The directors of The Carlyle Group Inc. are William E. Conway, Jr., Daniel A. DAniello, Sharda
Cherwoo, Linda H. Filler, Lawton W. Fitt, James H. Hance, Jr., Mark S. Ordan, Derica W. Rice, Dr. Thomas S. Robertson, David M. Rubenstein, Harvey M. Schwartz, William J. Shaw and Anthony Welters (collectively, the
Directors).
The executive officers of The Carlyle Group Inc. are Harvey M. Schwartz, Chief Executive Officer; Curtis L. Buser, Chief
Financial Officer; Jeffrey W. Ferguson, General Counsel; Christopher Finn, Chief Operating Officer; and Bruce Larson, Chief Human Resources Officer (collectively, the Executive Officers, and, together with the Directors, the
Related Persons).
Each of the Related Persons is a citizen of the United States. The business address of each of the Related Persons
is c/o The Carlyle Group, 1001 Pennsylvania Ave., N.W., Suite 220 South, Washington, DC 20004-2505.
The present principal occupation of each of the
Directors is as follows: William E. Conway, Jr. is a Co-Founder and Co-Chairman of The Carlyle Group; Daniel A. DAniello is a
Co-Founder and Chairman Emeritus of The Carlyle Group; Sharda Cherwoo was a Senior Partner at Ernst & Young; Linda H. Filler was the President of Retail Products, Chief Marketing Officer and Chief
Merchandising Officer at Walgreen Co.; Lawton W. Fitt is an independent investment banking professional; James H. Hance, Jr. is an Operating Executive of The Carlyle Group and a former Vice Chairman of Bank of America; Mark S. Ordan is the Executive
Chair of Pediatrix Medical Group; Derica W. Rice was the Executive Vice President of CVS Health and President of CVS Caremark, the pharmacy benefits management business of CVS Health; Dr. Thomas S. Robertson is the Joshua J. Harris
Professor of Marketing at the Wharton School of the University of Pennsylvania; David M. Rubenstein is a Co-Founder and Co-Chairman of The Carlyle Group; Harvey M.
Schwartz is the Chief Executive Officer of The Carlyle Group; William J. Shaw was the Vice Chairman of Marriott International, Inc.; and Anthony Welters is Founder, Chairman and CEO of CINQ Care Inc. and Executive Chairman of the BlackIvy Group,
LLC.
During the last five years, none of the Reporting Persons or Related Persons (i) has been convicted in any criminal proceeding (excluding
traffic violations or similar misdemeanors) or (ii) 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.
Item 4. |
Purpose of the Transaction. |
Item 4 of the Schedule 13D is hereby amended by inserting the following immediately after the section titled Voting Agreements:
Closing
On July 14, 2023, the Closing (as defined in
the Transaction Agreement) occurred. As a result of the Closing:
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Investment Adviser: CGCIM became the investment adviser to the Issuer. In its capacity as the investment
adviser to the Issuer, CGCIM is now responsible for, among other things, sourcing potential investments, conducting research and due diligence on prospective investments, analyzing and structuring investments and monitoring investments on an ongoing
basis. |
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Shareholder Payment: CGCIM made a special one-time payment of
$10,000,000 (or approximately $0.96 per Share) to shareholders of the Issuer. The funds required for the payment described in the preceding sentence were sourced from the working capital of CGCIM. |
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Board Representation: Each of the Issuers trustees was replaced by nominees of CGCIM. As a result,
the Issuers current trustees are Mark Garbin, Sanjeev Handa, Joan McCabe, Brian Marcus and Lauren Basmadjian, each of whom was elected by the Issuers shareholders at a special meeting held on June 15, 2023. |