Transaction Details

Footnotes

Dr. Leff does not own these shares in his individual capacity. These shares are owned directly by Luminari Capital, L.P. ("Luminari Capital"). The general partner of Luminari Capital is Luminari Capital Partners, LLC. Edgar Bronfman has an assignee interest in Luminari Capital Partners, LLC. Dr. Leff, as managing member of Luminari Capital Partners, LLC, may be deemed to have shared voting and investment power with respect to these securities. Each of Dr. Leff, Mr. Bronfman and Luminari Capital Partners, LLC disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein and the inclusion of these securities in this filing shall not be deemed an admission by any of them of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. | Dr. Leff does not own these shares in his individual capacity. These shares are owned directly by Waverley Capital, L.P. ("Waverley Capital"). The general partner of Waverley Capital is Waverley Capital Partners, LLC. Dr. Leff and Mr. Bronfman, as managing members of Waverley Capital Partners, LLC, may be deemed to have shared voting and investment power with respect to these securities. Each of Dr. Leff, Mr. Bronfman and Waverley Capital Partners, LLC disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein and the inclusion of these securities in this filing shall not be deemed an admission by any of them of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.