Page 5 of 6 – SEC Filing
| Item 4(c) | Number of shares as to which each such person has voting and dispositive power: |
| (i) | Abrams Capital Partners II, L.P. – 0 shares Abrams Capital, LLC – 0 shares Abrams Capital Management, LLC – 0 shares Abrams Capital Management, L.P. – 0 shares David Abrams – 0 shares |
| (ii) | shared power to vote or to direct the vote |
| Abrams Capital Partners II, L.P. – 4,770,647 shares Abrams Capital, LLC – 5,602,913 shares Abrams Capital Management, LLC – 5,918,775 shares Abrams Capital Management, L.P. – 5,918,775 shares David Abrams – 5,918,775 shares | |
| (iii) | sole power to dispose or to direct the disposition of |
| Abrams Capital Partners II, L.P. – 0 shares Abrams Capital, LLC – 0 shares Abrams Capital Management, LLC – 0 shares Abrams Capital Management, L.P. – 0 shares David Abrams – 0 shares | |
| (iv) | shared power to dispose or to direct the disposition of |
| Abrams Capital Partners II, L.P. – 4,770,647 shares Abrams Capital, LLC – 5,602,913 shares Abrams Capital Management, LLC – 5,918,775 shares Abrams Capital Management, L.P. – 5,918,775 shares David Abrams – 5,918,775 shares |
** Shares reported herein for Abrams Capital Partners II, L.P. (“ACP II”) represent shares beneficially owned by ACP II. Shares reported herein for Abrams Capital, LLC (“Abrams Capital”) represent shares beneficially owned by ACP II and other private investment funds for which Abrams Capital serves as general partner. Shares reported herein for Abrams Capital Management, L.P. (“Abrams CM LP”) and Abrams Capital Management, LLC (“Abrams CM LLC”) represent the above-referenced shares beneficially owned by Abrams Capital and shares beneficially owned by another private investment fund for which Abrams CM LP serves as investment manager. Abrams CM LLC is the general partner of Abrams CM LP. Shares reported herein for Mr. Abrams represent the above referenced shares reported for Abrams Capital and Abrams CM LLC. Mr. Abrams is the managing member of Abrams Capital and Abrams CM LLC. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or his pecuniary interest therein.
| Item 5 | Ownership of Five Percent or Less of a Class |
| If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following [ ]. | |
| Item 6 | Ownership of More than Five Percent on Behalf of Another Person |
| Not applicable. | |
| Item 7 | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company |
| Not applicable. | |
| Item 8 | Identification and Classification of Members of the Group |
| Not applicable. | |
| Item 9 | Notice of Dissolution of Group |
| Not applicable. | |
| Item 10 | Certification By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. |
| Exhibits | Exhibit |
| 99.1 | Joint Filing Agreement by and among the Reporting Persons, incorporated by reference to Exhibit 99.1 to Amendment No. 3 to the Schedule 13G relating to Common Stock of the Issuer filed by the Reporting Persons with the Securities and Exchange Commission on February 10, 2017. |
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