Notice of Exempt Preliminary Roll-Up Communication

Rule 14a-2(b)(4) (17 CF 240.14a-2(b)(4)) under the Securities Exchange Act of 1934 (“Exchange Act”) provides an exemption from Exchange Act proxy rules for any solicitation in connection with a “roll-up transaction” (defined in 17 CFR 229.901(c)) in which the holder of a security that is the subject of a proposed roll-up transaction engages in preliminary communications with other holders of securities that are the subject of the same roll-up transaction for the purpose of determining whether to solicit proxies, consents, or authorizations in opposition to the proposed roll-up transaction. The exemption does not apply to a holder of 5% or more of the securities of a class that is the subject of the proposed roll-up transaction who engages in the business of buying and selling limited partnership interests in the secondary market unless that holder discloses such ownership interest and any relations to the parties of the transaction or to the transaction itself, to security holders to whom the communications are made as required by Rule 14a-6(n)(1) (17 CFR 14a-6(n)(1)) and as specified in the Notice of Exempt Preliminary Roll-Up Communication (17 CFR 240.14a-104) (“Notice”). Whether the communication is written or oral, the Notice must be furnished to the Commission. The purpose of the Notice is to provide the public information regarding ownership interests and any potential conflicts of interest of the person engaging in the solicitation.

The latest form for Notice of Exempt Preliminary Roll-Up Communication expires 2029-06-30 and can be found here.