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If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) |
Shares acquired pursuant to a reorganization as described in the Issuer's registration statement on Form S-1 (Registration No. 333-121086). |
(2) |
Represents 7,540,438 shares of Common Stock held by Providence Equity Partners IV, L.P. and 24,321 shares of Common Stock held by Providence Operating Partners IV, L.P. The general partner of each of these entities is Providence Equity GP IV, L.P. and Providence Equity Partners IV, LLC is the general partner of Providence Equity GP IV, L.P. Providence Equity Partners IV, LLC has the sole power to direct the voting and disposition of the shares. As a result, each of the entities may be deemed to share beneficial ownership of the shares owned by the others. Each of the entities disclaims beneficial ownership of such shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purpose of Section 16 or for any other purpose, except to the extent of its pecuniary interest therein. |
(3) |
Mark A. Pelson is a director of the Issuer and a managing director of Providence Equity Partners IV, LLC and its affiliates ("Providence Equity") and holds a minority interest in the Providence Equity funds that own shares of the Issuer?s Common Stock. As a result, Mr. Pelson may be deemed to share beneficial ownership of the shares of Common Stock owned by Providence Equity. Mr. Pelson disclaims beneficial ownership of such shares, and this report shall not be deemed an admission that Mr. Pelson is the beneficial owner of the securities for purpose of Section 16 or for any other purpose, except to the extent of his pecuniary interest therein. Mr. Pelson will resign on the closing date of the issuer's initial public offering and thereby cease being a reporting person. |