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months to several years (depending, to some extent, on whether the Appraisal Proceeding is resolved in court or by settlement with the Acquiror). Hudson Bay Capital may from time to time negotiate to settle an Appraisal Proceeding before it is finally adjudicated. In certain circumstances, under Delaware Law th

he Strategy. No Formal Diversification Policies Hudson Bay Capital expects that the Corporate Value Fund will participate in a number of different Corporate Event Investments (although it is impossible to predict the timing or the number of such Investments). Other than the limitation that the Corporate Value Fund will n

cipate in such Appraisal Proceeding (and at what price). Hudson Bay Capital's participation in managing Other Accounts may from time to time cause Hudson Bay Capital to be restricted (due to the receipt of MNPI or other reasons) from participating in certain Corporate Event Investments. Any such restriction would

ccounts may from time to time cause Hudson Bay Capital to be restricted (due to the receipt of MNPI or other reasons) from participating in certain Corporate Event Investments. Any such restriction would also apply to the Corporate Value Fund and could be particularly adverse to the prospects of the Corporate Value Fund d

(ii) Hudson Bay Capital's analysis indicates that the Transaction Price agreed to between the Target and the Acquiror, is below the Fair Value that Hudson Bay Capital believes is likely to be determined in an Appraisal Proceeding. The Corporate Value Fund will generally not invest in Corporate Events that have no

is not as well settled (or not as favorable to the Corporate Value Fund) as it is in Delaware. The duration of the Corporate Value Fund's different Corporate Event Investments is expected to be both variable and unpredictable. Hudson Bay Capital anticipates that 64 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDN