(a) The persons filing this Schedule 13D are (a) MSD Partners, L.P. ("MSD Partners"), a Delaware limited partnership,
(b) MSD Credit Opportunity Master Fund, L.P. ("Master Fund"), a Cayman Islands limited partnership, (c)
MSD PCOF Partners LXXIII, LLC (“MSD PCOF Partners”), a Delaware limited liability company, and (d) MSD Private
Credit Opportunity (NON-ECI) Fund, LLC (“MSD Private Credit Opportunity Fund”), a Delaware limited liability company, (e) MSD Capital, L.P. ("MSD Capital"), a Delaware limited partnership, (f) MSD Energy Investments, L.P. ("MSD Energy
Investments"), a Delaware limited partnership and (g) Michael S. Dell, a United States citizen (collectively, the "Reporting Persons").
(b) The principal business address of each of MSD Partners, Master Fund, MSD PCOF Partners, MSD Private Credit
Opportunity Fund , MSD Capital, and MSD Energy Investments is One Vanderbilt Avenue, 26th Floor, New York, New York 10017.
The address of the principal business office of Mr. Dell is c/o Dell, Inc., One Dell Way, Round Rock, Texas, 78682.
(c) This Schedule 13D is filed on behalf of the Reporting Persons. Master Fund, MSD PCOF Partners, MSD Private Credit
Opportunity Fund and MSD Energy Investments are the record and direct beneficial owners of the Shares owned herein. MSD Partners is the investment manager of each of
Master Fund, MSD PCOF Partners and MSD Private
Credit Opportunity Fund. MSD Partners (GP), LLC ("MSD GP"), a Delaware limited liability company, is the general partner of MSD Partners. Each of John C. Phelan, Marc R. Lisker and Brendan Rogers is a manager of, and may be deemed to
beneficially own securities beneficially owned by, MSD GP.
MSD Capital is the general partner of MSD Energy Investments. MSD Capital Management LLC, a Delaware limited liability
company ("MSD Capital Management") is the general partner of MSD Capital. Michael S. Dell is the controlling member of, and may be deemed to beneficially own securities beneficially owned by, MSD Capital Management. Each of John C. Phelan and
Marc R. Lisker is a manager of, and may be deemed to beneficially own securities beneficially owned by, MSD Capital Management.
The principal business of Master Fund, MSD PCOF Partners, MSD Private Credit Opportunity Fund and MSD Energy Investments
is purchasing, holding and selling securities for investment purposes. The principal business of MSD Partners and MSD Capital is investment management. The principal business of MSD GP is serving as the general partner of MSD Partners. The
principal business of MSD Capital Management is serving as the general partner of MSD Capital. The principal business of Mr. Dell is serving as Chief Executive Officer and Chairman of Dell Technologies Inc.
The Reporting Persons have entered into a Joint Filing Agreement, dated April 7, 2022, a copy of which is filed with
this Schedule 13D as Exhibit 99.1, pursuant to which the Reporting Persons have agreed to file this statement jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Act.
Neither the filing of this statement nor anything herein shall be construed as an admission that any person other than
the Reporting Persons is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, the beneficial owner of any securities covered by this statement.
(d) During the last five years, none of the foregoing entities or persons has been convicted in a criminal proceeding
of the type specified in Item 2(d) of Schedule 13D.
(e) During the last five years, none of the foregoing entities or persons was a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to such laws.
(f) MSD Partners, MSD PCOF Partners, MSD Private Credit Opportunity Fund, MSD GP, MSD Capital, MSD Energy Investments and
MSD Capital Management are organized under the laws of the State of Delaware. Master Fund is organized under the laws of the Cayman Islands. Mr. Dell is a United States citizen.