| May 17, 2018 | | | By Order of the Board of Directors, | |
| | | | /s/ Tilman J. Fertitta Tilman J. Fertitta Chief Executive Officer and Co-Chairman |
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BACKGROUND | | | | | 11 | | |
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| | | | A-1 | | | |
| | | | B-1 | | | |
| | | | C-1 | | | |
| | | | D-1 | | |
Name
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Age
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Position
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Tilman J. Fertitta | | |
60
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| | Co-Chairman and Chief Executive Officer | |
Richard Handler | | |
56
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| | Co-Chairman and President | |
Richard H. Liem | | |
64
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| | Vice President and Chief Financial Officer | |
Steven L. Scheinthal | | |
56
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| | Vice President, General Counsel and Secretary | |
Nicholas Daraviras | | |
44
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| | Vice President, Acquisitions | |
Mark Kelly | | |
54
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| | Director | |
G. Michael Stevens | | |
58
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| | Director | |
Michael S. Chadwick | | |
66
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| | Director | |
Individual
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Entity
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Entity’s Business
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Affiliation
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Tilman J. Fertitta | | | Fertitta Entertainment, Inc. and its affiliates and wholly-owned subsidiaries | | | Dining, hospitality, NBA Team, entertainment and gaming company | | | Sole Shareholder, Chairman and Chief Executive Officer | |
| | | Fertitta Hospitality, LLC and its affiliates and wholly-owned subsidiaries | | | Dining and hospitality company | | | Member and President | |
Richard Handler | | | Leucadia National Corporation and its affiliates and wholly-owned subsidiaries | | |
Diversified holding company
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| | Director and Chief Executive Officer | |
Richard H. Liem | | | Fertitta Entertainment, Inc. and its affiliates and wholly-owned subsidiaries | | | Dining, hospitality, NBA Team, entertainment and gaming company | | | Director, Executive Vice President and Principal Accounting Officer | |
Steven L. Scheinthal | | | Fertitta Entertainment, Inc. and its affiliates and wholly-owned subsidiaries | | | Dining, hospitality, NBA Team, entertainment and gaming company | | | Director, Executive Vice President and General Counsel | |
| | | Fertitta Hospitality, LLC and its wholly-owned subsidiaries | | | Dining and hospitality company | | | Secretary | |
Individual
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Entity
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Entity’s Business
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Affiliation
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Nicholas Daraviras | | | Leucadia National Corporation and its affiliates and wholly-owned subsidiaries | | |
Diversified holding company
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| | Managing Director | |
| | | Fiesta Restaurant Group | | | Restaurant operator and franchisor | | | Director | |
G. Michael Stevens | | | New York Giants | | | NFL Team | | | Senior Vice President and Chief Marking Officer | |
Michael S. Chadwick | | | SLCA Capital, LLC | | |
Investment banking services
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| | Managing Director | |
Name and Address of Beneficial Owner(1)
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Number
of Shares Beneficially Owned |
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Percentage of
Outstanding Common Stock |
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Fertitta Entertainment, Inc. (FEI Sponsor)(4)
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| | | | 3,125,000(2) | | | | | | 10.0% | | |
Leucadia National Corporation (Leucadia Sponsor)
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| | | | 3,763,561(3) | | | | | | 12.0% | | |
Tilman J. Fertitta(4)
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| | | | 3,125,000(2) | | | | | | 10.0% | | |
Richard Handler
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| | | | — | | | | | | — | | |
Richard H. Liem
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| | | | — | | | | | | — | | |
Steven L. Scheinthal
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| | | | — | | | | | | — | | |
Nicholas Daraviras
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| | | | — | | | | | | — | | |
Mark Kelly
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| | | | — | | | | | | — | | |
Michael S. Chadwick
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| | | | — | | | | | | — | | |
G. Michael Stevens
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| | | | — | | | | | | — | | |
All officers and directors as a group (eight individuals)
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| | | | 6,888,561 | | | | | | 22.0% | | |
Hudson Bay Capital Management, L.P.
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| | | | 2,000,000(5) | | | | | | 6.4% | | |
Arrowgrass Capital Partners (US) LP
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| | | | 2,000,000(6) | | | | | | 6.4% | | |
Alyeska Investment Group, L.P.
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| | | | 2,000,000(7) | | | | | | 6.4% | | |
Polar Asset Management Partners Inc.
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| | | | 2,427,821(8) | | | | | | 7.8% | | |
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For the
Year ended December 31, 2017 |
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For the
Year ended December 31, 2016 |
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Audit Fees(1)
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| | | $ | 52,015 | | | | | $ | 18,025 | | |
Audit-Related Fees(2)
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| | | $ | — | | | | | $ | 55,246 | | |
Tax Fees(3)
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| | | $ | — | | | | | $ | — | | |
All Other Fees(4)
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| | | $ | — | | | | | $ | — | | |
Total
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| | | $ | 52,015 | | | | | $ | 73,271 | | |
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