CUSIP NO. 98422X101

 

Exhibit 99.1

AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13G

The undersigned hereby agree as follows:

(i) Each of them is individually eligible to use the Schedule 13G to which this Exhibit is attached, and such Schedule 13G is filed on behalf of each of them; and

(ii) Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.

Date: February 14, 2024

 

MSD Partners, L.P.						MSD SIF Holdings II, L.P.
By: MSD Partners (GP), LLC						By: MSD Partners, L.P.
Its: General Partner						Its: Investment Manager
By:		/s/ Robert K. Simonds				By: MSD Partners (GP), LLC
Name:		Robert K. Simonds				Its: General Partner
Title:		Authorized Signatory
						By:		/s/ Robert K. Simonds
MSD Credit Opportunity Master Fund, L.P.						Name:		Robert K. Simonds
						Title:		Authorized Signatory
By: MSD Partners, L.P.
Its: Investment Manager						MSD Private Credit Opportunity Master Fund, L.P.
By: MSD Partners (GP), LLC						By: MSD Partners, L.P.
Its: General Partner						Its: Investment Manager
By:		/s/ Robert K. Simonds				By: MSD Partners (GP), LLC
Name:		Robert K. Simonds				Its: General Partner
Title:		Authorized Signatory
						By:		/s/ Robert K. Simonds
MSD Special Investments Fund, L.P.						Name:		Robert K. Simonds
						Title:		Authorized Signatory
By: MSD Partners, L.P.
Its: Investment Manager						MSD Private Credit Opportunity Master Fund 2, L.P.
By: MSD Partners (GP), LLC						By: MSD Partners, L.P.
Its: General Partner						Its: Investment Manager
By:		/s/ Robert K. Simonds				By: MSD Partners (GP), LLC
Name:		Robert K. Simonds				Its: General Partner
Title:		Authorized Signatory
						By:		/s/ Robert K. Simonds
MSD SIF Holdings, L.P.						Name:		Robert K. Simonds
						Title:		Authorized Signatory
By: MSD Partners, L.P.
Its: Investment Manager						MSD PCOFMAS 2 SPV, LLC
By: MSD Partners (GP), LLC						By: MSD Private Credit Opportunity Master Fund 2, L.P.
Its: General Partner						Its: Sole Member
By:		/s/ Robert K. Simonds				By: MSD Partners, L.P.
Name:		Robert K. Simonds				Its: Investment Manager
Title:		Authorized Signatory
						By: MSD Partners (GP), LLC
MSD Special Investments Fund II, L.P.						Its: General Partner
By: MSD Partners, L.P.						By:		/s/ Robert K. Simonds
Its: Investment Manager						Name:		Robert K. Simonds
						Title:		Authorized Signatory
By: MSD Partners (GP), LLC
Its: General Partner						MSD Investment Corp.
By:		/s/ Robert K. Simonds				By:		/s/ Saritha Reddy
Name:		Robert K. Simonds				Name:		Saritha Reddy
Title:		Authorized Signatory				Title:		Chief Compliance Officer and Secretary

CUSIP NO. 98422X101