Failed IPO definition

Failed IPO means an IPO that is withdrawn during the execution of the “road showrelated to such IPO or the final rejection by the member of the pricing committee of the Board who is designated by BlueMountain Capital Management, LLC of a public offering price that is below the minimum price range set forth on the cover page of the preliminary prospectus for such IPO. For the avoidance of doubt, any IPO priced at the bottom of, within, at the top of or above the price range set forth on the cover page of the preliminary prospectus for such IPO shall not constitute a Failed IPO.