<table><tr><th>From:</th><th>jeffrey E. &lt;jeevacation@gmail.com&gt;</th></tr><tr><td>Sent:
To:</td><td>Friday, January 5, 2018 9:55 PM
Richard Kahn</td></tr><tr><td>Subject:</td><td>Re: Enhanced Share Class - Boothbay</td></tr></table>

wait,

On Fri, Jan 5, 2018 at 4:51 PM, Richard Kahn <

wrote:

when i called back and questioned =he new response from freddie was that it was capacity constrained as they =ere only taking 50mm and with our 7.5mm they would be at 30mm

freddie =ow says that they are using 1.5% as a deterrent so everyone does not move =o fund...i said that was silly as an asked us to move money to enha=ced fund...

answers are sloppy and all over the place„i asked t= speak with an and was told he could not talk as it is past sundown,,,

should i send in paperwork with 1% or wait til monda= with the chance we may not be in fund until Feb 1st.. please ad=ise thank you

Richard Kahn
HBRK Associates Inc.
575 Lexington
<https://maps.google.com/?q=575+Lexington%C2%A0Avenue+4th+Floor+New+York,+NY%C2%A010022&e=try=gmail&source=g> Avenue 4th Floor
<https://maps=google.com/?q=575+Lexington%C2%A0Avenue+4th+Floor+New+York,+NY%C2%A01002=&entry=gmail&source=g>

New York, NY 10022

On Jan 5, 2018, at 4:41 PM, jeffrey=E. <jeevacat=on@gmail.com <mailto:jeevacat=on@gmail.com>>
wrote:

why is leverage more mgmt intens=ve?

On =ri, Jan 5, 2018 at 4:34 PM, Richard Kahn <richardkahn12@gmail.com</=>> wrote:

i questioned and their response was more leverage and that =veryone in enhanced is paying the same fee of 1.5%..

Richard Kahn
HBRK Associates Inc.
575 Lexington

<https://maps.google.com/?q=575+Lexington%C2%A0Avenue+4th+Floor+New+York,+NY%C2%A010022&e=try=gmail&source=g> Ave=ue 4th Floor

New York, NY

<https://maps.google.com/?q=575+Lexington%=2%A0Avenue+4th+Floor+New+York,+NY%C2%A010022&entry=gmail&source=3Dg> 10022

<https://maps.googl=.com/?q=575+Lexington%C2%A0Avenue+4th+Floor+New+York,+NY%C2%A010022&=ntry=gmail&source=g>

Begin forwarded message:

From: Richard Kahn <richardkahn12@gmail.com <mailto:richardkahn12@gmail.com>>

Subject: Fwd: Enhanced Share Class - Boot=bay

Date: January 5, 2018 at 3:11:25 PM EST

To: "jeffrey E." <jeevacation@gmail.com>
=/span>

attached below ar= darren questions and responses

highlights are as follo=s:

a) incentive allocation is 14% not 15% per ori=inal fund

b) mgmt fee is 1.5% not 1% per original fund

d) investment subject to 10% walk away rights
=div>

please advise if ok to sign attached 3 p=ge conversion agreement once above language

is incorporated

thank you

Richard Kahn

HBRK Associates Inc.

575 Lexington

<https://maps.google.com/?q=575+Lexington%C2%A0Avenue+4th+Floor+New+York,+NY%C2%A010022&e=try=gmail&source=g> Ave=ue 4th Floor

## New York, NY

<https://maps.google.com/?q=575+Lexington%=2%A0Avenue+4th+Floor+New+York,+NY%C2%A010022&entry=gmail&source=3Dg> 10022

<https://maps.googl=.com/?q=575+Lexington%C2%A0Avenue+4th+Floor+New+York,+NY%C2%A010022&=ntry=gmail&source=g>

tel 212-971-130=
fax 212-320-0381 <tel:(212)%20320-0381>
cell 917-414-7584 <tel:(917)%20414-7584>

Begin forwarded message:

From: Freddie Richardson <FRichardson@bbaymgmt.com <mailto:FRichardson@bbaymgmt.com> >

Subject: RE: Enhanced Share Class<=b>

Date: J=nuary 5, 2018 at 10:24:40 AM EST

=b>To: 'Richard Kahn' <richardkahn12@gmail.com <mailto:ric=ardkahn12@gmail.com> >

=/span>
Cc: Daniel Blo=m <DBloom@bbay=gmt.com <mailto:DBloom@bbaymgmt.com> >

Hi Richard,

Tha=k you and our comments below.

Frederick Richardson
Boothbay Fund Management
810 Seventh Avenue, <https://maps.google.com/?q=810+Seventh+Av=nue,%C2%A0+6th+Floor____New+York,+NY+10019&entry=gmail&sour ce==> 6th Floor

## New York, NY (cont.)

<https://maps..oogle.com/?q=810+Seventh+ Avenue,%C2%A0+6th+Floor____New+York,+NY+10019&a=p;entry=mail& source=g> <=u>

New York, NY 10019

<https://maps.goog=e.com/?q=810+Seventh+Avenue,%C2%A0+6th+Floor____New+York,+NY+10019&e=try=gmail&source=g>

212.332.2684 <tel:(212)%20=32-2684> <=>

mailto:richardkahn12@gmail.com]
Sent:Q=A0Friday, January 05, 2018 8:55 AM
To: Freddie Richardson
Cc: Daniel Bloom
Subject: Enhanced Share Class
</=iv>

p=ease review and lets discuss later today
thank you

## =C2?

Because of the additio=al letter agreement, it appears that the following would apply to our inve=tment, assuming we would be investing in the 2A-E interests:=/div>

1. .=A0 Inste=d of a 16.5% incentive allocation, our investment would be subject to a 15= investment allocation for the life of the investment. 14%

<=div>

2. =C* Our loss recovery account would carry over to the new investment.

Th=re is no loss

=U>

3. The letter contemplates calculation of inc=ntive allocations from the last time it was calculated of BBARS, but given=that our converted investment will be as of January 40=A0 1, 20=8, I don't think that aspect applies to us. I believe the in=entive allocation will be performed for BBARS as usual for the year ending=12/31/2017 and then start =C2* new for the converted investm=nt as of Jan 1. Please confirm with Ari. Correct=/u>

4. 40=A0 2A-E interest, minus 1% per annum equal to Class 2F interests, or a .5% m=nagement fee. Is that correct? please check with Ari. Its 1=5

S. There will be a full one-year soft lock u= for our converted interests, even

though we have been in Boothbay f=r many years. Please speak to Ari and have him 4)=A0 =C24, eliminate the soft lock. We cannot elim=nate the 1 year soft lock. The entire product was originally created to be=a 2 year vehicle but we created the 'time spent' concept s= a one year option was available for you. An is happy to discuss class="m_-7656355489899509323m_-7124137121599334510m_-2985210604858=19055Apple-converted-space"> further.=span

=div>

6. =C* This new inves=ment should still be subject to our 10% walk away
rights as provided in ou= current side agreement. Ok

Thanks.

?=A0

Richard Kahn

## =C2? (cont.)

**HBRK Associates Inc.**

*   **Address:** 575 Lexington Avenue, 4th Floor, New York, NY 10022
*   **Phone:** 212-971-1306
*   **Fax:** 646-350-0954
*   **Cell:** 917-414-7584
*   **Email:** jeevacation@gmail.com

The email contains confidential attorney-client privileged information and unauthorized use is strictly prohibited.

## =C2? (cont.)

=C2Q please note

The information contained in this co=munication is confidential, may be attorney-client privileged, may c=nstitute inside information, and is intended only for the use of the ad=ressee. It is the property of

## JEE

Unauthorized use, disclosure or co=ying of this communication or any part thereof is strictly prohibitedand may be unlawful. If you

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