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Explanation of Responses:
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1)
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Disposition pursuant to the merger agreement, dated May 29, 2012, by and among the issuer, Isabelle Holding Company, LLC, formerly Isabelle Holding Company Inc. prior to its conversion to a limited liability company ("Parent") and Isabelle Acquisition Sub Inc. ("Merger Sub") providing for the merger (the "Merger") of Merger Sub with and into the issuer effective as of September 7, 2012, pursuant to which the shares were cancelled in exchange for a cash payment equal to $25.50 per share.
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2)
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Includes indirect ownership of 1,125 shares of common stock held by The Katelynn Bree Nily Trust, an irrevocable trust over which Mr. Grebe's wife has investment control. Mr. Grebe disclaims beneficial ownership of the shares held by the Katelynn Bree Nily Trust.
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3)
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Pursuant to an individual agreement entered into in connection with the Merger, all 166,032 shares of common stock subject to this stock option were assumed by Parent and replaced with options to acquire 16,603.2 membership units of Parent for $150 per unit.
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4)
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The options became exercisable on December 16, 2004.
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5)
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All options, unless otherwise agreed upon between Parent and Mr. Grebe and as specified herein, were cancelled and converted into the right to receive an amount in cash equal to, without interest and less applicable withholding taxes, the product of (i) the excess, if any, of $25.50 (the per share merger consideration) over the per share exercise price of the applicable stock option and (ii) the aggregate number of shares of common stock that may be acquired upon exercise of such stock option immediately prior to the effective time of the Merger.
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6)
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The options became exercisable on December 16, 2004.
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7)
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The options became exercisable on December 16, 2004.
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8)
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The options became exercisable in quarterly installments on the first, second, third and fourth anniversary of the grant date, March 13, 2006.
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9)
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The options became exercisable in quarterly installments on the first, second, third and fourth anniversary of the grant date, March 14, 2006.
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10)
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The options became exercisable in quarterly installments on the first, second, third and fourth anniversary of the grant date, March 1, 2007.
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11)
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The options became exercisable in quarterly installments on the first, second, third and fourth anniversary of the grant date, March 2, 2007.
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12)
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The options became exercisable in quarterly installments on the first, second, third and fourth anniversary of the grant date, February 26, 2008.
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13)
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The options became exercisable in quarterly installments on the first, second, third and fourth anniversary of the grant date, February 27, 2008.
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14)
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Pursuant to an individual agreement entered into in connection with the Merger, all 111,111 shares of common stock subject to this stock option were assumed by Parent and replaced with options to acquire 11,111.1 membership units of Parent for $78.90 per unit.
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15)
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The options are exercisable in quarterly installments on the first, second, third and fourth anniversary of the grant date, February 25, 2009.
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16)
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The options are exercisable in quarterly installments on the first, second, third and fourth anniversary of the grant date, February 24, 2010.
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17)
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The options are exercisable in quarterly installments on the first, second, third and fourth anniversary of the grant date, March 2, 2011.
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18)
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The options are exercisable in quarterly installments on the first, second, third and fourth anniversary of the grant date, February 29, 2012.
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19)
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All outstanding restricted share units subject to time-based vesting conditions became fully vested in accordance with their terms at the effective time of the Merger. All outstanding restricted share units subject to performance-based vesting conditions became fully vested upon the occurrence of the Merger and the number of shares of the issuer's common stock subject to such awards that became vested was equal to the maximum amount of such award. Accordingly, all restricted share units vested at the maximum amount of such award as of immediately prior to the consummation of the Merger. At the effective time of the Merger, each vested restricted share unit was converted into the right to receive an amount in cash equal to $25.50 (the per share merger consideration) per share of the issuer's common stock underlying such restricted share unit, without interest and less applicable withholding taxes.
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