Preliminary information statements relating to merger or acquisition

Offerings

v3.25.2
Offerings
Sep. 08, 2025
USD ($)
Offering: 1  
Offering:  
Fee Previously Paid false
Rule 0-11 true
Transaction Valuation $ 461,106,440.00
Fee Rate 0.01531%
Amount of Registration Fee $ 70,595.40
Offering Note 1 1.a. As of close of business on September 5, 2025, the number of shares of Class A common stock to which this transaction applies is estimated to be 23,055,322, which consists of (i) 21,920,361 shares of the Class A common stock, par value $0.01 per share; (ii) 1,055,376 shares of the Class A common stock underlying restricted stock units entitled to receive the per share merger consideration of $20.00; and (iii) 79,585 shares of the Class A common stock underlying performance stock units expected to receive the per share merger consideration of $20.00. 1.b. Solely for the purpose of calculating the filing fee, the underlying value of the transaction related to Class A common stock was calculated based on the sum of (i) the product of 21,920,361 shares of the Class A common stock, par value $0.01 per share, and the per share merger consideration of $20.00; (ii) the product of 1,055,376 shares of the Class A common stock underlying restricted stock units and the per share merger consideration of $20.00; and (iii) the product of 79,585 shares of the Class A common stock underlying performance stock units and the per share merger consideration of $20.00. 1.c. In accordance with Section 14(g) of the Exchange Act and Rule 0-11 under the Exchange Act the filing fee was determined by multiplying the product calculated in the preceding sentence by 0.00015310.
Offering: 2  
Offering:  
Fee Previously Paid false
Rule 0-11 true
Transaction Valuation $ 806,660,380.00
Fee Rate 0.01531%
Amount of Registration Fee $ 123,499.70
Offering Note 2 2.a. As of close of business on September 5, 2025, the number of shares of Class B common stock to which this transaction applies is estimated to be 40,333,019 shares, par value $0.01 per share. 2.b. Solely for the purpose of calculating the filing fee, the underlying value of the transaction related to Class B common stock was calculated based on the product of 40,333,019 shares of the Class B common stock, par value $0.01 per share, and the per share merger consideration of $20.00. 2.c. In accordance with Section 14(g) of the Exchange Act and Rule 0-11 under the Exchange Act the filing fee was determined by multiplying the product calculated in the preceding sentence by 0.00015310.