UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 4)
Iridium Communications, Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
46269C102
(CUSIP Number)
Larry G. Franceski, Esq.
Norton Rose Fulbright US LLP
799 9th Street NW
Suite 1000
Washington, DC 20001-4501
(202) 662-4518
with
a copy to:
Mara H. Rogers, Esq.
Norton Rose Fulbright US LLP
1301 Avenue of the Americas
New York, NY 10019-6022
(212) 318-3206
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
August 24, 2021
(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 Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐
Note: Schedules filed in paper format shall include a signed original and five copies of this Schedule, including all exhibits. See Rule 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 person’s 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 (the “Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.
| CUSIP No. 46269C102 | Page 2 of 7 Pages |
| 1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Baralonco Limited | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS
Not applicable | |||||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
☐ | |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7 | SOLE VOTING POWER
-0- | ||||
| 8 | SHARED VOTING POWER
13,099,230 | |||||
| 9 | SOLE DISPOSITIVE POWER
-0- | |||||
| 10 | SHARED DISPOSITIVE POWER
13,099,230 | |||||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
13,099,230 | |||||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.9%* | |||||
| 14 | TYPE OF REPORTING PERSON
CO | |||||
| * | Based on 131,934,582 shares of Common Stock outstanding on July 14, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q for the period ended June 30, 2021 filed with the Securities and Exchange Commission on July 20, 2021. |
| CUSIP No. 46269C102 |
Page 3 of 7 Pages |
| 1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Estate of the late Khalid bin Abdullah bin Abdulrahman | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS
Not applicable | |||||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
☐ | |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Kingdom of Saudi Arabia | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7 | SOLE VOTING POWER
-0- | ||||
| 8 | SHARED VOTING POWER
13,099,230 | |||||
| 9 | SOLE DISPOSITIVE POWER
-0- | |||||
| 10 | SHARED DISPOSITIVE POWER
13,099,230 | |||||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
13,099,230 | |||||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.9%* | |||||
| 14 | TYPE OF REPORTING PERSON
OO | |||||
| * | Based on 131,934,582 shares of Common Stock outstanding on July 14, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q for the period ended June 30, 2021 filed with the Securities and Exchange Commission on July 20, 2021. |
| CUSIP No. 46269C102 |
Page 4 of 7 Pages |
| 1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Fahd bin Khalid bin Abdullah bin Abdulrahman | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS
Not applicable | |||||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
☐ | |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Kingdom of Saudi Arabia | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7 | SOLE VOTING POWER
-0- | ||||
| 8 | SHARED VOTING POWER
13,099,230 | |||||
| 9 | SOLE DISPOSITIVE POWER
-0- | |||||
| 10 | SHARED DISPOSITIVE POWER
13,099,230 | |||||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
13,099,230 | |||||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.9%* | |||||
| 14 | TYPE OF REPORTING PERSON
IN | |||||
| * | Based on 131,934,582 shares of Common Stock outstanding on July 14, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q for the period ended June 30, 2021 filed with the Securities and Exchange Commission on July 20, 2021. |
Page 5 of 7 Pages
Explanatory Note
This Amendment No. 4 to Schedule 13D (this “Amendment No. 4”) relates to the common stock, par value $0.001 per share (the “Common Stock”), of Iridium Communications, Inc., a Delaware corporation (the “Issuer”). This Amendment No. 4 supplements and amends the statement on Schedule 13D jointly filed with the Securities and Exchange Commission (the “SEC”) on October 8, 2009 by (i) Baralonco Limited, a British Virgin Islands company (the “Company”) and (ii) Khalid bin Abdullah bin Abdulrahman, as amended by Amendment No. 1 to Schedule 13D filed with the SEC on October 9, 2012, Amendment No. 2 to Schedule 13D filed with the SEC on June 3, 2014 and Amendment No. 3 to Schedule 13D filed with the SEC on May 17, 2019 (collectively, the “Amended Schedule 13D”).
This Amendment No. 4 is being filed to report the following matters: (1) on January 12, 2021, Khalid bin Abdullah bin Abdulrahman, the former sole owner of the Company, passed away, and his former interest in the Company is now held by his estate, which is currently in probate (or the equivalent proceedings under applicable local law) in Saudi Arabia; (2) on February 10, 2021, Fahd bin Khalid bin Abdullah bin Abdulrahman was appointed as the legal representative to the decedent’s estate in probate; and (3) a sale of 500,000 shares of Common Stock by the Company pursuant to Rule 144 under the Securities Act of 1933, as amended. Except as supplemented and amended herein, the Amended Schedule 13D is unchanged. Reference should be made to the Amended Schedule 13D for additional information.
| Item 2. | Identity and Background. |
This Amendment No. 4 is being filed by Baralonco Limited (the “Company”), organized under the laws of the British Virgin Islands, with its principal executive offices located at Craigmuir Chambers, P.O. Box 71, Road Town, Tortola, British Virgin Islands VG1110. The principal business of the Company is to hold investments. Information as to the executive officers and directors of the Company is set forth in Exhibit A to this Amendment No. 4.
This Amendment No. 4 is also being filed by the Estate of the late Khalid bin Abdullah bin Abdulrahman (the “Estate”), the sole owner of the Company, whose address is c/o Baralonco Limited located at Craigmuir Chambers, P.O. Box 71, Road Town, Tortola, British Virgin Islands VG1110. The Estate is currently in probate (or the equivalent proceedings under applicable local law) in Saudi Arabia. The principal business activity of the Estate is to hold the assets of the late Khalid bin Abdullah bin Abdulrahman.
This Amendment No. 4 is also being filed by Fahd bin Khalid bin Abdullah bin Abdulrahman, as a legal representative to the Estate (the “Legal Representative”), whose address is c/o Baralonco Limited located at Craigmuir Chambers, P.O. Box 71, Road Town, Tortola, British Virgin Islands VG1110. His present principal occupation is private investments. The Legal Representative is a resident and national of the Kingdom of Saudi Arabia.
The Company, the Estate and the Legal Representative are referred to in this Amendment No. 4 collectively as the “Reporting Persons.” This Amendment No. 4 constitutes an initial Schedule 13D filing for each of the Estate and the Legal Representative, jointly with the Company.
During the past five years, none of the Reporting Persons nor, to the Company’s knowledge, any of the persons listed in Exhibit A, has been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors). During the past five years, none of the Company, the Estate or the Legal Representative nor, to the Company’s knowledge, any of the persons listed in Exhibit A, has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
Page 6 of 7 Pages
| Item 5. | Interest in Securities of the Issuer. |
Section (a) of Item 5 of the Amended Schedule 13D is hereby amended and restated as follows:
The Company beneficially owns 13,099,230 shares of Common Stock, representing approximately 9.9% of the Common Stock outstanding as of July 14, 2021 (based on 131,934,582 shares reported as outstanding in the Issuer’s Quarterly Report on Form 10-Q for the period ended June 30, 2021 filed with the SEC on July 20, 2021), as calculated under Rule 13d-3 of the Securities and Exchange Act of 1934, as amended. As the Company is wholly owned by the Estate, the Estate may also be deemed to beneficially own the same 13,099,230 shares of Common Stock directly owned by the Company. Steven B. Pfeiffer, a director of the Company, is also a director of the Issuer and beneficially owns 109,925 shares underlying vested restricted stock units of the Issuer. Mr. Pfeiffer has sole voting and dispositive power over these shares and these shares are not included in the beneficial ownership calculation of the Reporting Persons. The Legal Representative as a legal representative to the Estate, may also be deemed to beneficially own the same 13,099,230 shares of Common Stock directly owned by the Company.
Section (c) of Item 5 of the Amended Schedule 13D is hereby supplemented as follows:
(c) On August 24, 2021, the Company sold 500,000 shares of Common Stock in a single block trade pursuant to Rule 144 under the Securities Act of 1933, as amended, at a price of $38.00 per share. Except as set forth in the prior sentence, none of the Reporting Persons nor, to the knowledge of the Company, any director or executive officer of the Company, has effected any transaction in the Common Stock in the 60 days prior to the filing of this Amendment No. 4.
| Item 7. | Material to be Filed as Exhibits. |
Exhibit A: Information concerning the executive officers and directors of Baralonco Limited (previously filed and incorporated by reference to Exhibit A to Amendment No. 3 to Schedule 13D filed with the SEC on May 17, 2019)
Exhibit 1: Filing Agreement
Exhibit 2: Power of Attorney of Baralonco Limited (previously filed and incorporated by reference to Exhibit G to the Schedule 13D filed on October 8, 2009)
Exhibit 3: Powers of Attorney of the Estate of the late Khalid bin Abdullah bin Abdulrahman and Fahd bin Khalid bin Abdullah bin Abdulrahman
Page 7 of 7 Pages
Signatures
After reasonable inquiry and to the best knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
Dated: August 26, 2021
| BARALONCO LTD | ||
| By: | /s/ Larry G. Franceski | |
| Name: Larry G. Franceski | ||
| Title: Attorney-in-Fact* | ||
| ESTATE OF THE LATE KHALID BIN ABDULLAH BIN ABDULRAHMAN | ||
| By: | /s/ Larry G. Franceski | |
| Name: Larry G. Franceski | ||
| Title: Attorney-in-Fact* | ||
| FAHD BIN KHALID BIN ABDULLAH BIN ABDULRAHMAN, as legal representative of the Estate of the late Khalid Bin Abdullah Bin Abdulrahman | ||
| By: | /s/ Larry G. Franceski | |
| Name: Larry G. Franceski | ||
| Title: Attorney-in-Fact* | ||
Exhibit 1
FILING AGREEMENT
This Filing Agreement is entered into between Baralonco Limited (the “Company”), the Estate of the late Khalid bin Abdullah bin Abdulrahman (the “Estate”), and Fahd bin Khalid bin Abdullah bin Abdulrahman (the “Legal Representative”), as of August 26, 2021.
WHEREAS, the Company and Khalid bin Abdullah bin Abdulrahman (“K. Abdullah”), entered into a Filing Agreement, dated as of October 8, 2009 (the “Original Filing Agreement”), pursuant to which the Company and K. Abdullah (as the then sole shareholder of the Company) agreed, among other things, to file one statement of beneficial ownership on Schedule 13D (and to make any amendments thereto in the future on one statement of beneficial ownership) with respect to their respective beneficial ownership of shares of common stock, par value $0.001 per share (the “Common Stock”), of Iridium Communications, Inc. (the “Issuer”);
WHEREAS, reference is hereby made to the Statement of Beneficial Ownership on Schedule 13D, originally filed with the Securities and Exchange Commission on October 8, 2009 by the Company and K. Abdullah (as amended and supplemented to date, the “Schedule 13D”);
WHEREAS, following the death of K. Abdullah, (1) the Estate succeeded to K. Abdullah’s interest in the equity securities of the Company, and became the sole shareholder of the Company, and as a result also beneficially owns the same shares of the Common Stock of the Issuer that the Company owns, and (2) the Legal Representative was appointed as a legal representative to the Estate, and as a result also beneficially owns the same shares of the Common Stock of the Issuer that the Company owns; and
WHEREAS, the Company, the Estate and the Legal Representative are required to make certain filings with the Securities and Exchange Commission with respect to the shares of Common Stock of the Issuer that each is deemed to beneficially own.
NOW, THEREFORE, the Company, the Estate and the Legal Representative do hereby agree to file any further amendment to the Schedule 13D that may be required, in accordance with the rules and regulations promulgated under the Securities Exchange Act of 1934, with respect to the Common Stock of the Issuer that the Company owns, on one statement of beneficial ownership on Schedule 13D and to make any amendments thereto in the future on one statement of beneficial ownership, and agree that such statement or amendments shall be deemed filed on behalf of each of them. Effective as of the date hereof, each party hereto expressly acknowledges, agrees and confirms that the Original Filing Agreement is hereby terminated and shall cease to be of further effect.
[Signature Page Follows]
IN WITNESS WHEREOF, this Filing Agreement has been executed as of the date first above written.
| BARALONCO LIMITED | ||
| By: | /s/ Larry G. Franceski | |
| Larry G. Franceski | ||
| Attorney-in-fact | ||
| ESTATE OF THE LATE KHALID BIN ABDULLAH BIN ABDULRAHMAN | ||
| By: | /s/ Larry G. Franceski | |
| Larry G. Franceski | ||
| Attorney-in-fact | ||
| FAHD BIN KHALID BIN ABDULLAH BIN ABDULRAHMAN | ||
| By: | /s/ Larry G. Franceski | |
| Larry G. Franceski | ||
| Attorney-in-fact | ||
Exhibit 3
POWER OF ATTORNEY
Know all by these presents that the undersigned hereby makes, constitutes and appoints each of Steven B. Pfeiffer and Larry G. Franceski, or either of them acting individually, the undersigned’s true and lawful attorneys-in fact and agents (each of such persons and their substitutes being referred to herein as the “Attorney-in-Fact”), with full power to act for the undersigned and in the undersigned’s name, place and stead, in any and all capacities, to:
| (1) | Prepare, execute, and submit to the Securities and Exchange Commission (“SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required or considered by the Attorney-in-Fact to be advisable under Section 13 or Section 16 of the Securities Exchange Act of 1934 (“Exchange Act”) or any rule or regulation thereunder; |
| (2) | Prepare, execute, and submit to the SEC any and all reports the undersigned is required to file with the SEC, or which the Attorney-in-Fact considers it advisable to file with the SEC, under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder, or under Rule 144 under the Securities Act of 1933, with respect to the any security of Iridium Communications, Inc. (the “Company”), including Forms 3, 4 and 5 and Schedules 13D and 13G (including amendments thereto and joint filing agreements in connection therewith); |
| (3) | Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to prepare and execute any such Form 3, 4 or 5 and Schedules 13D and 13G (including amendments thereto and joint filing agreements in connection therewith) and file such Forms and Schedules with the SEC and any stock exchange, self-regulatory association or any other authority; |
| (4) | Obtain, as the undersigned’s representative and on the undersigned’s behalf, information regarding transactions in the Company’s equity securities from any third party, including the Company and any brokers, dealers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such third party to release any such information to the Attorney-in-Fact; and |
| (5) | Take any other action of any type whatsoever in connection with the foregoing that, in the opinion of such Attorney-in-Fact, may be of benefit to, in the best interest of, or legally required of the undersigned, it being understood that the documents executed by the Attorney-in-Fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as the Attorney-in-Fact may approve in the Attorney-in-Fact’s discretion. |
The undersigned hereby grants to each Attorney-in-Fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such Attorney-in-Fact, or such Attorney-in-Fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing Attorneys-in-Fact, and their substitutes, in serving in such capacity at the request of the undersigned, are not assuming any of the undersigned’s responsibilities to comply with Sections 13 and 16 of the Securities Exchange Act of 1934.
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 or 5 or Schedules 13D or 13G or Forms 144 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the Company and the Attorneys-in Fact. This Power of Attorney revokes any other power of attorney that the undersigned has previously granted with respect to such filings.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below.
| Dated: August 24, 2021 | ||
| Estate of the late Khalid bin Abdullah bin Abdulrahman | ||
| By: | /s/ Fahd bin Khalid bin Abdullah bin Abdulrahman | |
| Fahd bin Khalid bin Abdullah bin Abdulrahman | ||
| Legal Representative of the Estate of the late Khalid bin Abdullah bin Abdulrahman | ||
POWER OF ATTORNEY
Know all by these presents that the undersigned hereby makes, constitutes and appoints each of Steven B. Pfeiffer and Larry G. Franceski, or either of them acting individually, the undersigned’s true and lawful attorneys-in fact and agents (each of such persons and their substitutes being referred to herein as the “Attorney-in-Fact”), with full power to act for the undersigned and in the undersigned’s name, place and stead, in any and all capacities, to:
| (1) | Prepare, execute, and submit to the Securities and Exchange Commission (“SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required or considered by the Attorney-in-Fact to be advisable under Section 13 or Section 16 of the Securities Exchange Act of 1934 (“Exchange Act”) or any rule or regulation thereunder; |
| (2) | Prepare, execute, and submit to the SEC any and all reports the undersigned is required to file with the SEC, or which the Attorney-in-Fact considers it advisable to file with the SEC, under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder, or under Rule 144 under the Securities Act of 1933, with respect to the any security of Iridium Communications, Inc. (the “Company”), including Forms 3, 4 and 5 and Schedules 13D and 13G (including amendments thereto and joint filing agreements in connection therewith); |
| (3) | Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to prepare and execute any such Form 3, 4 or 5 and Schedules 13D and 13G (including amendments thereto and joint filing agreements in connection therewith) and file such Forms and Schedules with the SEC and any stock exchange, self-regulatory association or any other authority; |
| (4) | Obtain, as the undersigned’s representative and on the undersigned’s behalf, information regarding transactions in the Company’s equity securities from any third party, including the Company and any brokers, dealers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such third party to release any such information to the Attorney-in-Fact; and |
| (5) | Take any other action of any type whatsoever in connection with the foregoing that, in the opinion of such Attorney-in-Fact, may be of benefit to, in the best interest of, or legally required of the undersigned, it being understood that the documents executed by the Attorney-in-Fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as the Attorney-in-Fact may approve in the Attorney-in-Fact’s discretion. |
The undersigned hereby grants to each Attorney-in-Fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such Attorney-in-Fact, or such Attorney-in-Fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing Attorneys-in-Fact, and their substitutes, in serving in such capacity at the request of the undersigned, are not assuming any of the undersigned’s responsibilities to comply with Sections 13 and 16 of the Securities Exchange Act of 1934.
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 or 5 or Schedules 13D or 13G or Forms 144 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the Company and the Attorneys-in Fact. This Power of Attorney revokes any other power of attorney that the undersigned has previously granted with respect to such filings.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below.
| Dated: August 24, 2021 | ||
| By: | /s/ Fahd bin Khalid bin Abdullah bin Abdulrahman | |
| Fahd bin Khalid bin Abdullah bin Abdulrahman, in his capacity as legal representative of the Estate of the late Khalid bin Abdullah bin Abdulrahman | ||