CYRUS CAPITAL PARTNERS, L.P.

Row 1 · 2019-05-16 · Sale · Disposed 125,315 · Balance 145,301

F1: The Common Shares of Sphere 3D Corp. (the "Issuer") were directly owned, and sold, by FBC Holdings S.a r.l. ("FBC").

F2: The price per share reported in Column 4 is a weighted average price. These Common Shares were sold in multiple transactions at prices ranging US$2.05 to US$2.29, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the Staff of the Securities Exchange Commission, upon request, full information regarding the number of Common Shares sold at each separate price within the range set forth in this footnote.

F3: This statement is being filed by Cyrus Capital Partners, L.P. ("Cyrus"), FBC, Cyrus Capital Partners GP, L.L.C. ("Cyrus GP"), and Stephen C. Freidheim (each of Cyrus, FBC, Cyrus GP, and Mr. Freidheim, collectively the "Reporting Persons"). FBC, is a wholly owned subsidiary of certain funds advised and managed by Cyrus, each of which are private investment funds engaged in the business of acquiring, holding and disposing of investments in various companies.

F4: Cyrus is the manager of FBC and the investment manager of each private fund holding an interest in FBC. Cyrus GP is the general partner of Cyrus. Mr. Freidheim is the sole member/manager of Cyrus GP. Mr. Freidheim is also the Chief Investment Officer of Cyrus.

F5: Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that each Reporting Person was, for the purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any securities of the Issuer held by the Reporting Persons, and such beneficial ownership was and is expressly disclaimed by the Reporting Persons except to the extent of their pecuniary interest.

Row 1 · 2025-09-09 · Sale · Disposed 23,225 · Balance 20,600,123

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.25 to $13.255, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

F2: These securities of the Company are beneficially owned by (i) Cyrus Capital Partners, L.P. ("Cyrus Capital Partners"), as a result of being the investment manager of certain private investment funds that directly hold the securities, including Cyrus 1740 Master Fund, L.P., Canary SC Master Fund, L.P., Cyrus Opportunities Master Fund II, Ltd., Crescent 1, L.P., CRS Master Fund, L.P., Cyrus Select Opportunities Master Fund, Ltd., Cyrus Select Opportunities Master Fund II, L.P., Peterson Capital Investors LLC, and PJ A Capital LLC (the "Cyrus Funds"), (ii) Cyrus Capital Partners GP, L.L.C. ("Cyrus Capital GP"), as a result of being the sole general partner of Cyrus Capital Partners, and (iii) Stephen C. Freidheim, as a result of being the Chief Investment Officer of Cyrus Capital Partners and the sole member and manager of Cyrus Capital GP (collectively, the "Reporting Persons").

F3: (Continued from footnote 2) Each of the Reporting Persons disclaims beneficial ownership of any securities reported by any person except to the extent of his or its pecuniary interest therein, if any.

Row 2 · 2025-09-10 · Sale · Disposed 239,612 · Balance 20,360,511

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.25 to $13.4925, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

F2: These securities of the Company are beneficially owned by (i) Cyrus Capital Partners, L.P. ("Cyrus Capital Partners"), as a result of being the investment manager of certain private investment funds that directly hold the securities, including Cyrus 1740 Master Fund, L.P., Canary SC Master Fund, L.P., Cyrus Opportunities Master Fund II, Ltd., Crescent 1, L.P., CRS Master Fund, L.P., Cyrus Select Opportunities Master Fund, Ltd., Cyrus Select Opportunities Master Fund II, L.P., Peterson Capital Investors LLC, and PJ A Capital LLC (the "Cyrus Funds"), (ii) Cyrus Capital Partners GP, L.L.C. ("Cyrus Capital GP"), as a result of being the sole general partner of Cyrus Capital Partners, and (iii) Stephen C. Freidheim, as a result of being the Chief Investment Officer of Cyrus Capital Partners and the sole member and manager of Cyrus Capital GP (collectively, the "Reporting Persons").

F3: (Continued from footnote 2) Each of the Reporting Persons disclaims beneficial ownership of any securities reported by any person except to the extent of his or its pecuniary interest therein, if any.

Row 3 · 2025-09-11 · Sale · Disposed 350,566 · Balance 20,009,945

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.25 to $13.40, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

F2: These securities of the Company are beneficially owned by (i) Cyrus Capital Partners, L.P. ("Cyrus Capital Partners"), as a result of being the investment manager of certain private investment funds that directly hold the securities, including Cyrus 1740 Master Fund, L.P., Canary SC Master Fund, L.P., Cyrus Opportunities Master Fund II, Ltd., Crescent 1, L.P., CRS Master Fund, L.P., Cyrus Select Opportunities Master Fund, Ltd., Cyrus Select Opportunities Master Fund II, L.P., Peterson Capital Investors LLC, and PJ A Capital LLC (the "Cyrus Funds"), (ii) Cyrus Capital Partners GP, L.L.C. ("Cyrus Capital GP"), as a result of being the sole general partner of Cyrus Capital Partners, and (iii) Stephen C. Freidheim, as a result of being the Chief Investment Officer of Cyrus Capital Partners and the sole member and manager of Cyrus Capital GP (collectively, the "Reporting Persons").

F3: (Continued from footnote 2) Each of the Reporting Persons disclaims beneficial ownership of any securities reported by any person except to the extent of his or its pecuniary interest therein, if any.

Row 1 · 2022-05-05 · Sale · Disposed 2,165,000 · Balance 1,253,976

F1: The securities reported herein are held directly by: (i) Cyrus Opportunities Master Fund II, Ltd., (ii) CRS Master Fund, L.P., (iii) Crescent 1, L.P., and (iv) Cyrus Select Opportunities Master Fund, Ltd. (collectively, the "Cyrus Funds"). Cyrus Capital Partners LP ("CCP") serves as the investment manager to the Cyrus Funds. Cyrus Capital Partners GP, L.L.C. ("CCPGP") serves as the general partner of CCP. Stephen C. Freidheim serves as the principal of both CCP and CCPGP. All discretion over the investment activities of the Cyrus Funds has been delegated to CCP. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, if any.

Row 1 · 2019-11-01 · Disposition to issuer · Disposed 1,463,415 · Balance 0

F1: At 12:01 a.m. Boise, Idaho time on November 1, 2019 (the "Effective Time"), the previously announced Mergers (as defined below) contemplated by the Agreement and Plan of Merger, dated as of June 23, 2019 (the "Merger Agreement"), by and among US Ecology Holdings, Inc. ("Predecessor US Ecology"), US Ecology, Inc. ("Successor US Ecology"), Rooster Merger Sub, Inc. ("NRCG Merger Sub"), ECOL Merger Sub, Inc. ("ECOL Merger Sub"), and NRC Group Holdings Corp. (the "Issuer"), were consummated. At the Effective Time, each share of the Issuer's common stock issued and outstanding immediately prior to the Effective Time (other than cancelled shares) was automatically converted into (1) 0.196 (the "NRCG Exchange Ratio") of a share of Successor US Ecology common stock, (2) any cash in lieu of fractional shares of Successor US Ecology common stock payable pursuant to the Merger Agreement and

F2: (Continued from footnote 1) (3) any dividends or other distributions to which the holder thereof became entitled to upon the surrender of such shares of Issuer common stock in accordance with the Merger Agreement. At the Effective Time, each share of the Issuer's 7.00% Series A Convertible Cumulative Preferred Stock ("Series A Preferred Stock") issued and outstanding immediately prior to the Effective Time (other than Cancelled Series A Preferred Shares and Dissenting Shares (each as defined in the Merger Agreement)) was automatically converted into (1) a whole number of shares of Successor US Ecology common stock equal to the product of (a) the number of shares of Issuer common stock that such share of Series A Preferred Stock could be converted into at the Effective Time (including Fundamental Change Additional Shares and Accumulated Dividends (each as defined in the Certificate of Designations of the Series A Preferred Stock)) multiplied by (b) the NRCG Exchange Ratio,

F3: (Continued from footnote 2) (2) any cash in lieu of fractional shares of Successor US Ecology common stock payable pursuant to the Merger Agreement and (3) any dividends or other distributions to which the holder thereof became entitled to upon the surrender of such shares of Series A Preferred Stock in accordance with the Merger Agreement. As a result of the consummation of the Mergers, the reporting persons received: (i) 286,829 shares of Successor US Ecology common stock pursuant to the conversion of 1,463,415 shares of Issuer common stock and (ii) 927,818 shares of Successor US Ecology common stock pursuant to the conversion of 530,000 shares of Series A Preferred Stock. At the Effective Time, outstanding equity awards of the Issuer, including the options to purchase 25,000 shares of Issuer common stock that were granted to John Rapaport for service on the Issuer's Board of Directors (the "Board"),

F4: (Continued from footnote 3) were automatically assumed by Successor US Ecology and converted into equity awards of Successor US Ecology pursuant to the terms of the Merger Agreement. The options to purchase 25,000 shares of Issuer common stock were replaced with options to purchase 4,900 shares of Successor US Ecology common stock at an exercise price of $52.30 per share. Such options were subject to accelerated vesting and became immediately vested and exercisable at the Effective Time. Mr. Rapaport had served on the Issuer's Board as a representative of SBTS, LLC ("SBTS") and its affiliates and resigned his Board position immediately prior to the Effective Time. Mr. Rapaport held the options for the benefit of SBTS. Because Mr. Rapaport served on the Board as a representative of SBTS and its affiliates,

F5: (Continued from footnote 4) Mr. Rapaport did not have a right to any economic interest in securities of the Issuer granted to him by the Issuer in respect of his Board position. SBTS was entitled to receive all of the economic interest in securities granted to Mr. Rapaport by the Issuer in respect of Mr. Rapaport's Board position. Mr. Rapaport disclaimed any direct beneficial ownership of the Issuer's securities to which this report relates and at no time did Mr. Rapaport have any economic interest in such securities except any indirect economic interest through SBTS and its affiliates.

F6: Securities of the Issuer that were held directly by SBTS. Stephen C. Freidheim may have been deemed to have indirectly beneficially owned the securities that were directly held by SBTS because Mr. Freidheim may have been deemed to have had voting and investment power over such securities as the sole member and manager of Cyrus Capital Partners GP, L.L.C. ("Cyrus Capital GP") and the Chief Investment Officer of Cyrus Capital Partners, L.P. ("Cyrus Capital Partners"). Cyrus Capital GP is the general partner of Cyrus Capital Partners and Cyrus Capital Partners is the Manager of SBTS. Cyrus Capital Partners, Cyrus Capital GP and Mr. Freidheim may have been deemed to have had a pecuniary interest in a portion of the securities that were held directly by SBTS due to Cyrus Capital Partners' right to a right to receive performance-based allocations.

F7: (Continued from footnote 6) Each of Stephen C. Freidheim, Cyrus Capital GP and Cyrus Capital Partners disclaimed beneficial ownership of the securities of the Issuer reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that any of Mr. Freidheim, Cyrus Capital GP or Cyrus Capital Partners was the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Row 2 · 2019-11-01 · Disposition to issuer · Disposed 530,000 · Balance 0

F8: The shares of Series A Preferred Stock were immediately convertible into shares of the Issuer's common stock and did not expire. Each share of Series A Preferred Stock was convertible into shares of the Issuer's common stock at a conversion rate equal to the quotient of (i) a Liquidation Preference of $100, divided by (ii) the Base Conversion Price of $12.50 (subject to adjustment as provided in the Certificate of Designations of the Series A Preferred Stock).

F1: At 12:01 a.m. Boise, Idaho time on November 1, 2019 (the "Effective Time"), the previously announced Mergers (as defined below) contemplated by the Agreement and Plan of Merger, dated as of June 23, 2019 (the "Merger Agreement"), by and among US Ecology Holdings, Inc. ("Predecessor US Ecology"), US Ecology, Inc. ("Successor US Ecology"), Rooster Merger Sub, Inc. ("NRCG Merger Sub"), ECOL Merger Sub, Inc. ("ECOL Merger Sub"), and NRC Group Holdings Corp. (the "Issuer"), were consummated. At the Effective Time, each share of the Issuer's common stock issued and outstanding immediately prior to the Effective Time (other than cancelled shares) was automatically converted into (1) 0.196 (the "NRCG Exchange Ratio") of a share of Successor US Ecology common stock, (2) any cash in lieu of fractional shares of Successor US Ecology common stock payable pursuant to the Merger Agreement and

F2: (Continued from footnote 1) (3) any dividends or other distributions to which the holder thereof became entitled to upon the surrender of such shares of Issuer common stock in accordance with the Merger Agreement. At the Effective Time, each share of the Issuer's 7.00% Series A Convertible Cumulative Preferred Stock ("Series A Preferred Stock") issued and outstanding immediately prior to the Effective Time (other than Cancelled Series A Preferred Shares and Dissenting Shares (each as defined in the Merger Agreement)) was automatically converted into (1) a whole number of shares of Successor US Ecology common stock equal to the product of (a) the number of shares of Issuer common stock that such share of Series A Preferred Stock could be converted into at the Effective Time (including Fundamental Change Additional Shares and Accumulated Dividends (each as defined in the Certificate of Designations of the Series A Preferred Stock)) multiplied by (b) the NRCG Exchange Ratio,

F3: (Continued from footnote 2) (2) any cash in lieu of fractional shares of Successor US Ecology common stock payable pursuant to the Merger Agreement and (3) any dividends or other distributions to which the holder thereof became entitled to upon the surrender of such shares of Series A Preferred Stock in accordance with the Merger Agreement. As a result of the consummation of the Mergers, the reporting persons received: (i) 286,829 shares of Successor US Ecology common stock pursuant to the conversion of 1,463,415 shares of Issuer common stock and (ii) 927,818 shares of Successor US Ecology common stock pursuant to the conversion of 530,000 shares of Series A Preferred Stock. At the Effective Time, outstanding equity awards of the Issuer, including the options to purchase 25,000 shares of Issuer common stock that were granted to John Rapaport for service on the Issuer's Board of Directors (the "Board"),

F4: (Continued from footnote 3) were automatically assumed by Successor US Ecology and converted into equity awards of Successor US Ecology pursuant to the terms of the Merger Agreement. The options to purchase 25,000 shares of Issuer common stock were replaced with options to purchase 4,900 shares of Successor US Ecology common stock at an exercise price of $52.30 per share. Such options were subject to accelerated vesting and became immediately vested and exercisable at the Effective Time. Mr. Rapaport had served on the Issuer's Board as a representative of SBTS, LLC ("SBTS") and its affiliates and resigned his Board position immediately prior to the Effective Time. Mr. Rapaport held the options for the benefit of SBTS. Because Mr. Rapaport served on the Board as a representative of SBTS and its affiliates,

F5: (Continued from footnote 4) Mr. Rapaport did not have a right to any economic interest in securities of the Issuer granted to him by the Issuer in respect of his Board position. SBTS was entitled to receive all of the economic interest in securities granted to Mr. Rapaport by the Issuer in respect of Mr. Rapaport's Board position. Mr. Rapaport disclaimed any direct beneficial ownership of the Issuer's securities to which this report relates and at no time did Mr. Rapaport have any economic interest in such securities except any indirect economic interest through SBTS and its affiliates.

F6: Securities of the Issuer that were held directly by SBTS. Stephen C. Freidheim may have been deemed to have indirectly beneficially owned the securities that were directly held by SBTS because Mr. Freidheim may have been deemed to have had voting and investment power over such securities as the sole member and manager of Cyrus Capital Partners GP, L.L.C. ("Cyrus Capital GP") and the Chief Investment Officer of Cyrus Capital Partners, L.P. ("Cyrus Capital Partners"). Cyrus Capital GP is the general partner of Cyrus Capital Partners and Cyrus Capital Partners is the Manager of SBTS. Cyrus Capital Partners, Cyrus Capital GP and Mr. Freidheim may have been deemed to have had a pecuniary interest in a portion of the securities that were held directly by SBTS due to Cyrus Capital Partners' right to a right to receive performance-based allocations.

F7: (Continued from footnote 6) Each of Stephen C. Freidheim, Cyrus Capital GP and Cyrus Capital Partners disclaimed beneficial ownership of the securities of the Issuer reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that any of Mr. Freidheim, Cyrus Capital GP or Cyrus Capital Partners was the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Row 3 · 2019-11-01 · Disposition to issuer · Disposed 25,000 · Balance 0

F1: At 12:01 a.m. Boise, Idaho time on November 1, 2019 (the "Effective Time"), the previously announced Mergers (as defined below) contemplated by the Agreement and Plan of Merger, dated as of June 23, 2019 (the "Merger Agreement"), by and among US Ecology Holdings, Inc. ("Predecessor US Ecology"), US Ecology, Inc. ("Successor US Ecology"), Rooster Merger Sub, Inc. ("NRCG Merger Sub"), ECOL Merger Sub, Inc. ("ECOL Merger Sub"), and NRC Group Holdings Corp. (the "Issuer"), were consummated. At the Effective Time, each share of the Issuer's common stock issued and outstanding immediately prior to the Effective Time (other than cancelled shares) was automatically converted into (1) 0.196 (the "NRCG Exchange Ratio") of a share of Successor US Ecology common stock, (2) any cash in lieu of fractional shares of Successor US Ecology common stock payable pursuant to the Merger Agreement and

F2: (Continued from footnote 1) (3) any dividends or other distributions to which the holder thereof became entitled to upon the surrender of such shares of Issuer common stock in accordance with the Merger Agreement. At the Effective Time, each share of the Issuer's 7.00% Series A Convertible Cumulative Preferred Stock ("Series A Preferred Stock") issued and outstanding immediately prior to the Effective Time (other than Cancelled Series A Preferred Shares and Dissenting Shares (each as defined in the Merger Agreement)) was automatically converted into (1) a whole number of shares of Successor US Ecology common stock equal to the product of (a) the number of shares of Issuer common stock that such share of Series A Preferred Stock could be converted into at the Effective Time (including Fundamental Change Additional Shares and Accumulated Dividends (each as defined in the Certificate of Designations of the Series A Preferred Stock)) multiplied by (b) the NRCG Exchange Ratio,

F3: (Continued from footnote 2) (2) any cash in lieu of fractional shares of Successor US Ecology common stock payable pursuant to the Merger Agreement and (3) any dividends or other distributions to which the holder thereof became entitled to upon the surrender of such shares of Series A Preferred Stock in accordance with the Merger Agreement. As a result of the consummation of the Mergers, the reporting persons received: (i) 286,829 shares of Successor US Ecology common stock pursuant to the conversion of 1,463,415 shares of Issuer common stock and (ii) 927,818 shares of Successor US Ecology common stock pursuant to the conversion of 530,000 shares of Series A Preferred Stock. At the Effective Time, outstanding equity awards of the Issuer, including the options to purchase 25,000 shares of Issuer common stock that were granted to John Rapaport for service on the Issuer's Board of Directors (the "Board"),

F4: (Continued from footnote 3) were automatically assumed by Successor US Ecology and converted into equity awards of Successor US Ecology pursuant to the terms of the Merger Agreement. The options to purchase 25,000 shares of Issuer common stock were replaced with options to purchase 4,900 shares of Successor US Ecology common stock at an exercise price of $52.30 per share. Such options were subject to accelerated vesting and became immediately vested and exercisable at the Effective Time. Mr. Rapaport had served on the Issuer's Board as a representative of SBTS, LLC ("SBTS") and its affiliates and resigned his Board position immediately prior to the Effective Time. Mr. Rapaport held the options for the benefit of SBTS. Because Mr. Rapaport served on the Board as a representative of SBTS and its affiliates,

F5: (Continued from footnote 4) Mr. Rapaport did not have a right to any economic interest in securities of the Issuer granted to him by the Issuer in respect of his Board position. SBTS was entitled to receive all of the economic interest in securities granted to Mr. Rapaport by the Issuer in respect of Mr. Rapaport's Board position. Mr. Rapaport disclaimed any direct beneficial ownership of the Issuer's securities to which this report relates and at no time did Mr. Rapaport have any economic interest in such securities except any indirect economic interest through SBTS and its affiliates.

F9: The reported stock options vested in substantially equal installments on each of the first three anniversaries of October 17, 2018.

F6: Securities of the Issuer that were held directly by SBTS. Stephen C. Freidheim may have been deemed to have indirectly beneficially owned the securities that were directly held by SBTS because Mr. Freidheim may have been deemed to have had voting and investment power over such securities as the sole member and manager of Cyrus Capital Partners GP, L.L.C. ("Cyrus Capital GP") and the Chief Investment Officer of Cyrus Capital Partners, L.P. ("Cyrus Capital Partners"). Cyrus Capital GP is the general partner of Cyrus Capital Partners and Cyrus Capital Partners is the Manager of SBTS. Cyrus Capital Partners, Cyrus Capital GP and Mr. Freidheim may have been deemed to have had a pecuniary interest in a portion of the securities that were held directly by SBTS due to Cyrus Capital Partners' right to a right to receive performance-based allocations.

F7: (Continued from footnote 6) Each of Stephen C. Freidheim, Cyrus Capital GP and Cyrus Capital Partners disclaimed beneficial ownership of the securities of the Issuer reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that any of Mr. Freidheim, Cyrus Capital GP or Cyrus Capital Partners was the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Row 1 · 2023-09-14 · Sale · Disposed 13,851,382 · Balance 0

F1: The securities reported herein are held directly by: (i) Cyrus Polaris LLC, (ii) Cyrus Polaris II LLC, (iii) CYR Fund, L.P., (iv) Crescent 1, L.P., (v) Cyrus 1740 Fund, L.P. and (vi) Canary SC Fund, L.P. (collectively, the "Cyrus Funds"). Cyrus Capital Partners, L.P ("CCP") serves as the investment manager to the Cyrus Funds. Cyrus Capital Partners GP, L.L.C. ("CCPGP") serves as the general partner of CCP. Stephen C. Freidheim serves as the principal of both CCP and CCPGP. All discretion over the investment activities of the Cyrus Funds has been delegated to CCP. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest therein, if any.

Row 1 · 2016-12-14 · Disposition to issuer · Disposed 10,522,484 · Balance 0

F1: On December 14, 2016, pursuant to the Agreement and Plan of Merger, dated as of April 1, 2016, by and among Virgin America Inc. (the "Issuer"), Alaska Air Group, Inc. ("Alaska"), and Alpine Acquisition Corp. ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer surviving as a direct wholly-owned subsidiary of Alaska (the "Merger"). Pursuant to the Merger, the Issuer's stockholders received the right to receive $57.00 in cash (the "Merger Consideration") for each share of the Issuer's stock that they own.

F2: (Continued from footnote 1) Pursuant to the Merger, the Reporting Persons disposed of all shares of Issuer common stock beneficially owned by them, including the 10,509,208 shares held directly by Cyrus Aviation Holdings, LLC ("Cyrus Holdings"), the 7,948 shares that were issued to Cyrus Capital Partners, L.P. ("Cyrus Capital Partners") as director fees for Stephen C. Freidheim's and John Rapaport's service on the Issuer's Board of Directors in 2014 that were not previously reported on Form 3, and the 5,328 shares that were issued to Mr. Freidheim and Mr. Rapaport as director fees in 2015 that were held for the benefit of Cyrus Holdings, and received the Merger Consideration for each share of the Issuer's common stock.

F3: Mr. Freidheim may have been deemed to have indirectly beneficially owned a portion of the securities of the Issuer directly held by Cyrus Holdings because Mr. Freidheim may have been deemed to have had voting and investment power over such securities as the sole member of Cyrus Capital Partners GP, L.L.C. ("Cyrus Capital GP") and the Chief Investment Officer of Cyrus Capital Partners. Mr. Freidheim may also have been deemed to have indirectly beneficially owned a portion of the securities of the Issuer directly held by Cyrus Capital Partners because Mr. Freidheim may have been deemed to have had voting and investment power over such securities as the sole member of Cyrus Capital GP and the Chief Investment Officer of Cyrus Capital Partners. Cyrus Capital GP is the general partner of Cyrus Capital Partners and Cyrus Capital Partners is the managing member of Cyrus Holdings.

F4: (Continued from footnote 3) Mr. Freidheim has a right to a performance-based allocation and therefore had a pecuniary interest in a portion of the Issuer's securities held by Cyrus Holdings. Mr. Freidheim, Cyrus Capital GP, Cyrus Capital Partners and Cyrus Holdings each disclaimed beneficial ownership of the securities of the Issuer reported herein except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of Mr. Freidheim, Cyrus Capital GP, Cyrus Capital Partners or Cyrus Holdings was the beneficial owner of such securities for purposes of Section 16 or any other purpose.