Transaction Details

Footnotes

This Form 4 is filed jointly by GCM Grosvenor IC SPV, LLC ("GCM SPV"), GCM Grosvenor IC SPV 2, LLC ("GCM SPV2"), GCM Grosvenor L.P. ("GCM Grosvenor"), GCM, L.L.C., GCM Investments GP, LLC ("GCM GP"), Grosvenor Capital Management Holdings, LLLP ("Grosvenor Capital Holdings"), GCM Grosvenor Holdings, LLC ("GCM Holdings"), GCM Grosvenor Inc. ("GCM"), GCM V, L.L.C. ("GCM V"), GCM Special Opportunities Master Fund, Ltd. ("SOF"), and Michael J. Sacks (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a group for purposes of Section 13(d) of the Securities Exchange Act of 1934 (the "Exchange Act") that may be deemed to collectively beneficially own over 10% of the Issuer's outstanding shares of Common Stock. | This filing shall not be deemed to be an affirmation that such a group exists for purposes of the Exchange Act or for any other purpose or that any such Reporting Person is a beneficial owner of securities of the Issuer. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. To enable the Reporting Persons to gain access to the Securities and Exchange Commission's electronic filing system (which only accepts a maximum of 10 joint filers per report), this report is the first of two identical reports relating to the same transactions being filed with the Securities and Exchange Commission. | Securities owned directly by GCM SPV. GCM GP, as the managing member of GCM SPV, may be deemed to beneficially own such securities. GCM Grosvenor, as the investment manager of GCM SPV, may be deemed to beneficially own such securities. GCM, L.L.C., as general partner of GCM Grosvenor, may be deemed to beneficially own such securities. Grosvenor Capital Holdings, as the sole member of GCM GP and GCM, L.L.C., may be deemed to beneficially own such securities. GCM Holdings, as the general partner of Grosvenor Capital Holdings, may be deemed to beneficially own such securities. GCM, as the sole member of GCM Holdings, may be deemed to beneficially own such securities. GCM V, as a shareholder of GCM, may be deemed to beneficially own such securities. Mr. Sacks, as manager of GCM V, may be deemed to beneficially own such securities. | Securities owned directly by GCM SPV2. GCM GP, as the managing member of GCM SPV2, may be deemed to beneficially own such securities. GCM Grosvenor, as the investment manager of GCM SPV2, may be deemed to beneficially own such securities. GCM, L.L.C., as general partner of GCM Grosvenor, may be deemed to beneficially own such securities. Grosvenor Capital Holdings, as the sole member of GCM GP and GCM, L.L.C., may be deemed to beneficially own such securities. GCM Holdings, as the general partner of Grosvenor Capital Holdings, may be deemed to beneficially own such securities. GCM, as the sole member of GCM Holdings, may be deemed to beneficially own such securities. GCM V, as a shareholder of GCM, may be deemed to beneficially own such securities. Mr. Sacks, as manager of GCM V, may be deemed to beneficially own such securities. | Securities owned directly by SOF. GCM Grosvenor, as the investment manager of SOF, may be deemed to beneficially own such securities. GCM, L.L.C., as general partner of GCM Grosvenor, may be deemed to beneficially own such securities. Grosvenor Capital Holdings, as the sole member of GCM, L.L.C., may be deemed to beneficially own such securities. GCM Holdings, as the general parter of Grosvenor Capital Holdings, may be deemed to beneficially own such securities. GCM, as the sole member of GCM Holdings, may be deemed to beneficially own such securities. GCM V, as a shareholder of GCM, may be deemed to beneficially own such securities. Mr. Sacks, as manager of GCM V, may be deemed to beneficially own such securities.