EFTA01366370.pdf

Pane Anthos 56 Director Nominee William Kerr, who will be chairman of our board of directors upon the effective date of the prospectus which forms parr of this registration statement, has since May 2013 been a partner of Eaglepoint Advisors ('Eaglepoint"), a consulting firm that works primarily with middle-market retail, consumer goods, media, technology and industrial companies and their constituencies. From 1991 until January, 2010, Mr. Kerr was Executive Vice President. Chief Executive Officer and finally non-executive chairman of Meredith Corporation (NYSE: MD?) a diversified media company. From January 2010 through January 2013. Mr. Kerr served as Chief Executive Officer of Arbitron. Inc.. a leading media and marketing services firm. Ile assumed this position from his role as an independent director when the company faced a managerial crisis. and led the sale of the company to Nielsen in September 2013. Mr. Ken- has served on the board of directors of each of The lnterpublic Group, a marketing solutions provider, from 2006 to the present and Penton Media, an information services company, from January 2013 to the present. Mr. Kerr has also served on the board of directors of Whirlpool Corporation, Principal Financial Group and StorageTek. Earlier in his carter. from 1973 to 1979 he was a consultant with McKinsey and from 1979 to 1991 a Vice President of The New York Times Company. Mr. Kerr holds an M.A. and M.B.A. from Harvard University; a B.A. and M.A. from Oxford University, where he was a Rhodes Scholar; and a Q.A. from the University of Washington. Mr. Kerr is a member of our sponsor. He is well-qualified to serve on our board of directors due to his extensive operational, financial and management background. Paul Zepf, our Chief Executive Officer, was from February 2014 to June 2015 a managing director and Head of Strategic Initiatives at Golub Capital. Prior to joining Golub Capital. from March 2005 to February 2014, Mr. Zepf was a managing principal of Corporate Partners II Ltd, a Lazard-sponsored private equity fund formed to acquire significant stakes in public and private companies. The Corporate Partners funds focused on making privately negotiate) minority stake and control investments in companies in need of capital for balance sheet repair, growth capital, or consolidations/acquisitions. Following the February 2009 spin-off of Corporate Partners from Lazard, Mr. Zepf also served as managing principal of Corporate Partners Management LLC until February 2014. Prior to that, from 2001 to 2009, he was also co-head of Lazard North American Private Equity. and. from 2001 to 2005, a managing director of Lazard LLC. Mr. Zepf was a managing principal of Lazard Alternative Investments from 2005 to 2009 and of Lazard Capital Partners from 2001 to 2009. Previously, from 1998 to 2001. Mr. Zepf was a managing director of Corporate Partners I and of Centre Partners, a middle market private equity firm. He started his career in the Merchant Banking Department at Morgan Stanley & Co. in 1987. Mr. Zepf has since 2006 been a member of the board of directors of Ironshore Ltd, a global specialty property casualty insurance company, and since June 2015 he has provided limited consulting services to an investment management company. Mr. Zepf has also served on the board of directors of BIH Holdings and CP Financial. Mr. Zepf received a B.A. and graduated with highest honors and Phi Beta Kappa from the University of Notre 1)amc. Mr. Zepf is the managing member of our sponsor. He is well-qualified to serve on ow board of directors due to his extensive investing and financial background. 102 Andrew Cook, our Chief Financial Officer. has been a director and audit committee chairman of Blue Capital Reinsurance Holdings Ltd (NYSE: BCRH) since September 2013. Since April 2015 he has also been a director and investment committee chairman of GreyCasde Life Reinsurance (SAC) Ltd. a Bermuda based entity that participates in the life reinsurance run-off space. He served as President of Alterra Bermuda Ltd. from October 2010 to June 2013, in addition to his position as EVP — Business Development. Previously. Mr. Cook served as Chief Financial Officer of Harbor Point Ltd. from 2006 until its merger with Max Capital Corp., the combination forming Alterra Capital Holdings Ltd, in May 2010. He also served from 2006 to 2010 as deputy chairman. President and Chief Financial officer of Harbor Point Rc Ltd. While at Altcrra, Mr. Cook was President and Chief Executive Officer of its New Point Limited reinsurance sidecar vehicles. From 2001 to 2006, Mr. Cook was the founding Chief Financial Officer of Axis Capital Holdings Ltd. Prior to that, he served as founding Senior Vice President and Chief Financial Officer of LaSalle Rc Holdings, Ltd. Mr. Cook qualified as a Canadian Chartered Professional Accountant in 1986. Mr. Cook holds a BA from the University of Western Ontario. Mr. Cook is a member of our sponsor. Gary T. DiCamillo, who will be vice chairman of ow board of directors upon the effective date of the prospectus which forms part of this registration statement, has since January. 2010 been the managing partner of Eaglepoint Advisors, LLC, a privately held advisor to boards and chief executive officers in matters of strategy, organization and the management of business transition issues. Prior to that he was the former president and chief executive officer of Advantage Resourcing (formerly known as RADIA International). a group of privately held technical, professional and commercial staffing companies based in Dedham, Massachusetts. In this position from 2002 until August 2009. Previously, he was chairman and chief executive officer at the Polaroid Corporation from 1996 to 2002. He also has served as president of Worldwide Power Tools and Accessories at Black & Decker httplAnnv.see.gov/Archivestedgaddatatl643953/000121390015005425412015a2_globalpainer.htmr/27/2015 8:51:37 AM] CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0057896 CONFIDENTIAL SONY GM_00204080 EFTA01366370