Corporate Information

Committees

Compensation Committee

Mr. Kelly (chair), Mr. Benson, Mr. Le Blanc and Mr. Smith

Audit Committee

Mr. Smith (chair), Mr. Benson, Dr. Iannini and Mr. Kelly

Compliance Committee

Mr. Le Blanc (chair), Mr. Epstein, Dr. Iannini, Mr. Kelly and Mr. Smith

Corporate Governance and Nominating Committee

Mr. Epstein (chair), Dr. Iannini, Mr. Kelly, Mr. Le Blanc, Mr. Sanger and Mr. Smith

Non-GAAP Financial Measures

This report includes presentations of Adjusted EBITDA, which is defined as net income before equity in earnings of unconsolidated subsidiary, income tax expense, interest and other income, realized gain on investments, interest expense, and depreciation and amortization. Adjusted EBITDA is commonly used by management and investors as a performance measure and liquidity indicator. Adjusted EBITDA is not considered a measure of financial performance under U.S. generally accepted accounting principles (GAAP), and the items excluded therefrom are significant components in understanding and assessing our financial performance. Adjusted EBITDA should not be considered in isolation or as an alternative to GAAP measures such as net income, cash flows provided by or used in operating, investing or financing activities or other financial statement data presented in our consolidated financial statements as an indicator of financial performance or liquidity. Reconciliations of non-GAAP financial measures are provided herein. Since Adjusted EBITDA is not a measure determined in accordance with GAAP and is susceptible to varying calculations, this measure, as presented, may not be comparable to other similarly titled measures of other companies.

Certifications

The Company’s Chief Executive Officer has certified to the New York Stock Exchange (“NYSE”) that he is not aware of any violation by the Company of NYSE listing standards, as required by Section 303A.12(a) of the NYSE listing standards.