Calmwater Asset Management, LLC ("Calmwater Capital" or "Calmwater"), a Delaware limited liability company, was formed in 2015. Calmwater Capital is principally owned by The CHT Trust through CAM Holdings Management, LLC.
Calmwater Capital provides discretionary investment advisory services to pooled investment vehicles that are exempt from registration under the Investment Company Act of 1940, as amended (the "Investment Company Act") and whose securities are not registered under the Securities Act of 1933, as amended (the "Securities Act").
Calmwater Capital currently provides investment advisory services to Calmwater Capital 3, LLC, a California limited liability company ("Fund I"). Calmwater Capital also provides investment advisory services to a master fund structure consisting of U.S. Real Estate Credit Master Fund III ICAV (the "Master Fund"), an Irish Collective Asset Management Vehicle, U.S. Real Estate Credit Mini-Master Fund III, LP, a Cayman Islands exempted limited partnership; US Real Estate Credit Offshore Fund III, LP, a Cayman Islands exempted limited partnership, and US Real Estate Credit Fund III, LP, a Delaware limited partnership (collectively, "Fund III" and together with Fund I, the "Funds"). Calmwater Capital has also launched Calmwater Real Estate Credit Fund IV, LP and its parallel fund, Calmwater Real Estate Credit Fund IV PF, LP (together, "Fund IV"). Calmwater Real Estate Credit Fund IV GP, LLC is the general partner and sponsor to Fund IV.
A Fund's general partner may, in its sole discretion, make available co-investment opportunities to another fund managed by Calmwater Capital or an affiliate or strategic or other investors. Such investments may be offered directly, or indirectly through the establishment of a co-investment vehicle (each a "Co-Investment Vehicle" and, collectively with the Funds, the "Advisory Clients"). Calmwater Capital in its sole discretion shall allocate the available investment among the Funds and the persons, if any, who are co-investing (subject to certain limitations in the Governing Documents (as defined

below). Co-investment opportunities may be offered to some but not all investors.
Advisory Clients invest primarily in senior loans originated by Calmwater Capital that are secured typically by office, industrial, retail, multi-family, and hospitality properties in the United States. While Calmwater Capital is focused on secured commercial real estate bridge lending, primarily senior loans, Calmwater Capital may also make other loan or real estate investments. Each Fund's investment objective and/or parameters are set forth in the Fund's applicable governing documents (the "Fund Documents") provided to each investor in the Fund ("Investor").
Calmwater Capital limits its services to advising Advisory Clients on investments in loans and similar instruments. However, Calmwater Capital does not tailor its advisory services to the individual needs of Investors, and Investors may not impose restrictions on investing in certain securities or types of investments. As applicable, the Fund Documents for a Fund set forth the Fund's investment strategy, including guidelines regarding the types of instruments the Fund will invest in and portfolio limits (if any).
Certain Funds have entered into side letter agreements with one or more Investors that provide such Investors with terms additional to or different from those set forth in the Fund Documents. Such side letters cover may different topics, including without limitation, "most favored nations" rights; advisory committee appointments; modified notice or reporting requirements; confidentiality; participation in co- investments opportunities, alternative investment vehicles or parallel funds; transfers; use of placement agents; borrowing; modified carried interest calculation; capital commitment requirements or restrictions; Master Fund ownership requirements; the right to receive certain special allocations; and certain other matters relating to an investment in the Fund(s).
4 As of December 31, 2023, Calmwater Capital manages $1,132,879,430 in assets under management, all on a discretionary basis.