1. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $26.24 to $26.69. The Reporting Person undertakes to provide to the Issuer, any shareholder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

2. Kensico Capital Management Corp. ("KCM") is a registered investment adviser and serves as an investment adviser to Kensico Associates, L.P. and Kensico Offshore Fund Master, Ltd. (together, the "Investment Funds"). The shares reported herein as being beneficially owned by KCM are directly held by the Investment Funds. The Reporting Person is one of two Co-Presidents of KCM and may be deemed to be a controlling person of KCM. By virtue of this relationship, the Reporting Person may be deemed to beneficially own the entire number of securities of the Issuer held by the Investment Funds; however, he disclaims beneficial ownership of any securities, and proceeds thereof, except to the extent of his pecuniary interest therein.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $26.70 to $27.695. The Reporting Person undertakes to provide to the Issuer, any shareholder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.