Exhibit 99.1
Designated Filer: | STONEHILL CAPITAL MANAGEMENT LLC |
Issuer & Ticker Symbol: | WCI Communities, Inc. [WCIC] |
Date of Event Requiring Statement: | February 11, 2016 |
Explanation of Responses
(1) | On February 11, 2016, Management (as defined below), as an affiliate of a non-employee director, was granted restricted stock units by WCI Communities, Inc. (the “Company”). These restricted stock units will vest in their entirety on the first business day immediately prior to the Company’s annual shareholders’ meeting in 2017, subject to the continued services of the applicable non-employee director. In accordance with the terms of the grant, following vesting, the Company will pay to the holder a cash amount equal to the fair market value of a number of shares of the Company’s common stock equal to the number of restricted stock units. The closing price of the Company’s common stock on February 11, 2016 was $16.96. |
(2) | This Form 4 is being filed on behalf of Stonehill Capital Management LLC, a Delaware limited liability company (“Management”), Stonehill General Partner, LLC, a Delaware limited liability company (“GP”) and Messrs. John Motulsky, Christopher Wilson, Thomas Varkey, Jonathan Sacks, Peter Sisitsky, Michael Thoyer and Michael Stern (collectively, the “Reporting Persons”). Messrs. Motulsky, Wilson, Varkey, Sacks, Sisitsky, Thoyer and Stern are managing members of GP and Management and may be deemed to control the Reporting Persons. Each of Management, GP and Messrs. Motulsky, Wilson, Varkey, Sacks, Sisitsky, Thoyer and Stern disclaim beneficial ownership of all shares held directly by Management except to the extent of any indirect pecuniary interest therein. |
(3) | Restricted Stock Units held directly by Management. |
Exhibit 99.2
Designated Filer: | STONEHILL CAPITAL MANAGEMENT LLC |
Issuer & Ticker Symbol: | WCI Communities, Inc. [WCIC] |
Date of Event Requiring Statement: | February 11, 2016 |
Joint Filer Information and Signatures
Joint Filers:
1.
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Name: Stonehill General Partner, LLC
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Address: c/o Stonehill Capital Management LLC, 885 Third Avenue, 30th Floor, New York, New York 10022
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STONEHILL GENERAL PARTNER, LLC
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By: /s/ Paul Malek | February 16, 2016 | |||
Name: Paul Malek | Date | |||
Title: Authorized Signatory | ||||
2.
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Name: John Motulsky | |||
Address: c/o Stonehill Capital Management LLC, 885 Third Avenue, 30th Floor, New York, New York 10022
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By: /s/ Paul Malek, as attorney-in-fact | February 16, 2016 | |||
Name: John Motulsky | Date | |||
3.
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Name: Christopher Wilson
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Address: c/o Stonehill Capital Management LLC, 885 Third Avenue, 30th Floor, New York, New York 10022
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By: /s/ Paul Malek, as attorney-in-fact | February 16, 2016 | |||
Name: Christopher Wilson | Date |
5.
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Name: Thomas Varkey | |||
Address: c/o Stonehill Capital Management LLC, 885 Third Avenue, 30th Floor, New York, New York 10022
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By: /s/ Paul Malek, as attorney-in-fact | February 16, 2016 | |||
Name: Thomas Varkey | Date | |||
6.
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Name: Jonathan Sacks | |||
Address: c/o Stonehill Capital Management LLC, 885 Third Avenue, 30th Floor, New York, New York 10022
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By: /s/ Paul Malek, as attorney-in-fact | February 16, 2016 | |||
Name: Jonathan Sacks | Date | |||
7.
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Name: Peter Sisitsky
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Address: c/o Stonehill Capital Management LLC, 885 Third Avenue, 30th Floor, New York, New York 10022
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By: /s/ Paul Malek, as attorney-in-fact | February 16, 2016 | |||
Name: Peter Sisitsky | Date | |||
8.
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Name: Michael Thoyer
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Address: c/o Stonehill Capital Management LLC, 885 Third Avenue, 30th Floor, New York, New York 10022
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By: /s/ Paul Malek, as attorney-in-fact | February 16, 2016 | |||
Name: Michael Thoyer | Date | |||
9.
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Name: Michael Stern | |||
Address: c/o Stonehill Capital Management LLC, 885 Third Avenue, 30th Floor, New York, New York 10022
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By: /s/ Paul Malek, as attorney-in-fact | February 16, 2016 | |||
Name: Michael Stern | Date | |||