Disclosure

Pursuant to SEC Rule 206(4)-1 (the New Marketing Rule), Kelson Capital, LLC (the "Agent" or "Promoter") has been engaged as a referral agent by and contracted with represented Managers (the "Advisor") for various privately placed investment vehicles (each individually a "Fund," collectively, the "Funds," and, together with the Advisor and its respective affiliates, the "Entities"), and is entitled to success-based or other cash compensation in connection with those representations. The Agent has an incentive to endorse the Funds as a result of this compensation, resulting in a material conflict of interest. The Agent may be an advisor to the fund and/or an investor in the Funds managed by the Advisor. The Agent has endorsed and placed investors in prior funds advised by the Advisor. Various potential and actual conflicts of interest may exist or arise from the Agent's business activities, advisory and investment relationships with the Entities, and investors whom the Agent solicits. Terms, amount, and duration vary depending on the manager, for example twenty-five percent of gross fees for as long as invested. All fees are borne entirely by the manager, with no additional costs to the investor. Additional information is available from the Agent upon request.