13D Filing: Farallon Capital and Playa Hotels & Resorts NV (PLYA)

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The Farallon SPVs
(a),(b)
The information set forth in Rows 7 through 13 of the cover page hereto for each Farallon SPV is incorporated herein by reference for each such Farallon SPV.  The percentage amount set forth in Row 13 for all cover pages filed herewith is calculated based upon  103,464,186 Ordinary Shares outstanding as of May 8, 2017, as reported by the Company in its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the “SEC“) on May 8, 2017, and assumes the exercise by the Farallon SPVs of (i) all Company Founder Warrants currently held by them for a total of 1,460,835 Ordinary Shares and (ii) all Company Earnout Warrants currently held by them for a total of 597,615 Ordinary Shares.
(c)
None.
(d)
The Farallon General Partner has the power to direct the receipt of dividends relating to, or the disposition of the proceeds of the sale of, the Ordinary Shares held by the Farallon SPVs and acquirable by the Farallon SPVs upon the exercise of Company Warrants as reported herein.  The Farallon Individual Reporting Persons are managing members of the Farallon General Partner.
(e)
Not applicable.
The Farallon General Partner
(a),(b)
The information set forth in Rows 7 through 13 of the cover page hereto for the Farallon General Partner is incorporated herein by reference.
(c)
None.
(d)
The Farallon General Partner has the power to direct the receipt of dividends relating to, or the disposition of the proceeds of the sale of, the Ordinary Shares held by the Farallon SPVs and acquirable by the Farallon SPVs upon the exercise of Company Warrants as reported herein. The Farallon Individual Reporting Persons are managing members of the Farallon General Partner.
(e)
Not applicable.
The Farallon Individual Reporting Persons
(a),(b)
The information set forth in Rows 7 through 13 of the cover page hereto for each Farallon Individual Reporting Person is incorporated herein by reference for each such Farallon Individual Reporting Person.
(c)
None.
(d)
The Farallon General Partner has the power to direct the receipt of dividends relating to, or the disposition of the proceeds of the sale of, the Ordinary Shares held by the Farallon SPVs and acquirable by the Farallon SPVs upon the exercise of Company Warrants as reported herein.  The Farallon Individual Reporting Persons are managing members of the Farallon General Partner.

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