Schedule Rule 14d-11

Subsequent Offering Period

A bidder may elect to provide a subsequent offering period of three business days to 20 business days during which tenders will be accepted if:

a. The initial offering period of at least 20 business days has expired;

b. The offer is for all outstanding securities of the class that is the subject of the tender offer, and if the bidder is offering security holders a choice of different forms of consideration, there is no ceiling on any form of consideration offered;

c. The bidder immediately accepts and promptly pays for all securities tendered during the initial offering period;

d. The bidder announces the results of the tender offer, including the approximate number and percentage of securities deposited to date, no later than 9:00 a.m. Eastern time on the next business day after the expiration date of the initial offering period and immediately begins the subsequent offering period;

e. The bidder immediately accepts and promptly pays for all securities as they are tendered during the subsequent offering period; and

f. The bidder offers the same form and amount of consideration to security holders in both the initial and the subsequent offering period.

Note Rule 14d-11:

No withdrawal rights apply during the subsequent offering period in accordance with Rule 14d-7(a)(2).