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INVESTMENT / PERFORMANCE DISCLAIMER:
The Information contained in this e-mail is for informational purposes only and does not constitute and should not be construed as an offer to sell or solicitation of an offer to buy any securities or related financial instruments in any jurisdiction in which such offer or solicitation, purchase or sale would be unlawful under the securities, insurance or other laws of such jurisdiction. Any such solicitation will only be made through formal offering materials that will include, among other disclosures, numerous risk factors relating to private equity investments. Gross IRR is computed based on the actual daily cash inflows and outflows. IRRs for investments not fully realized have been calculated by assuming that the remaining interests had been sold on the last day of the most recent quarter end (the “Measurement Date”) for proceeds equal to the unrealized value (all unrealized investments are valued at fair value in accordance with Generally Accepted Accounting Principles (GAAP), plus or minus a foreign exchange and hedge adjustment where applicable), and there can be no assurance that such remaining interest will ultimately be realized for such value. All Gross IRR calculations are before fund expenses, management fees and carried interest. “Net IRR” is computed using Investor Limited Partner (“ILP”) cash inflows (i.e., capital contributions) and outflows (i.e., distributions) and ILP capital account balances at the end of the period as of each Measurement Date. The Net IRR is presented inception to date, and is net of all fees, expenses and management fees and general partner carried interest allocations, if any, assuming disposition of assets at the value reported as of the Measurement Date. Net IRRs for funds and accounts with less than one year of operations may not be meaningful. To the extent that a fund advised by TowerBrook (a “TowerBrook Fund”) uses a credit facility to fund investments or expenses in advance of calling capital from limited partners, (i) Net IRR would differ from what it would have been had such credit facility not been used and (ii) as the relevant contribution date for purposes of computing Net IRR is the date of the capital contribution by limited partners, the contribution date will be later in time and the Net IRR will be higher. Net IRRs exclude the impact of blocker-level expenses of 0.2% for Fund II, 0.5% for Fund III, and 0.2% for TSO, incurred as a result of the use of special purpose investment vehicles for tax structuring purposes. For Fund IV and Fund I, such expenses have not been excluded as the impact of such exclusion would not be meaningful. Gross MoM is computed as the ratio of Total Value to Invested Capital. Total Value equals the sum of (i) realized proceeds (all cash dividends, interest income, hedge proceeds or payments, and cash proceeds from dispositions of interests in portfolio companies), plus (ii) unrealized value. Invested Capital equals the total capital invested by a TowerBrook Fund and certain co-investors in a portfolio company or other investment. For some investments, certain co-investors’ invested capital may be considered as part of the TowerBrook Funds’ capital for purposes of calculating returns; however, the inclusion of co-investors’ invested capital as part of the TowerBrook Funds’ committed Invested Capital does not result in a material difference in the Gross IRR and Gross MoM returns. PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS. TowerBrook may from time to time invest in non-listed debt securities and may be in possession of non-public information in connection with those securities.
TowerBrook Capital Partners L.P. is registered as an investment adviser with the SEC and located at Park Avenue Tower, 65 East 55th Street, New York, NY 10022, USA. TowerBrook Capital Partners (U.K.) LLP is authorized and regulated by the FCA and registered in England & Wales under number OC311344, with registered office at 1 St. James’s Market, Carlton Street, London, SW1Y 4AH, UK.