| (a) | Amount beneficially owned:
The information contained on the cover pages to this Schedule 13G is incorporated by reference into this Item 4.
The ownership information presented herein represents beneficial ownership of the shares of Common Stock as of June 30, 2025, based upon 25,878,921 shares of Common Stock outstanding as of June 30, 2025, as disclosed in the Issuer's Prospectus, filed with the Securities and Exchange Commission on July 18, 2025.
The securities reported herein include: (i) 396,485 shares of Common Stock and 47,771 shares of Common Stock underlying warrants held of record by Ares Global Multi-Asset Credit Master Fund, L.P.; (ii) 4,368 shares of Common Stock and 54,595 shares of Common Stock underlying warrants held of record by Ares Multi-Asset Credit Strategies Fund LP; (iii) 59,479 shares of Common Stock and 7,166 shares of Common Stock underlying warrants held of record by Ares Multi-Credit Fund (IL), LP; (iv) 125,239 shares of Common Stock and 15,090 shares of Common Stock underlying warrants held by accounts managed or advised by Ares Capital Management III LLC; (v) 144,391 shares of Common Stock and 17,397 shares of Common Stock underlying warrants held by an account managed by Ares High Yield Strategies Fund IV Management, L.P.; (vi) 237,912 shares of Common Stock and 28,665 shares of Common Stock underlying warrants held by an account managed by Ares Private Account Management I, L.P.; (vii) 25,711 shares of Common Stock and 321,382 shares of Common Stock underlying warrants held by accounts managed by Ares Enhanced Loan Investment Strategy Advisor IV, L.P.; (viii) 371,316 shares of Common Stock and 114,647 shares of Common Stock underlying warrants held by accounts managed or advised by Ares Capital Management II LLC, and (ix) 13,442 shares of Common Stock and 1,619 shares of Common Stock underlying warrants held by an account managed by Ares Management LLC. The Ares Entities may be deemed to have shared voting or dispositive power of the various accounts managed or advised by the foregoing entities.
The warrants are subject to the 9.9% limitation. Currently, all the warrants held by the Reporting Persons are exercisable.
Ares Partners is the sole member of each of Ares Voting LLC and Ares Management GP LLC, which are respectively the holders of the Class B and Class C Common Stock of Ares Management, which Common Stock allows them, collectively, to generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. Ares Management is the sole member of Ares Holdco LLC, which is the general partner of Ares Management Holdings L.P., which is the sole member of Ares Management LLC, which is the sole member of (i) Ares Capital Management III LLC, which is the manager of each of Ares Global Multi-Asset Credit Master Fund, L.P., Ares Multi-Asset Credit Strategies Fund LP and Ares Multi-Credit Fund (IL), LP, (ii) Ares High Yield Strategies Fund IV GP, LLC, which is the general partner of Ares High Yield Strategies Fund IV Management, L.P, (iii) Ares Private Account Management I GP, LLC, which is the general partner of Ares Private Account Management I, L.P., (iv) Ares Enhanced Loan Investment Strategy Advisor IV GP, LLC, which is the general partner of Ares Enhanced Loan Investment Strategy Advisor IV, L.P., and (v) Ares Capital Management II LLC.
Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, R. Kipp deVeer, David B. Kaplan, Antony P. Ressler and Bennett Rosenthal (collectively, the "Ares Board Members"). Mr. Ressler generally has veto authority over the Ares Board Members' decisions. Each of these individuals disclaims beneficial ownership of the securities that may be deemed to be beneficially owned by Ares Partners. |
Rule 13d-1(b)
Rule 13d-1(d)