EX-99.D 2 d607411dex99d.htm EX-99.D EX-99.D

EXHIBIT D

JOINT FILING AGREEMENT

Pursuant to Rule 13(d)-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, each of the undersigned acknowledges and agrees that the foregoing statement on this Schedule 13D is filed on behalf of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of the undersigned without the necessity of filing additional joint filing agreements. The undersigned agree that this Agreement shall be filed as an exhibit to the Schedule 13G filed on behalf of the undersigned:

Date: December 4, 2023

 

UNIFORM INVESTCO LP
By:   Uniform InvestCo GP LLC, its General Partner
By:   Värde Partners, Inc., its Manager
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel
UNIFORM INVESTCO GP LLC
By:   Värde Partners, Inc., its Manager
By:   /s/ Andrew Malone
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel
THE VÄRDE FUND VI-A, L.P.
By:   Värde Investment Partners G.P., L.P., its General Partner
By:   Värde Investment Partners UGP, LLC, its General Partner
By:   Värde Partners, L.P., its Managing Member
By:   Värde Partners, Inc., its General Partner
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel
VÄRDE INVESTMENT PARTNERS, L.P.
By:   Värde Investment Partners G.P., L.P., its General Partner
By:   Värde Investment Partners UGP, LLC, its General Partner
By:   Värde Partners, L.P., its Managing Member
By:   Värde Partners, Inc., its General Partner
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel


VÄRDE INVESTMENT PARTNERS (OFFSHORE) MASTER, L.P.
By:   Värde Investment Partners G.P., L.P., its General Partner
By:   Värde Investment Partners UGP, LLC, its General Partner
By:   Värde Partners, L.P., its Managing Member
By:   Värde Partners, Inc., its General Partner
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel
VÄRDE INVESTMENT PARTNERS G.P., L.P.
By:   Värde Investment Partners UGP, LLC, its General Partner
By:   Värde Partners, L.P., its Managing Member
By:   Värde Partners, Inc., its General Partner
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel
VÄRDE INVESTMENT PARTNERS UGP, LLC
By:   Värde Partners, L.P., its Managing Member
By:   Värde Partners, Inc., its General Partner
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel
THE VÄRDE SKYWAY MASTER FUND, L.P.
By:   The Värde Skyway Fund G.P., L.P., its General Partner
By:   The Värde Skyway Fund UGP, LLC, its General Partner
By:   Värde Partners, L.P., its Managing Member
By:   Värde Partners, Inc., its General Partner
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel

 

2


THE VÄRDE SKYWAY FUND G.P., L.P.
By:   The Värde Skyway Fund UGP, LLC, its General Partner
By:   Värde Partners, L.P., its Managing Member
By:   Värde Partners, Inc., its General Partner
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel
THE VÄRDE SKYWAY FUND UGP, LLC
By:   Värde Partners, L.P., its Managing Member
By:   Värde Partners, Inc., its General Partner
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel
THE VÄRDE FUND XII (MASTER), L.P.
By:   The Värde Fund XII G.P., L.P., its General Partner
By:   The Värde Fund XII UGP, LLC, its General Partner
By:   Värde Partners, L.P., its Managing Member
By:   Värde Partners, Inc., its General Partner
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel
THE VÄRDE FUND XII G.P., L.P.
By:   The Värde Fund XII UGP, LLC, its General Partner
By:   Värde Partners, L.P., its Managing Member
By:   Värde Partners, Inc., its General Partner
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel
THE VÄRDE FUND XII UGP, LLC
By:   Värde Partners, L.P., its Managing Member
By:   Värde Partners, Inc., its General Partner
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel

 

3


VÄRDE CREDIT PARTNERS MASTER, L.P.
By:   Värde Credit Partners G.P., L.P., its General Partner
By:   Värde Credit Partners UGP, LLC, its General Partner
By:   Värde Partners, L.P., its Managing Member
By:   Värde Partners, Inc., its General Partner
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel
VÄRDE CREDIT PARTNERS G.P., L.P.
By:   Värde Credit Partners UGP, LLC, its General Partner
By:   Värde Partners, L.P., its Managing Member
By:   Värde Partners, Inc., its General Partner
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel
VÄRDE CREDIT PARTNERS UGP, LLC
By:   Värde Partners, L.P., its Managing Member
By:   Värde Partners, Inc., its General Partner
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel
VÄRDE SFLT, L.P.
By:   The Värde Specialty Finance Fund G.P., L.P., its General Partner
By:   The Värde Specialty Finance Fund U.G.P., LLC, its General Partner
By:   Värde Partners, L.P., its Managing Member
By:   Värde Partners, Inc., its General Partner
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel
THE VÄRDE SPECIALTY FINANCE FUND G.P., L.P.
By:   The Värde Specialty Finance Fund U.G.P., LLC, its General Partner
By:   Värde Partners, L.P., its Managing Member
By:   Värde Partners, Inc., its General Partner
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel

 

4


THE VÄRDE SPECIALTY FINANCE FUND U.G.P., LLC
By:   Värde Partners, L.P., its Managing Member
By:   Värde Partners, Inc., its General Partner
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel
UNIFORM INVESTCO SUB L.P.
By:   Uniform InvestCo GP LLC, its General Partner
By:   Värde Partners, Inc., its Manager
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel
VÄRDE PARTNERS, L.P.
By:   Värde Partners, Inc., its General Partner
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel
VÄRDE PARTNERS, INC.
By:  

/s/ Andrew Malone

Name:   Andrew Malone
Title:   General Counsel
ILFRYN CARSTAIRS
By:  

/s/ Ilfryn Carstairs

BRADLEY P. BAUER
By:  

/s/ Bradley P. Carstairs

 

5