PERFORMANCE DISCLOSURE

Iridian Asset Management LLC claims compliance with the Global Investment Performance Standards (GIPS^®).

1. Iridian Asset Management LLC (the “Firm”) was organized on November 8, 1995 and commenced operations as an SEC-registered, independent investment advisor on March 29, 1996 as the successor of the investment management business of Arnhold and S. Bleichroeder Capital, a division of Arnhold and S. Bleichroeder, Inc. All of the client assets and all of the investment decision-makers were transferred to the Company as of the commencement of operations.
2. Iridian Asset Management LLC’s compliance with the GIPS standards has been verified for the period January 1, 2010 through December 31, 2014 by Ashland Partners & Company LLP (“Ashland”). In addition, a performance examination was conducted by Ashland on the Private Business Value/Mid-Cap Equity Composite beginning January 1, 2010 through December 31, 2014. The Firm has had a Level I Verification for the period January 1, 1991 through December 31, 2009 and Performance Examination (Level II) for the period January 1, 1991 through December 31, 2009, with regard to gross performance. Both the Verification and Performance Examination for these periods were completed by an independent accounting firm (BDO USA, LLP). The composite’s performance returns prior to April 1, 1996 are the results of Iridian’s portfolio managers while employed at Iridian’s predecessor. The Private Business Value/ Mid-Cap Equity Composite (“composite”) will employ a two-step stock-selection process that is disciplined, bottom-up, and value-based, and uses mostly in-house generated fundamental research to identify companies undergoing “corporate change” and generating large amounts of free cash flow. The Composite includes all tax-exempt and taxable, fee paying institutional accounts: (i) managed on a fully discretionary basis; (ii) with a minimum market value of $500,000; and (iii) with similar investment objectives and no special restrictions. The composite was created January 1, 1991.
3. Effective January 1, 2013 the rates of return are compiled daily using the Modified Dietz method, which calculates the percentage change in end of the period market value over beginning of the period market value with all cash flows time weighted daily. Cash flows consist principally of capital contributions, withdrawals and investment management fees. The daily results are then geometrically linked to derive the monthly total weighted return. Geometric linking is the method used to combine rates of return for multiple time periods. The rate of return reflects realized and unrealized gains and losses and includes ordinary income (interest and dividends). The calculations are weighted for the size of each client’s account as a relationship to the total composite accounts. For purposes of determining market values, securities transactions are recorded on a trade-date basis, and dividends are recorded on ex-dividend dates. For year-end returns, market values of equity securities are based on the Bloomberg 4 p.m. composite last price on the last day of the year or, in the absence thereof, at the mean between the closing bid and asked prices. For year-to-date returns, market values of equity securities are based on Bloomberg 4 p.m. composite last price on the last day of the year or, in the absence thereof, at the mean between the closing bid and asked prices. Prior to 2013, the rates of return were compiled on a monthly basis. Performance calculations are expressed in U.S. dollars.
4. Gross performance results are shown gross of investment management fees and custodial fees but net of all transaction costs. Net performance data is presented gross of custodial fees but net of investment management fees and transaction costs. Net performance is calculated by using the actual fees charged throughout the composite for the performance period. Returns include the reinvestment of income. Prospective clients should expect their rates of return to be reduced by investment management fees, along with other expenses incurred in the management of the account which are fully described in the Firm’s Brochure (Form ADV Part 2A). The management fee schedules for this strategy are as follows: 1.00% on the first $50 million; 0.75% on the next $50 million; and 0.65% on the balance. For example, assuming a $10 million account size, an annual gross total return of 10% and an annual management fee of 1.00%, cumulative performance results would be reduced by 106, 354 and 655 basis points over 1-, 3- and 5-year periods, respectively. The net annualized total return of the assets would be 8.94%.
5. Leverage has not been used in the composite.
6. Benchmark returns reflect the reinvestment of dividends but do not reflect fees, brokerage commissions or other expenses of investing. The comparative indexes are unmanaged and not directly investable.

   The Russell Midcap Index: The Russell Midcap Index measures the performance of the mid-cap segment of the U.S. equity universe. The Russell Midcap Index is a subset of the Russell 1000 Index. It includes approximately 800 of the smallest securities based on a combination of their market cap and current index membership. The Russell Midcap Index represents approximately 31% of the total market capitalization of the Russell 1000 companies.

   The S&P 500 Index: The Standard & Poor’s 500 Index represents 500 large U.S. companies in leading industries.

   The Russell Midcap Value Index: The Russell Midcap Value Index measures the performance of the mid-cap value segment of the U.S. equity universe. It includes those Russell Midcap Index companies with lower price-to-book ratios and lower forecasted growth values.

7. Past performance is not indicative of future results.
8. Investing in medium-capitalization companies may carry additional risks such as reduced liquidity and increased volatility.
9. A fully compliant presentation as well as a complete list and description of Firm composites is available upon request.

For more information, please contact:

Colin Morris

Senior Vice President, Director of Marketing & Client Service

(203) 341-9027
cmorris@iridian.com

Iridian Asset Management LLC

276 Post Road West
Westport, Connecticut 06880-4704
www.iridian.com