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MANITOWOC CO INC — Major Shareholding Notification 2015
Feb 3, 2015
33159_mrq_2015-02-03_62b8658c-5835-4261-9be1-932c1fab069d.zip
Major Shareholding Notification
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SC 13D/A 1 a15-3618_1sc13da.htm SC 13D/A
| UNITED STATES |
|---|
| SECURITIES AND EXCHANGE COMMISSION |
| Washington, D.C. 20549 |
| SCHEDULE 13D |
*Under the Securities Exchange Act of 1934 (Amendment No. 1)**
*The Manitowoc Company, Inc.*
(Name of Issuer)
*Common Stock, $0.01 par value*
(Title of Class of Securities)
*563571108*
(CUSIP Number)
*Ralph V. Whitworth Relational Investors, LLC 12400 High Bluff Drive, Suite 600 San Diego, CA 92130 (858) 704-3333*
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
*January 30, 2015*
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o
*Note* : Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.
- The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
SEQ.=1,FOLIO='',FILE='C:\JMS\108699\15-3618-1\task7175393\3618-1-ba.htm',USER='108699',CD='Feb 4 02:44 2015'
| 2. | Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Investors, LLC — Check the Appropriate Box if a Member of a Group (See Instructions) | |
|---|---|---|
| (a) | x | |
| (b) | o | |
| 3. | SEC Use Only | |
| 4. | Source of Funds (See Instructions) OO | |
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |
| 6. | Citizenship or Place of Organization Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 8,567,010 |
| 8. | Shared Voting Power -0- | |
| 9. | Sole Dispositive Power 8,567,010 | |
| 10. | Shared Dispositive Power -0- | |
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 8,567,010 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | |
| 13. | Percent of Class Represented by Amount in Row (11) 6.32% | |
| 14. | Type of Reporting Person (See Instructions) IA/HC/OO |
2
SEQ.=1,FOLIO='2',FILE='C:\JMS\108699\15-3618-1\task7175393\3618-1-ba.htm',USER='108699',CD='Feb 4 02:44 2015'
| 2. | Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Investors Mid-Cap Fund I, L.P. — Check the Appropriate Box if a Member of a Group (See Instructions) | |
|---|---|---|
| (a) | x | |
| (b) | o | |
| 3. | SEC Use Only | |
| 4. | Source of Funds (See Instructions) WC | |
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |
| 6. | Citizenship or Place of Organization Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 2,029,763 |
| 8. | Shared Voting Power -0- | |
| 9. | Sole Dispositive Power 2,029,763 | |
| 10. | Shared Dispositive Power -0- | |
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,029,763 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | |
| 13. | Percent of Class Represented by Amount in Row (11) 1.50% | |
| 14. | Type of Reporting Person (See Instructions) PN |
3
SEQ.=1,FOLIO='3',FILE='C:\JMS\108699\15-3618-1\task7175393\3618-1-ba.htm',USER='108699',CD='Feb 4 02:44 2015'
| 2. | Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Investors Mid-Cap Fund II, L.P. — Check the Appropriate Box if a Member of a Group (See Instructions) | |
|---|---|---|
| (a) | x | |
| (b) | o | |
| 3. | SEC Use Only | |
| 4. | Source of Funds (See Instructions) WC | |
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |
| 6. | Citizenship or Place of Organization Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 2,253,934 |
| 8. | Shared Voting Power -0- | |
| 9. | Sole Dispositive Power 2,253,934 | |
| 10. | Shared Dispositive Power -0- | |
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,253,934 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | |
| 13. | Percent of Class Represented by Amount in Row (11) 1.66% | |
| 14. | Type of Reporting Person (See Instructions) PN |
4
SEQ.=1,FOLIO='4',FILE='C:\JMS\108699\15-3618-1\task7175393\3618-1-ba.htm',USER='108699',CD='Feb 4 02:44 2015'
| 2. | Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Fund Partners, L.P. — Check the Appropriate Box if a Member of a Group (See Instructions) | |
|---|---|---|
| (a) | x | |
| (b) | o | |
| 3. | SEC Use Only | |
| 4. | Source of Funds (See Instructions) WC/OO | |
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |
| 6. | Citizenship or Place of Organization Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 23,207 |
| 8. | Shared Voting Power -0- | |
| 9. | Sole Dispositive Power 23,207 | |
| 10. | Shared Dispositive Power -0- | |
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 23,207 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | |
| 13. | Percent of Class Represented by Amount in Row (11) 0.02% | |
| 14. | Type of Reporting Person (See Instructions) PN |
5
SEQ.=1,FOLIO='5',FILE='C:\JMS\108699\15-3618-1\task7175393\3618-1-ba.htm',USER='108699',CD='Feb 4 02:44 2015'
| 2. | Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Coast Partners, L.P. — Check the Appropriate Box if a Member of a Group (See Instructions) | |
|---|---|---|
| (a) | x | |
| (b) | o | |
| 3. | SEC Use Only | |
| 4. | Source of Funds (See Instructions) WC/OO | |
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |
| 6. | Citizenship or Place of Organization Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 233,669 |
| 8. | Shared Voting Power -0- | |
| 9. | Sole Dispositive Power 233,669 | |
| 10. | Shared Dispositive Power -0- | |
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 233,669 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | |
| 13. | Percent of Class Represented by Amount in Row (11) 0.17% | |
| 14. | Type of Reporting Person (See Instructions) PN |
6
SEQ.=1,FOLIO='6',FILE='C:\JMS\108699\15-3618-1\task7175393\3618-1-ba.htm',USER='108699',CD='Feb 4 02:44 2015'
| 2. | Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Investors IX, L.P. — Check the Appropriate Box if a Member of a Group (See Instructions) | |
|---|---|---|
| (a) | x | |
| (b) | o | |
| 3. | SEC Use Only | |
| 4. | Source of Funds (See Instructions) WC | |
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |
| 6. | Citizenship or Place of Organization Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 296,945 |
| 8. | Shared Voting Power -0- | |
| 9. | Sole Dispositive Power 296,945 | |
| 10. | Shared Dispositive Power -0- | |
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 296,945 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | |
| 13. | Percent of Class Represented by Amount in Row (11) 0.22% | |
| 14. | Type of Reporting Person (See Instructions) PN |
7
SEQ.=1,FOLIO='7',FILE='C:\JMS\108699\15-3618-1\task7175393\3618-1-ba.htm',USER='108699',CD='Feb 4 02:44 2015'
| 2. | Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Investors XV, L.P. — Check the Appropriate Box if a Member of a Group (See Instructions) | |
|---|---|---|
| (a) | x | |
| (b) | o | |
| 3. | SEC Use Only | |
| 4. | Source of Funds (See Instructions) WC | |
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |
| 6. | Citizenship or Place of Organization Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 245,124 |
| 8. | Shared Voting Power -0- | |
| 9. | Sole Dispositive Power 245,124 | |
| 10. | Shared Dispositive Power -0- | |
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 245,124 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | |
| 13. | Percent of Class Represented by Amount in Row (11) 0.18% | |
| 14. | Type of Reporting Person (See Instructions) PN |
8
SEQ.=1,FOLIO='8',FILE='C:\JMS\107913\15-3618-1\task7175413\3618-1-bc.htm',USER='107913',CD='Feb 4 03:03 2015'
| 2. | Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Investors XVI, L.P. — Check the Appropriate Box if a Member of a Group (See Instructions) | |
|---|---|---|
| (a) | x | |
| (b) | o | |
| 3. | SEC Use Only | |
| 4. | Source of Funds (See Instructions) WC | |
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |
| 6. | Citizenship or Place of Organization Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 127,165 |
| 8. | Shared Voting Power -0- | |
| 9. | Sole Dispositive Power 127,165 | |
| 10. | Shared Dispositive Power -0- | |
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 127,165 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | |
| 13. | Percent of Class Represented by Amount in Row (11) 0.09% | |
| 14. | Type of Reporting Person (See Instructions) PN |
9
SEQ.=1,FOLIO='9',FILE='C:\JMS\107913\15-3618-1\task7175413\3618-1-bc.htm',USER='107913',CD='Feb 4 03:03 2015'
| 2. | Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Investors XX, L.P. — Check the Appropriate Box if a Member of a Group (See Instructions) | |
|---|---|---|
| (a) | x | |
| (b) | o | |
| 3. | SEC Use Only | |
| 4. | Source of Funds (See Instructions) WC/OO | |
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |
| 6. | Citizenship or Place of Organization Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 222,542 |
| 8. | Shared Voting Power -0- | |
| 9. | Sole Dispositive Power 222,542 | |
| 10. | Shared Dispositive Power -0- | |
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 222,542 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | |
| 13. | Percent of Class Represented by Amount in Row (11) 0.16% | |
| 14. | Type of Reporting Person (See Instructions) PN |
10
SEQ.=1,FOLIO='10',FILE='C:\JMS\107913\15-3618-1\task7175413\3618-1-bc.htm',USER='107913',CD='Feb 4 03:03 2015'
| 2. | Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Investors XXIII, L.P. — Check the Appropriate Box if a Member of a Group (See Instructions) | |
|---|---|---|
| (a) | x | |
| (b) | o | |
| 3. | SEC Use Only | |
| 4. | Source of Funds (See Instructions) WC/OO | |
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |
| 6. | Citizenship or Place of Organization Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 316,362 |
| 8. | Shared Voting Power -0- | |
| 9. | Sole Dispositive Power 316,362 | |
| 10. | Shared Dispositive Power -0- | |
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 316,362 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | |
| 13. | Percent of Class Represented by Amount in Row (11) 0.23% | |
| 14. | Type of Reporting Person (See Instructions) PN |
11
SEQ.=1,FOLIO='11',FILE='C:\JMS\107913\15-3618-1\task7175413\3618-1-bc.htm',USER='107913',CD='Feb 4 03:03 2015'
| 2. | Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Investors XXIV, L.P. — Check the Appropriate Box if a Member of a Group (See Instructions) | |
|---|---|---|
| (a) | x | |
| (b) | o | |
| 3. | SEC Use Only | |
| 4. | Source of Funds (See Instructions) WC | |
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |
| 6. | Citizenship or Place of Organization Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 34,758 |
| 8. | Shared Voting Power -0- | |
| 9. | Sole Dispositive Power 34,758 | |
| 10. | Shared Dispositive Power -0- | |
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 34,758 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | |
| 13. | Percent of Class Represented by Amount in Row (11) 0.03% | |
| 14. | Type of Reporting Person (See Instructions) PN |
12
SEQ.=1,FOLIO='12',FILE='C:\JMS\107913\15-3618-1\task7175413\3618-1-bc.htm',USER='107913',CD='Feb 4 03:03 2015'
| 2. | Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) RH Fund 1, L.P. — Check the Appropriate Box if a Member of a Group (See Instructions) | |
|---|---|---|
| (a) | x | |
| (b) | o | |
| 3. | SEC Use Only | |
| 4. | Source of Funds (See Instructions) WC/OO | |
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |
| 6. | Citizenship or Place of Organization Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 207,773 |
| 8. | Shared Voting Power -0- | |
| 9. | Sole Dispositive Power 207,773 | |
| 10. | Shared Dispositive Power -0- | |
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 207,773 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | |
| 13. | Percent of Class Represented by Amount in Row (11) 0.15% | |
| 14. | Type of Reporting Person (See Instructions) PN |
13
SEQ.=1,FOLIO='13',FILE='C:\JMS\107913\15-3618-1\task7175413\3618-1-bc.htm',USER='107913',CD='Feb 4 03:03 2015'
| 2. | Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Ralph V. Whitworth — Check the Appropriate Box if a Member of a Group (See Instructions) | |
|---|---|---|
| (a) | x | |
| (b) | o | |
| 3. | SEC Use Only | |
| 4. | Source of Funds (See Instructions) NA | |
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |
| 6. | Citizenship or Place of Organization United States | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power -0- |
| 8. | Shared Voting Power 8,567,010 | |
| 9. | Sole Dispositive Power -0- | |
| 10. | Shared Dispositive Power 8,567,010 | |
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 8,567,010 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | |
| 13. | Percent of Class Represented by Amount in Row (11) 6.32% | |
| 14. | Type of Reporting Person (See Instructions) IN |
14
SEQ.=1,FOLIO='14',FILE='C:\JMS\107913\15-3618-1\task7175413\3618-1-bc.htm',USER='107913',CD='Feb 4 03:03 2015'
| 2. | Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) David H. Batchelder — Check the Appropriate Box if a Member of a Group (See Instructions) | |
|---|---|---|
| (a) | x | |
| (b) | o | |
| 3. | SEC Use Only | |
| 4. | Source of Funds (See Instructions) NA | |
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |
| 6. | Citizenship or Place of Organization United States | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power -0- |
| 8. | Shared Voting Power 8,567,010 | |
| 9. | Sole Dispositive Power -0- | |
| 10. | Shared Dispositive Power 8,567,010 | |
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 8,567,010 | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | |
| 13. | Percent of Class Represented by Amount in Row (11) 6.32% | |
| 14. | Type of Reporting Person (See Instructions) IN |
15
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SET mrlNoTableShading Item 1. Security and Issuer
This Schedule 13D/A constitutes the first amendment to the Schedule 13D originally filed by the Reporting Persons with the Securities and Exchange Commission (the SEC ) on June 26, 2014 (the Statement ) with respect to the common stock, $0.01 par value (the Shares ), of The Manitowoc Company, Inc. (the Issuer or the Company ). Except as specifically amended by this Schedule 13D/A, the Statement remains in full force and effect.
Item 3. Source and Amount of Funds or Other Consideration
RILLC and the Managed Accounts purchased an aggregate of 2,575,768 Shares for a total consideration (including brokerage commissions) of $65.8 million derived from capital of RILLC and the Managed Accounts.
The Relational LPs purchased an aggregate of 5,991,242 Shares for total consideration (including brokerage commissions) of $160.1 million derived from the capital of the Relational LPs.
Item 5. Interest in Securities of the Issuer
(a) As of the date of this Statement, the Reporting Persons beneficially owned in the aggregate 8,567,010 Shares, constituting 6.32% of the outstanding Shares. The percentage of Shares owned is based upon 135,522,965 Shares outstanding on September 30, 2014, as set forth in the Issuers Form 10-Q for the quarter ended September 30, 2014. The Reporting Persons may be deemed to have direct beneficial ownership of the Shares as follows:
| NAME | NUMBER OF SHARES | % OF OUTSTANDING SHARES | VOTING AND DISPOSITIVE POWER |
|---|---|---|---|
| RILLC | 2,575,768 | 1.90 % | Sole |
| MC I | 2,029,763 | 1.50 % | Sole |
| MC II | 2,253,934 | 1.66 % | Sole |
| RFP | 23,207 | 0.02 % | Sole |
| RCP | 233,669 | 0.17 % | Sole |
| RI IX | 296,945 | 0.22 % | Sole |
| RI XV | 245,124 | 0.18 % | Sole |
| RI XVI | 127,165 | 0.09 % | Sole |
| RI XX | 222,542 | 0.16 % | Sole |
| RI XXIII | 316,362 | 0.23 % | Sole |
| RI XXIV | 34,758 | 0.03 % | Sole |
| RH 1 | 207,773 | 0.15 % | Sole |
SET mrlNoTableShading RILLC, individually and in its capacity as an investment adviser, may be deemed to possess direct beneficial ownership of the 2,575,768 Shares that are owned by it and the Managed Accounts. Additionally, RILLC, as the sole general partner, or sole managing member of the general partner, of each of the Relational LPs may be deemed to beneficially own (as that term is defined in Rule 13d-3 under the Securities Exchange Act of 1934, as amended) the 5,991,242 Shares beneficially owned by the Relational LPs because the limited partnership agreements of the Relational LPs specify that RILLC has sole investment discretion and voting authority with respect to those Shares.
Each of Messrs. Whitworth and Batchelder, as Principals of RILLC, may be deemed to share indirect beneficial ownership of the Shares which RILLC may beneficially own. Each of Messrs. Whitworth and Batchelder disclaims beneficial ownership of such Shares for all other purposes.
To the best of the knowledge of each of the Reporting Persons, other than as set forth above, none of the persons named in Item 2 is the beneficial owner of any Shares.
(b) See item (a) above.
(c) Except as set forth in Exhibit A to this Statement, none of the Reporting Persons has effected any transactions in the Shares during the past sixty days.
(d) No other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares covered by this Statement, except that dividends from, and proceeds from the sale of, the Shares held by accounts managed by RILLC may be delivered to such accounts.
(e) Not applicable.
SET mrlNoTableShading Item 7. Material to Be Filed as Exhibits
The following Exhibits are filed herewith:
SET mrlHTMLTableCenter SET mrlNoTableShading Exhibit A Information concerning transactions in the Shares effected by the Reporting Persons in the last 60 days not previously reported.
16
SEQ.=1,FOLIO='16',FILE='C:\JMS\107913\15-3618-1\task7175413\3618-1-bc.htm',USER='107913',CD='Feb 4 03:03 2015'
*Signature*
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: February 3, 2015
RELATIONAL INVESTORS MID-CAP FUND I, L.P. RELATIONAL INVESTORS MID-CAP FUND II, L.P. RELATIONAL FUND PARTNERS, L.P. RELATIONAL COAST PARTNERS, L.P. RELATIONAL INVESTORS IX, L.P. RELATIONAL INVESTORS XV, L.P. RELATIONAL INVESTORS XVI, L.P. RELATIONAL INVESTORS XX, L.P. RELATIONAL INVESTORS XXIII, L.P. RELATIONAL INVESTORS XXIV, L.P. RH FUND 1, L.P.
| By: | |
|---|---|
| as general partner to each, | |
| By: | /s/ Ralph V. Whitworth |
| Ralph V. Whitworth, Principal | |
| RELATIONAL INVESTORS, LLC | |
| By: | /s/ Ralph V. Whitworth |
| Ralph V. Whitworth, Principal | |
| /s/ Ralph V. Whitworth | |
| Ralph V. Whitworth | |
| /s/ David H. Batchelder | |
| David H. Batchelder |
17
SEQ.=1,FOLIO='17',FILE='C:\JMS\107913\15-3618-1\task7175413\3618-1-bc.htm',USER='107913',CD='Feb 4 03:03 2015'