EX-99.1 2 c18188_99x1.htm ADDITIONAL EXHIBITS Exhibit 99.1
Exhibit 99.1
Form 4 Joint Filer Information
         
Names of the Reporting Persons:
    Sherborne Investors LP, a Delaware limited partnership and managing member of each of the Funds (as defined below) (“Managing Member”);
 
       
 
    Sherborne Investors GP, LLC, a Delaware limited liability company and general partner of the Managing Member (“Sherborne Investors GP”);
 
       
 
    Sherborne Investors Management LP, a Delaware limited partnership and investment manager to the Funds (“Sherborne Management”);
 
       
 
    Sherborne Investors Management GP, LLC, a Delaware limited liability company and general partner of Sherborne Management (“Sherborne Management GP”);
 
       
 
    Sherborne Strategic Fund A, LLC, a Delaware limited liability company (“Strategic Fund A”);
 
       
 
    Sherborne Strategic Fund B, LLC, a Delaware limited liability company (“Strategic Fund B”);
 
       
 
    Nottingham Investors LLC, a Delaware limited liability company (“Nottingham” and, together with Strategic Fund A and Strategic Fund B, the “Funds”); and
 
       
 
    Edward J. Bramson, the managing member of Sherborne Investors GP and Sherborne Management GP and a director and Chief Executive Officer of Nautilus, Inc. (“Bramson”).
 
       
Address for each of the Reporting Persons:   135 East 57th Street, New York, NY 10022
 
       
Date of Earliest Transaction Required to be Reported:   May 27, 2011
 
       
Designated Filer for each of the Reporting Persons:   Sherborne Investors GP, LLC

 

 

         
Issuer & Ticker Symbol for each of the Reporting Persons:   Nautilus, Inc.; NLS
 
       
Title of Security for each of the Reporting Persons:   Common Stock, no par value (the “Shares”)
 
       
Transaction Code for each of the Reporting Persons:   J(1)
 
       
Securities Disposed of(2):
    Strategic Fund A directly disposed Shares as follows:
                 
                Amount of Securities
                Beneficially Owned
        Amount of Securities       Following Reported
    Transaction Date   Disposed of   Price   Transactions
    05/27/2011   853,192.203   0   0
   
Strategic Fund B directly disposed Shares as follows:
                 
                Amount of Securities
                Beneficially Owned
        Amount of Securities       Following Reported
    Transaction Date   Disposed of   Price   Transactions
    05/27/2011   1,279,633.727   0   0
   
Nottingham directly disposed Shares as follows:
                 
                Amount of Securities
                Beneficially Owned
        Amount of Securities       Following Reported
    Transaction Date   Disposed of   Price   Transactions
    05/27/2011   7,848,623.065   0   0

 

 

   
Each of (i) the Managing Member, as the managing member of the Funds, (ii) Sherborne Investors GP, as the general partner of the Managing Member and (iii) Bramson, as the managing member of Sherborne Investors GP, indirectly disposed of the Shares that were directly disposed of by the Funds as follows:
                 
                Amount of Securities
                Beneficially Owned
        Amount of Securities       Following Reported
    Transaction Date   Disposed of   Price   Transactions
    05/27/2011   9,981,449.000   0   0
   
Sherborne Management, as the investment manager to the Funds that only receives an asset-based fee, beneficially owns 0 Shares.
   
Sherborne Management GP, as the general partner of Sherborne Management, beneficially owns 0 Shares.
 
     
(1)  
On May 27, 2011, the Funds made a pro rata distribution of all the Shares they beneficially owned to their respective investors. As a result, the Funds no longer beneficially own any Shares.
 
(2)  
Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of the Reporting Person’s pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.

 

 

         
Sherborne Investors LP   /s/ Craig L. McKibben, attorney-in-fact
 
**Signature of Reporting Person
  May 31, 2011
 
Date
Sherborne Investors Management LP   /s/ Craig L. McKibben, attorney-in-fact
 
**Signature of Reporting Person
  May 31, 2011
 
Date
Sherborne Investors Management GP, LLC   /s/ Craig L. McKibben, attorney-in-fact
 
**Signature of Reporting Person
  May 31, 2011
 
Date
Sherborne Strategic Fund A, LLC   /s/ Craig L. McKibben, attorney-in-fact
 
**Signature of Reporting Person
  May 31, 2011
 
Date
Sherborne Strategic Fund B, LLC   /s/ Craig L. McKibben, attorney-in-fact
 
**Signature of Reporting Person
  May 31, 2011
 
Date
Nottingham Investors LLC   /s/ Craig L. McKibben, attorney-in-fact
 
**Signature of Reporting Person
  May 31, 2011
 
Date
Edward J. Bramson   /s/ Craig L. McKibben, attorney-in-fact
 
**Signature of Reporting Person
  May 31, 2011
 
Date
   
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).