Explanation of Responses: |
(1) | Represents securities held of record by Searchlight II GWN, L.P. |
(2) | Searchlight II GWN GP, LLC is the general partner of Searchlight II GWN, L.P. and may be deemed to share beneficial ownership over the securities held of record by Searchlight II GWN, L.P. Searchlight Capital Partners II GP, LLC is the general partner of Searchlight Capital Partners II GP, LP, which is the general partner of Searchlight Capital II PV, L.P., Searchlight Capital II, L.P. and the members of Searchlight II GWN GP, LLC. As such, each of Searchlight Capital Partners II GP, LLC and Searchlight Capital Partners II GP, LP may be deemed to share beneficial ownership over the securities held of record by each of Searchlight Capital II PV, L.P., Searchlight Capital II, L.P. and Searchlight II GWN, L.P. |
(3) | Reflects the cancellation for no consideration of Class B Common Stock in connection with the conversion of the LLC Interests in to Class A Common Stock. |
(4) | Securities are held of record by Searchlight Capital II, L.P. |
(5) | Following the transactions reported herein, represents 347,698 Class C Common Stock held of record by Searchlight Capital II, L.P. and 3,940,508 Class C Common Stock held directly by Searchlight Capital II PV, L.P. |
(6) | Following the conversion of shares, represents 5,597 Class A Common Stock held of record by Searchlight Capital II, L.P., 63,431 Class A Common Stock held of record by Searchlight Capital II PV, L.P. and 59,515 Class A Common Stock held of record by Searchlight II GWN, L.P. |
(7) | The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan. |
(8) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $93.12 to $94.125. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
(9) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $94.13 to $95.115. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
(10) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.15 to $96.05. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
(11) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $96.16 to $97.135. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
(12) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $97.205 to $98.19. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
(13) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.215 to $99.205. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
(14) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $99.235 to $99.47. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
(15) | Following the conversion of shares, represents 5,716 Class A Common Stock held of record by Searchlight Capital II, L.P., 64,780 Class A Common Stock held of record by Searchlight Capital II PV, L.P. and 60,781 Class A Common Stock held of record by Searchlight II GWN, L.P. |
(16) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $96.70 to $97.58. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
(17) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $97.60 to $98.59. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
(18) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.605 to $99.54. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
(19) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $99.675 to $99.94. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
(20) | The LLC Interests may be redeemed by Searchlight II GWN, L.P. at any time for shares of the Issuer's Class A Common Stock on a 1-to-1 basis. |