EFTA01366731.pdf

Amendment 4 Page 302 of 868 Shares eligible for future sale A ecfnnui stock in the public market or the perception that such sales rnay occur. cold adversey affect the prevailing ‘, O Precicecn can be made as to the effect if any, Mat future sales of shares. a the arailalatily of shares for future sales will rave on 7.7)0 rrL Ket price of pa C;3$5 A wrmon stock garaging from lure balm. The ming:ere( stares available for have sale in the pride market is sutsect to legal and contractual restrictions, some of whch are deserted below The expiration of terse restnoticas will permit sales en substantial amounts of our Class A canmxi stock n the odic market or could create the perception that these sales may occur, whch could adversely affect the prevailing market price of our Class A common stock These factors could also make it more circuit for us to raise furcis through titre offerings of our Class A common stock Sale of restricted shares Rior to ass offerng there has been ro public market for our Class A common stock Future sales of our Class A common stock in the public market or the availability of surf, shares for sale in the public market could adversely affect market prices prevailing from Ime b bme. As described below, only a Imited number of shares other than shares sold in this 'tiering will be available for sale shall/ after this offering due to contractual and legal restrictons on resale Nevertheless sales of a substantial number of stares of our Class A common stock in We public market after such resinctons lapse or the perception that Mese sales may occur, could adversely affect the aerating market price at such ane and our abiley to raise equity-related capital al a bine and prix we deem appropriate Upon the completion of this offering. we will have issued and outstanding an aggregate of 109 509.668 shares of Class A common stock (or 117 995,168 shares of Class A common stock the underwnters exercise in fill their option to pa-chase aids anal stares of Class A common stock) All of the shares of Class A common stock to be sold in the offering will be freely tradable wittiod restrict on or ruiner registraton under the Secureies Act, except for any such shares whch may be held or acquired by an aftliate of ours as that term is detired in Rue 144 promulgated under the Securities Act or -Rule 144,' when shares will be subject to the volume limtatcra and eerier restrictions of Rule 144 described below The Ferraring shares of ou Class A common stock that will be odstancsrg upon completon on this offering we be 'restricted securbes ' as that phrase is defined in Rule 144, and may be resold only after reostratcn under the Secunhes Act or pursuant to an exemption from such registration ncludirg, among others, the exemptons provgfed by RUe 144 under the Securities Act, which rules are summarized beow. These rema ring shares of our Class A common stock that wit be exastarrling upon complebon of Res Offering win be available for sale n the public market. where amicable alter the expiration of the lockup agreements deserted below. !along ego account the provisions ce Rule 144 under the Secuates Act See' —Lockup agreements' Fcdoving the offerng at any time and from time to time cur Sponsor may exchange Class B tints or Cass 01 units, as applicable, of Global LIG. together with a arrest:0'1ring number of shares of Class B common stick a Class 81 common stock as applicable for shares of ow Class A common slack on a ore-for-cne basis subject to adjustments for Shack spits. stock Cilyider4S and retlintliCalitat6 Upon competon of this <>Verna Our Sponsor will told 69 339 432 Class B urn (Of 60 853 932 Cass B Levis if the undenvnters °Jocose in fill their opt on to otchasc 300113:IMO shares of Class A common stock) of Global LLC all of which wit be exchangeable at arty bine, if exchanged together with 3 comes andrig number of shares of Class Bcommon slack for shares of our Class A common stock See 'Certain relalionalaps and related party transactions—Amended and Resulted Operating Agreement of Global LLC—ExCharige Agreement' T re shares of Class A Common stock we issue upon such exchanges would be 'restricted securities as defined in Rule 144 described below However upon Ihecompelon 294 http://cfdocs.btogo.com:27638/cf/dnMpub/edgar/2015/07/20/0001193125-15-256461/d78... 7/20/2015 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0058259 CONFIDENTIAL SDNY_GM_00204443 EFTA01366731