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The Reporting Person
acquired the shares of Common Stock reported herein because it believes they are undervalued and represent an attractive investment opportunity.
The Reporting Person
has had, and intends to continue to seek to engage in, a dialogue with the Issuer’s Board of Directors (the “Board”)
and management about operational and strategic opportunities to maximize shareholder value including potential asset or corporate consolidation
opportunities, including transactions in which the Reporting Person may seek to participate and potentially engage.
The Reporting Person
may consider, explore and/or develop plans and/or make proposals (whether preliminary or firm) with respect to, among other things, the
matters set forth above, potential changes in the Issuer’s operations, management, organizational documents, the composition of
the Board, ownership, capital or corporate structure, dividend policy, and strategy and plans of the Issuer.
The Reporting Person
intends to communicate with the Issuer’s management and Board about a broad range of operational and strategic matters (including
the matters set forth above) and to communicate with other shareholders or third parties, including potential acquirers, service providers
and financing sources regarding the foregoing. The Reporting Person may exchange information with any such persons pursuant to appropriate
confidentiality or similar agreements which may include customary standstill provisions.
The Reporting Person
intends to review the Kimmeridge Accounts’ investment in the Issuer on a continuing basis and depending upon various factors, including
without limitation, the Issuer’s financial position and strategic direction, the outcome of any discussions referenced above, overall
market conditions, other investment opportunities available to them, and the availability of securities of the Issuer at prices that would
make the purchase or sale of such securities desirable, it may endeavor (i) to increase or decrease the Kimmeridge Accounts’ position
in the Issuer through, among other things, the purchase or sale of the Common Stock and/or other equity, debt, derivative securities or
other instruments that are convertible into Common Stock, or are based upon or relate to the value of the Common Stock of the Issuer (collectively,
“Securities”) on the open market or in private transactions, including through a trading plan created under Rule 10b5-1(c)
or otherwise, on such terms and at such times as the Reporting Person may deem advisable and/or (ii) to enter into transactions that increase
or hedge its economic exposure to the Common Stock or other Securities without affecting the Reporting Person’s beneficial ownership
of the Common Stock or other Securities. In addition, the Reporting Person may, at any time and from time to time, (i) review or reconsider
its position and/or change its purpose and/or formulate plans or proposals with respect thereto and (ii) propose or consider one or more
of the actions described in subparagraphs (a) - (j) of Item 4 of Schedule 13D. |