Transaction Details

Footnotes

Shares reported herein as beneficially owned represent 11,170,042 shares held by Abrams Capital Partners II, L.P. ("ACP II"), 11,782,400 shares held by Riva Capital Partners IV, L.P. ("Riva IV"), 739,652 shares held by Abrams Capital Partners I, L.P. ("ACPI"), 1,259,199 shares held by Whitecrest Partners, LP ("WCP"), 625,253 shares held by Great Hollow International, L.P. ("GHI"), and 7,177,385 shares held by Riva Capital Partners V, L.P. ("Riva V", and, together with ACPI, ACP II, WCP, GHI and Riva IV, collectively the "Abrams Funds"). Of the shares sold on May 15, 2025, 1,593,965 shares were sold by ACP II, 1,681,349 shares were sold by Riva IV, 105,548 shares were sold by ACPI, 179,688 shares were sold by WCP, 89,223 shares were sold by GHI, and 1,024,213 shares were sold by Riva V. | The Reporting Person is the managing member of (i) Abrams Capital, LLC, which is the general partner of each of ACP I, ACP II and WCP, (ii) Great Hollow Partners, LLC, which is the general partner of GHI, (iii) Riva Capital Management IV, LLC, which is the general partner of Riva IV, and (iv) Riva Capital Management V, LLC, which is the general partner of Riva V. In addition, the Reporting Person is the managing member of Abrams Capital Management, LLC, which is the general partner of Abrams Capital Management, L.P., which is the investment manager of each of the Abrams Funds. | (Continued from footnote 2) As a result of the relationships described in this footnote, the Reporting Person may be deemed to share voting and dispositive power with respect to the shares held by each of the Abrams Funds. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.