EYSs ELIGIBLE FOR FUTURE SALE

      Future sales or the availability for sale of substantial amounts of EYSs or shares of our class A common stock or a significant principal amount of our notes in the public market could adversely affect prevailing market prices and could impair our ability to raise capital through future sales of our securities. Upon the closing of this offering, we will have                     EYSs outstanding, in respect of                      shares of our class A common stock and $           million aggregate principal amount of our notes. All of these EYSs and securities represented thereby will be freely tradable without restriction or further registration under the Securities Act, unless the EYSs or securities represented thereby are held by our “affiliates,” as that term is defined in Rule 144 under the Securities Act of 1933. The amended and restated registration rights agreement will require us to use our commercially reasonable efforts to prepare, file and have declared effective by the Securities and Exchange Commission a shelf registration statement covering the EYSs to be held by KRG, certain other significant stockholders and certain members of our management. In addition, the class B common stock registration rights agreement will require us to use our commercially reasonable efforts to prepare, file and have declared effective by the Securities and Exchange Commission a shelf registration statement covering the EYSs for which the shares of class B common stock are exchangeable. The amended and restated registration rights agreement and the class B common stock registration rights agreement will cover                      shares of class A common stock represented by such EYSs. Upon the closing of this offering and assuming exchange of all of our class B common stock for EYSs, our existing equity investors and members of management will own shares of class A common stock representing an aggregate           % and      %, respectively, ownership interest in us after the offering, or      % and      %, respectively, if the underwriters’ over-allotment option is exercised in full. See “Certain Relationships and Related Party Transactions — Registration Rights Agreements — Amended and Restated Registration Rights Agreement and Class B Common Stock Registration Rights Agreements.”

      Subject to certain limitations, we may issue EYSs, notes, or other securities from time to time as consideration for future acquisitions and investments. In the event any such acquisition or investment is significant, the number of shares of our class A common stock or notes, which may be in the form of EYSs, or other securities that we may issue may in turn be significant. In addition, we may also grant registration rights covering those EYSs.

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