| (a) | (a), (b), (c) and (f) of Item 2 of the Existing Schedule are hereby restated in their entirety as follows:
This Schedule 13D is being filed jointly by the following persons (each, a "Reporting Person" and, collectively, the "Reporting Persons"):
1. Manjit Dale
2. Gary Lindsay
3. Thomas Mitchell
4. TDR Capital LLP
5. TDR Capital II Investments L.P.
6. Sapphire Holding S.a r.l.
7. Arrow Holdings S.a r.l.
8. MFA Holding S.a.r.l.
9. MFA Limited Partnership SLP 1
10. MFA Global S.a r.l. (in liquidation)
The Common Stock of the Issuer is indirectly owned by the Investment Fund, TDR Capital II Investments L.P. ("TDR Capital II"). TDR Capital II is managed by TDR Capital LLP ("TDR Capital"). Manjit Dale is a founding partner of TDR Capital (the "Founding Partner"). Gary Lindsay and Thomas Mitchell are the managing partners of TDR Capital (the "Managing Partners" and, together with the Founding Partner, the "Partners"). Each of the Partners is a citizen of the United Kingdom. The business address of each of the Partners is 20 Bentinck Street, London, W1U 2EU. Due to the position of the Partners at TDR Capital, they are Reporting Persons in relation to this Schedule 13D.
The agreement among the Reporting Persons relating to the joint filing of this Schedule 13D is attached hereto as Exhibit 1, pursuant to which the Reporting Persons have agreed to file this Schedule 13D jointly in accordance with the provisions of Rule 13(d)-1(k)(1) of the Act.
Both TDR Capital and TDR Capital II are organized under the laws of the United Kingdom. The address of the principal business and principal office of both TDR Capital and TDR Capital II is 20 Bentinck Street, London, W1U 2EU.
The Common Stock of the Issuer is held through a series of holding entities being, MFA Limited Partnership SLP (fka Algeco Limited Partnership SLP), which is a Luxembourg societe en commandite special ("MFA SLP"), MFA Holding S.a r.l. (fka Algeco Holding S.a r.l.) ("MFA Holding"), MFA Global S.a r.l. (fka Algeco Global S.a r.l.) ("MFA Global" and, together with MFA Holding, the "MFA Sarl Entities"), Sapphire Holding S.a r.l. ("Sapphire Holding") and Arrow Holdings S.a r.l. ("Arrow Holdings" and, together with Sapphire Holding and the MFA Sarl Entities, the "Sarl Entities"), each of which is a Luxembourg societe a responsabilite limitee. The address of the principal business and principal office of each of the Sarl Entities is 25C, Boulevard Royal, L-2449 Luxembourg.
The manager of MFA SLP is MFA G.P. S.a r.l., a Luxembourg societe a responsabilite limitee. The business address of MFA G.P. S.a r.l. is 25C, Boulevard Royal, L-2449 Luxembourg. The managers of the MFA Sarl Entities are a combination of Gary May, Evelina Jakstas, Luis Braz, and Vincent Gillet (together with MFA G.P. S.a r.l., the "Luxembourg Managers"). The managers of Sapphire Holding and Arrow Holdings are Gary May, Evelina Jakstas, Luis Braz, and Vincent Gillet. The business address for Ms. Jakstas and Mr. May is 25C, Boulevard Royal, L-2449 Luxembourg. The business address for Mr. Braz and Mr. Gillet is 23A, rue de Hollerich, L-1741 Luxembourg. Mr. May is a citizen of the United Kingdom, Ms. Jakstas is a citizen of Lithuania, Mr. Braz is a citizen of Brazil and Mr. Gillet is a citizen of Belgium.
The Reporting Persons and the managers of each Reporting Person are principally engaged in the business of investments in securities. |
| (e) | During the last five years, none of the Reporting Persons or, to the knowledge of the Reporting Persons, any of the Related Persons, has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. |
| (c) | On October 1, 2026, Arrow Holdings and MFA Global sold an aggregate of 11,000,000 shares of common stock, par value $0.0001 per share of the Issuer (the "Common Stock"), in an open market sale at a price per share of $18.40. |
| | Item 7 of the Existing Schedule is hereby restated in its entirety as follows:
The following documents are filed as exhibits:
1. Joint Filing Agreement, dated as of April 23, 2026 by and among the Reporting Persons (filed as Exhibit 1 to Amendment No. 5 to the Schedule 13D filed by the Reporting Persons with the SEC on April 23, 2026).
2. Amended and Restated Registration Rights Agreement dated March 15, 2019 by and among the Issuer, Arrow Holdings, Algeco Investments, and the other parties named therein (filed as Exhibit 10.4 to the Issuer's Current Report on Form 8-K as filed with the SEC on March 21, 2019 and incorporated herein by reference). |
