Id | Content |
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F1 | Neuberger Berman Investment Advisers LLC ("NBIA") serves as investment adviser to each of Neuberger Berman Opportunistic Capital Solutions Master Fund LP ("Master Fund") and NBOKS Co-Invest Fund I LP ("Co-Invest Fund") and, in such capacity, exercises voting or investment power over the shares held directly by Master Fund and Co-Invest Fund. Neuberger Berman Investment Advisers Holdings LLC is the holding company of NBIA and a subsidiary of Neuberger Berman Group LLC. |
F2 | Reflects a pro-rata, in-kind distribution of 7,625,000 shares of Class A Common Stock from CC Neuberger Principal Holdings I Sponsor LLC ("Sponsor") to Master Fund on February 21, 2023, for no consideration. Sponsor also distributed to Master Fund 5,140,000 warrants to purchase shares of Class A Common Stock on February 21, 2023, pro-rata, in-kind and for no consideration. Each transaction resulted solely in a change in Master Fund's form of ownership and thus was exempt from Section 16 pursuant to Rule 16a-13 under the Exchange Act. |
F3 | Co-Invest Fund distributed these shares in-kind to its members on a pro-rata basis, for no consideration. |
Master Fund has the contractual right to designate two members to the Issuer's board of directors. Accordingly, each of the Reporting Persons is deemed to be a "director by deputization", as such term is used for purposes of Section 16 of the Exchange Act, of the Issuer.