EFTA01366555.pdf

Amendment #4 Page 126 of 868 .Cs!! mil • our use of all elite net proceeds from this ogenng and the Class ACommon Private Placement to purchase newly issued Class A units of Global LLC, represerting 38 8% of Global LLC's outstandng membership orals, assurrwe ro exercise of the intensifiers' opton to purchase additional shares of Crass A corrrnon stock. • Gtotel Operating LLC's issuarce of an aggregate principal amount of 5800 0 milton in Senor Notes. • Gbtel LLC's use of the net proceeds received from Gbtel, together with the net proceeds from the issuance of the Senor Notes to repay the outstandng principal amount of the Bridge Fealty (tncludre accrued interest), to pay few and expenses associated with the Revolver and Ole issuance of the Senor Notes to repay certain propect4evel debt, to find a porbon of the Acquisecns- purchase price ana the repayment of certan project-level indebtedness; • the completion of the Pendre ACcaisdOnS, including the issuance of 11.313.850 shares. 409.700 shares and 528.318 shares d Class A common stock to Rerova. BoTherm for is aerobe) and GME. the soling parties in the Remove Transaction, the BioTherm Transaction and the GME Transaction. respectively. • the issuance of 27.353.801 shares of Class A common stock in exchange for Ctass D wits previously issued by Global LLC as part of the Lints Private Placements. • Global Operating LLC's execution of a new 544) 0 million Revolver, wheh will re rrein undrawn al the completion of this °Marg. and • our entering into the Support Agreement. the Management Servces Agreement, the Repoxering Services Agreement, the Interest Payment Ageernent and the Prqect Irwesinent Ageenert with oil Sporner. The pro forma adjustments we have made with respect to the Acquisitons are as foticws adjustments b record acquired assets and assumed liabilities at ther fair value. adjustments lo reflect depreciation and arnorteabon, as applicable, of far value adjustments br acquired property and 'dement. intangbhe assets and date assumed, and adjustments to reflect operating activity of the Acquired Projects. The pro forma finanoal statements combine the predecessor combined financial statements are the historical financial statements of the protect-eve' erttes acq.sred fe ACquitatima to illustrate the effect d the aCOurStrOnt The pro forty linanCial deterrents were based on, and should be read in Conwncton wth the accompanying notes to the pro forma financial statemerls. the predecessor combined financial alatem0ntSSE d and for the year ended December 31, 2014 are as of and for the three mantle ended March 31. 2015 and the notes relating thereto included elsewhere in this prospectus. and floanCial deterrientS of the protect-level enders aCqfied orb be acquired In the Acquisitions as of anl for the year ended December 31 2014 and as of and for The three months ended March 31. 2015 and the notes *drip thereto included elsewhere in this prospectus The predecessor ccmtined Inancolseterneres have been adjusted n the pro forma condensed consolidated financial staterrerts to gwe pro tome effect to events that are (1) directly ettredable to the ACW-Sitions. (2) (actuary supportable and (3) with respect to the pro forma condensed axeoli0ated statement of operations. expected to have a connung Impact an the combined residtiS 118 http://cfdocs.btogo.com:27638/cf/drv7/pub/edgar/2015/07/20/0001193125-15-256461/d78... 7/20/2015 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0058083 CONFIDENTIAL SDNY GM_00204267 EFTA01366555