm’s various funds
Affiliate Investments
Aligned Compensation
Attractive Fee Structure − Preferred return and full clawback
− No fee on undrawn commitments
− Senior professionals share in the Firm’s performance through GC Ownership Plan
− Compensation of investment professionals tied to credit losses
− Compensation structure drives focus on deal performance rather than deal volume
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY
Why GCP 11 04
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY 25
Proprietary GCP Fund Structure
1. Investments are indirectly held through holding companies, financing securitizations (CLOs) or bank credit facilities.
2. Please see slides titled, “GCP Portfolio Highlights.”
There is no guarantee that all of these objectives will be met. Investment carries the risk of loss.
Advantages of GCP 111,2
1. Diversification
2. Immediate access to a seasoned, healthy portfolio
3. Efficient ramp-up and ramp-down periods
4. Access to diversified leverage facilities
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY 26
GCP Portfolio Highlights1
Top 10 Investments12%
14%
2%
2%
3%
3%
3%
4%
6%
7%
8%
10%
18%
20%
Other
Insurance
Printing and Publishing
Aerospace and Defense
Personal and Non Durable Consumer Products (Mfg. Only)
Diversified/Conglomerate Manufacturing
Automobile
Personal, Food and Miscellaneous Services
Beverage, Food and Tobacco
Electronics
Retail Stores
Diversified/Conglomerate Service
Healthcare, Education and Childcare
Investments by IndustryPosition Size (0.2% avg. size)
Top 25 Investments25%
Remaining 413 Investments75%
1. Investments are indirectly held through holding companies, financing securitizations (CLOs) or bank credit facilities.
2. Industries with less than 2% exposure.
Reflects Golub Capital Partners Domestic Funds portfolio highlights as of December 31, 2016.
2
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY
1. Please see slide titled, “GCP Portfolio Highlights.”
2. The Portfolio Life-cycle illustration depicts the ramp-up and ramp-down periods a typical private credit fund experiences during its life-cycle.
3. The “J Curve” effect refers to losses that may occur at the beginning of a fund’s life, such as those that commonly occur with a traditional private equity fund. GCP 11 may experience somewhat lower returns at the beginning of its life, but it is designed to avoid this traditional J Curve effect. For more information on J Curve risk and other risks the fund may be subject to, please see the private placement memorandum for the fund
27
The GCP structure seeks to avoid sub-optimal ramp-up and ramp-down periods and J-curve risk
GCP Funds Deliver Efficient Structure
J-curve Illustration3
Economic Benefit
Time
1.Ownership in an existing, diversified portfolio of loans1 over the entire fund life
2. Immediate quarterly distributions
3. No J-curve risk
Re
turn
s
GCP 11Sample Private Equity Fund
Portfolio Life-cycle Illustration2
Time
GCP 11Sample Private Credit Fund
Portfolio fully invested
Po
rtfo
lio
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY
Leverage primarily takes the form of long-term financing securitizations (CLOs), of which the GCP funds typically retain the junior securities, or bank credit facilities
28
FINANCING SECURITIZATIONS(CLOs)*
Efficient Use of Leverage
Favorable
LessFavorable
BANK CREDIT FACILITIES
VeryFavorable
* Source: Golub Capital internal analysis and views as of December 31, 2016. These views are dependent upon market conditions and may change based upon market conditions.
FLEXIBILITY LOW COST TENOR AVAILABILITY FLEXIBILITY LOW COST TENOR AVAILABILITY
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY 29
A Compelling Investment Opportunity
1. Investments are indirectly held through holding companies, financing securitizations (CLOs) or bank credit facilities.
2. National Center for the Middle Market, “4Q 2016 Middle Market Indicator.”
3. Standard & Poor’s “LCD Middle Market Review 4Q 2016” – New-issue first-lien yield-to-maturity.
4. Please see slide titled, “Leading Market Position.”
5. Please see slide titled, “Gold Standard Resources.”
6. Performance is available upon request. Past performance is no guarantee of future results.
7. Please see slide titled, “GCP Funds Deliver Efficient Structure.”
8. P&I Magazine, “Investing In Middle Market Loans Supplement” (accessible at: http://bit.ly/1SM6vDo).
9. Golub Capital’s investment professionals, and their families, have over $250MM committed as limited partners to Golub Capital’s funds.
Based on Golub Capital internal analysis as of December 31, 2016.
We believe Middle Market Lending is an attractive investment in today’s environment
− Designed to excel in uncertain times and offers strong principal protection2
− Historically generated returns above large corporate loans3
− Provides a natural hedge against interest rates
Right Strategy:Middle Market Lending1
We believe Golub Capital is well-positioned to capitalize on the opportunity in middle market lending
− Leading market position with direct sponsor origination model4
− Broad product offering in the middle market5
− 20+ year operating history in the middle market
− Proprietary sourcing from repeat business with private equity firms and current borrowers
Right Manager:Golub Capital
Right Structure:GCP 11
We believe GCP 11 is the right vehicle for investing in middle market lending
− History of strong returns for precedent Golub Capital funds6
− Investor-friendly fee structure with no “J curve”7
− Historically low volatility with quarterly cash distributions of profit8
− Alignment of interests with management9
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY
Appendix:Direct Lending Canvas & Golub Capital Capabilities A
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Characteristics Golub Capital Focus Potential Alternative Options
Geographic Focus U.S. Non-U.S. or Mixed
Borrower Size Middle Market Small or Large Companies
Capital Structure Focus Senior Debt Junior Debt or Mixed
Borrower Ownership Sponsored Non-Sponsored
Risk Appetite Clean Business Storied Businesses
Investment Model Asset Manager Syndicator or Mixed
Sourcing Strategy Originator Desk Buyer
Suite of Products Broad Product Offering Limited Product Offering
Track Record* Long, Consistent Short, More Volatile
Capital Base Diversified, Long-Term Capital Base Single Investor
Direct lending strategies may vary on a broad number of characteristics – we believe investors should focus on a few main points and choose managers which meet the objectives they are seeking
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Direct Lending Canvas
* Performance is available upon request. Past performance is no guarantee of future results.This list is meant as a sample of potential ways in which managers may differ. Investors should determine which characteristics are right for their desired investment profile.Source: Golub Capital internal analysis as of December 31, 2016.
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Gold Standard Team
As of December 31, 2016.
* Golub Capital’s “Middle Market Lending” team includes: Origination, Underwriting, Capital Markets, Restructuring/Workouts, Late Stage Lending, and PEARLS/Club Finance investment professionals.
Middle Market Lending*85 Investment Professionals, including:12 Originators57 Underwriters
Portfolio Monitoring12 Investment Professionals
Broadly Syndicated Loans10 Investment Professionals
Business Development, Marketing & Investor Relations
Investing Corporate
Organizational Summary
Executive Management
Finance, Operations & Administration135 Team Members
Legal, Compliance & Strategic Finance18 Team Members
Treasury - Structured Finance2 Team Members
Business Development7 Professionals
Corporate Strategy & Development5 Team Members
Product Specialist7 Team Members
Marketing18 Team Members
Investor Relations23 Team Members
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Golub Capital has invested over $15MM in customized loan management systems, proprietary portfolio monitoring capabilities and workflow automation.
33
Our technology systems are flexible and scalable to support growth, manage operational risk and streamline processes
− Allows Golub Capital’s deal professionals, senior management, finance and operations teams to manage the portfolio, examine analytics in real time and enhance decision-making
− Permits Golub Capital to provide key third party constituents with detailed reports on portfolios
Gold Standard Technology
Customized Reporting
Customized Dashboards
Forecasting Analysis
WorkflowManagement
Portfolio ManagementRepository
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY
Appendix: Experienced Team of Professionals B
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Experienced Team of Professionals
NAME TITLEYEARS
EXPERIENCE PREVIOUS WORK EXPERIENCE
Lawrence E. Golub Chief Executive Officer 32 years Bankers Trust; Wasserstein Perella; Allen & Company
David B. Golub President 29 years Centre Partners; Centre Pacific; Corporate Partners/Lazard
Middle Market Lending
Andrew H. SteuermanHead of Middle Market Lending &Late Stage Lending
27 years Albion Alliance; Bankers Trust; New York Life
Gregory W. Cashman Senior Managing Director 24 years Bristol-Myers Squibb; Arthur Andersen
Spyro G. Alexopoulos Managing Director 18 years Silver Point Capital; GE Capital
Brian J. Carroll Managing Director 19 years CapitalSource; GE Capital; Ernst & Young
Hyun J. Chang Managing Director 14 years JP Morgan; ABN AMRO
Brian M. Crabb Managing Director 17 years Fifth Third Bank; CapitalSource; GE Capital
John C. (Chip) Cushman Managing Director 21 years GE Antares; Oaktree Capital Management; Deutsche Bank
Peter B. Fair Managing Director 23 years NXT Capital; Velocity Financial Group; TriplePoint Capital
Matthew B. Fulk Managing Director 15 years Indosuez Capital
Patrick W. Hayes Managing Director 29 years GE Capital Corporation; Heller Financial
Michael C. Loehrke Managing Director 20 years Monroe Capital; GE Asset Management; Arthur Andersen
Michael M. Meagher Managing Director 13 years Deutsche Bank; Preferred Real Estate Investments, Inc.
Troy A. Oder Managing Director 19 years Merrill Lynch Capital; Fleet Capital; Arthur Andersen
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY 36
Experienced Team of Professionals
NAME TITLEYEARS
EXPERIENCE PREVIOUS WORK EXPERIENCE
Middle Market Lending (continued)
Stefano F. Robertson Managing Director 21 years Antares Capital; Antares Special Opp. Partners; LaSalle Bank
Marc C. Robinson Managing Director 20 years Fulcrum Strategy; Freeport Financial; GE Capital
Robert G. Tuchscherer Managing Director 18 years GE Antares Capital; Heller Financial
Jason J. Van Dussen Managing Director 21 years CIT; FirstLight; GE Capital
Joseph T. Wilson Managing Director 30 years Citigroup; JP Morgan
Jon A. Charette Principal 16 years RBS Securities; First Union Capital Markets
Craig Palmer Principal 16 years Balyasny Asset Management; Merrill Lynch; LaSalle Bank
Robert B. Sverbilov Director 9 years NXT Capital; Medley Capital; Exigen Capital
Broadly Syndicated Loans
Christina D. Jamieson Head of Broadly Syndicated Loans 32 years Morgan Stanley Investment Management; Bank One/First Chicago
Dan P. Baginski Director of Investments 22 years GSO Capital Partners; RBC Capital Partners; Mizuho Financial Group
Scott M. Morrison Director of Research 22 years Deerfield Capital Management; NationsBank
Kenneth A. Selle Head Loan Trader 33 years Deerfield Capital Management; Bank One Capital Markets
Structured Products
Craig Benton Head of Structured Products 16 years Wachovia
Alan George Director, Structured Products 12 years LaSalle Bank
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Experienced Team of Professionals
NAME TITLEYEARS
EXPERIENCE PREVIOUS WORK EXPERIENCE
Corporate Strategy & Development
Gregory A. RobbinsManaging Director, Head of Corporate Strategy and Development
19 years Indosuez Capital; Saw Mill Capital
Jonathan D. Simmons Director 12 years Churchill Financial; JP Morgan
Ravdeep S. Anand Director 14 years Pernod Ricard; Pillsman Partners; Evercore Partners, Deutsche Bank
Business Development & Investor Relations
Alissa GradManaging Director, Co-Head of Business Development
16 years D.B. Zwirn & Co.; TAG Associates; JP Morgan
Karen Halliday Managing Director 25 years Silver Point Capital; GE Capital; Deutsche Bank/Bankers Trust
Richard D. Jacobson Managing Director 22 years Stern Capital; Indosuez Capital; SG Cowen; Chemical Bank
Ross Van der Linden Managing Director 18 yearsStormHarbour Securities/Fusion Advisory Partners; Wells Fargo/Wachovia
Michele D. Joyeux Co-Head of Business Development 12 years Ernst & Young
Mary P. Zillitto Director of Investor Relations 11 years Tekmark Global Solutions
Adam B. Kneller Director 11 years Welton Investment Partners; Seix Investment Advisors; BlackRock
Product Specialist
Jonathan Sachs Director 10 years J.P. Morgan Asset Management; UBS Global Asset Management
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY 38
Experienced Team of Professionals
NAME TITLEYEARS
EXPERIENCE PREVIOUS WORK EXPERIENCE
Corporate
Frank P. StraubChief Financial Officer &Chief Administrative Officer
21 years Deerfield Capital Management; Archipelago Exchange
Joshua M. LevinsonCo-General Counsel &Chief Compliance Officer
15 years Magnetar Capital; King & Spalding; Wilson Sonsini
Jenifer S. Brooks Chief Marketing Officer 21 years Bloomberg, L.P.; Siegel & Gale; Fulbright & Jaworski, L.L.P.
Susan M. Czarnecki Senior Director of Technology 32 years Morgan Stanley Investment Management; Van Kampen Investments
Judith A. RuschSenior Director, Operational Risk, Change Management & Administration
28 years GE Asset Management; Antares Capital; Ernst & Young
Martin J. McGrathChief Financial Officer, Private Funds
21 yearsTygris Commercial Finance; Merrill Lynch Capital; GE Commercial Finance
Ross A. TeuneChief Financial Officerof Golub Capital BDC
22 years Merrill Lynch Capital; Antares Capital; Heller Financial
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Investment Committee Member Biographies
32 years of principal investing experience
− Established the capital markets group and debt restructuring practice for Wasserstein Perella & Co., Inc.
− Engaged in principal investing, work outs and M&A at Allen & Company Incorporated
Active in civic and charitable activities
− Member of the Financial Control Board of the State of New York
− President of the Harvard University JD-MBA Alumni Association
− Treasurer for 15 years of the White House Fellows Foundation
Education
− Harvard College, AB ‘80, magna cum laude
− Harvard Law School, JD ’84, Harvard Law Review
− Harvard Business School, MBA ’84, Baker Scholar
Lawrence GolubChief Executive Officer
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Investment Committee Member Biographies
29 years of principal investing experience
− Joined Golub Capital in 2003 (served as a director since 1995). Prior thereto:
− Managing Director of Centre Partners/Lazard
− Founder and former chairman of Centre Pacific LLC, a manager of leveraged loans and high yield bonds with over $3 billion under management while he was employed there
Board Memberships
− Board member of Burton Snowboards
− Former board member of Tyco Toys (NYSE), Dollar Financial (NASDAQ) and numerous private companies
− Board member (formerly Chairman) and long-standing Director of the Michael J. Fox Foundation for Parkinson’s Research
Past civic and charitable activities
− Hudson Guild Board of Directors
− World Policy Institute Advisory Board
Education
− Harvard College, AB ‘83, magna cum laude
− Oxford University, Mphil ‘85, Marshall Scholar
− Stanford Business School, MBA ‘87, Arjay Miller Scholar
David GolubPresident
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Investment Committee Member Biographies
27 years of principal investing experience
− Heads Golub Capital’s Middle Market Lending and Late Stage Lending groups – overseeing origination, deal execution and capital markets and is a member of the firm’s investment and watch list committees. Prior thereto:
Managing Director at Albion Alliance
Vice President at Bankers Trust Alex Brown
Senior member of the Private Equity Group atNew York Life Insurance Company
− Advisory director of a number of Golub Capital’s portfolio companies
Education
− Pace University, BBA in Finance
− St. John’s University, MBA
Andrew H. SteuermanHead of Middle Market Lending& Late Stage Lending
24 years of principal investing experience
− Member of Golub Capital’s investment and watch list committees, and originates, executes and monitors investments for the firm. Prior thereto:
Manager of Business Development for the venture capital arm of Bristol-Myers Squibb’s Consumer Medicines Division
Senior Accountant of Arthur Andersen & Co.
− Director or advisory director of a number of Golub Capital’s portfolio companies
Education
− University of Virginia, BS in Commerce
− Darden School of Business, MBA
Gregory W. CashmanSenior Managing Director
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Additional Footnotes
Golub Capital Advantage
1. Please see slide titled, “Recurring Business From Private Equity Relationships.”
2. Please see slide titled, “Repeat Opportunities from Existing Borrowers.”
3. Please see slide titled, “Golub Capital as Lead Arranger.”
4. Please see slide titled, “Leading Provider of One-Stop Loans and Buy-and-Hold Solutions.”
5. Please see slide titled, “Direct Origination Engine with Proven Credit Discipline.”
6. Please see slide titled, “Gold Standard Resources.”
7. Please see slide titled, “Alignment of Interest.”
CONFIDENT IAL | FOR DISCUSSION PURPOSES ONLY 43
Important Investor Information
Golub Capital (including its various affiliates) creates and manages multiple investment funds. One of its control affiliates, GC Advisors LLC (“GC Advisors”), is registered as an investment adviser with the United States Securities and Exchange Commission (“SEC”). A number of other
investment advisers, such as GC Investment Management LLC, GC Synexus Advisors, LLC and Golub Capital International Management, LLC (collectively, the “Relying Advisers”), are registered in reliance upon GC Advisors’ registration. GC Advisors and the Relying Advisers
manage certain of Golub Capital’s affiliated funds. For a detailed description of GC Advisors and the Relying Advisers and their investment advisory fees, please see GC Advisors’ Form ADV Parts I and 2A on file with the SEC. The beneficial owners of Golub Capital are also the
beneficial owners of GC Advisors and the Relying Advisers. Certain references to Golub Capital relating to its private fund business may include activities other than the activities of GC Advisors or the Relying Advisers, or may include the activities of other Golub Capital affiliates in addition to
the activities of GC Advisors and the Relying Advisers.
The performance results are presented for Golub Capital’s managed funds as indicated. The performance presented does not represent the return of any individual investor. An individual’s net or
gross return may differ significantly due to differences in timing of investment. In fact, net or gross returns may be significantly higher or lower than an investor’s estimated return. Gross returns show gross performance of Golub Capital funds. Gross performance does not reflect a
deduction for management fees and/or incentive fees. Net returns reflect the deduction of all fund expenses including performance and investment advisory fees. For more detailed financial information, please refer to the financial statements that are provided as part of the standard
reporting package each quarter. Past performance does not guarantee future results.
Golub Capital investments are valued at each quarter-end at their fair value consistent with ASC Topic 820 and Golub Capital’s valuation policies and procedures. The Internal Rate of
Return (“IRR”) is the annualized effective compound rate of return and is based on starting capital accounts, distributions, capital calls, and ending capital accounts. The IRR performance calculation includes historical cash flows (in the case of investments, this includes the initial
investment, interest and principal received, and any additional receipts or payments, and in the case of funds, this includes all capital contributions and distributions) as well as the current fair value of each portfolio loan or other investment still outstanding. The current fair value of
outstanding portfolio loans or other investments that are not actively traded is determined in accordance with the valuation policies and procedures as summarized in GC Advisors’ Form ADV Part 2A.
The determination of the current fair value of each portfolio loan or other investment is based on several inputs, including, among other factors, scheduled payments and comparable market yields. Because many of the loans or other investments are not actively traded, this determination of
current fair value is a material factor in determining IRR performance. Actual amounts subsequently realized on an investment may differ materially from the current fair value, and accordingly the actual IRR performance may differ materially from that stated herein.
The value of investments and the income derived from investments can go down as well as up. Future returns are not guaranteed, and a loss of principal may occur. An investment in any
Golub Capital affiliated fund will be subject to a variety of risks (which are described in that affiliated fund’s confidential offering memorandum), and there can be no assurance that any Golub Capital affiliated fund will meet its investment objective or that any such fund will not
incur losses. Certain statements herein constitute forward-looking statements, which relate to future events, future performance or financial condition, and are subject to change for any reason.
Special Disclosure related to Golub Capital Insurance Fund (“GIDF”): The Golub Capital Insurance Fund Series of the SALI Multi-Series Fund, L.P. (the “Series”) is a private investment fund for which GC Advisors LLC serves as nondiscretionary subadviser. The
investment manager, SALI Fund Management, LLC (the “Adviser”) retains investment discretion over the Series, and GC Advisors makes investment recommendations to the Adviser. While the Adviser is not bound to follow the recommendations of GC Advisors, it has historically done so.
The GIDF investment objective is to provide investors with exposure to the credit markets, with an emphasis on U.S. middle market lending. Investments in the Series are available only to variable life insurance and variable annuity contracts sold through licensed insurance brokers in compliance
with applicable laws. GIDF may invest its capital into funds managed by GC Advisors and/or its affiliates. As such, GIDF should not be considered a proper diversification tool by investors who also invest in funds advised by GC Advisors or its affiliates.
The portfolio funds’ investments are valued each quarter-end at their fair value consistent with ASC Topic 820 and GC Advisors and the Adviser’s valuation policies and procedures. The fair value of outstanding portfolio loans or other investments that are not actively traded is
determined by GC Advisors and the Adviser in accordance with their valuation policies and procedures, which are summarized in the GC Advisors’ and the Adviser’s Form ADV Part 2A. This determination is based on several inputs, including, among other factors, scheduled
payments and comparable market yields. Because many of the loans or other investments are not actively traded, this determination of fair value is a material factor in determining performance. Actual amounts subsequently realized on an investment may differ materially
from the fair value, and accordingly the actual performance may differ materially from that stated herein.
The Adviser is an investment adviser registered with the SEC. For a detailed description of the
Adviser and its investment advisory fees see the Adviser’s Form ADV Parts 1 and 2A on file with the SEC.
Before making the investment decision with respect to the Series and related insurance
company products, potential investors are advised to read carefully the Series Supplement, limited partnership agreement and related insurance contract, and to consult with their tax, legal and financial advisors. As described in the Series Supplement, investments in hedge
funds and funds of hedge funds are speculative and should only be made by sophisticated investors that can afford the risk of loss.
This document is intended for investor information and broker-dealer/financial institution
internal use only. Do not copy. Do not distribute.