Key Elements of the Transaction:

$375 million of attractively priced capital raised ($431.25 million if the initial purchasers fully exercise their option to purchase additional Notes).

Initial conversion price of approximately $9.52 per share represents a conversion premium of 30% over the closing sale price of $7.32 per share of the Company's common stock on July 9, 2026.

Effective conversion price of $14.64 as a result of the capped call, which represents a 100% premium to the closing sale price of the Company's common stock on July 9, 2026. No dilution to shareholders until $14.64 per share.

The Notes will be senior, unsecured obligations of the Company, and will bear interest at a rate of 5.00% per year, payable semiannually in arrears on January 15 and July 15 of each year, beginning on January 15, 2027. The Notes will mature on July 15, 2031, unless earlier converted, redeemed or repurchased.