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JOINT FILING AGREEMENT

The undersigned hereby agree as follows:

(i) Each of them is individually eligible to use the Schedule 13D to which this Exhibit is attached, and such Schedule 13D is filed on behalf of each of them; and

(ii) Each of them is responsible for the timely filing of such Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.

Date: November 27, 2024

 

MSD Partners, L.P.

By:

 

MSD Partners (GP), LLC

Its:

 

General Partner

By:   /s/ Robert K. Simonds
Name:   Robert K. Simonds
Title:   Authorized Signatory

MSD Credit Opportunity Master Fund, L.P.

By:

 

MSD Partners, L.P.

Its:

 

Investment Manager

By:

 

MSD Partners (GP), LLC

Its:

 

General Partner

By:   /s/ Robert K. Simonds
Name:   Robert K. Simonds
Title:   Authorized Signatory

MSD PCOF Partners LXXIII, LLC

By:

 

MSD Partners, L.P.

Its:

 

Manager

By:

 

MSD Partners (GP), LLC

Its:

 

General Partner

By:   /s/ Robert K. Simonds
Name:   Robert K. Simonds
Title:   Authorized Signatory


MSD Private Credit Opportunity (NON-ECI) Fund, LLC

By:

 

MSD Partners, L.P.

Its:

 

Investment Manager

By:

 

MSD Partners (GP), LLC

Its:

 

General Partner

By:   /s/ Robert K. Simonds
Name:   Robert K. Simonds

Title:

 

Authorized Signatory