JOINT FILING AGREEMENT
| CUSIP No. 00000X000 |
Exhibit 99.1
The undersigned hereby agree as follows:
(i) Each of them is individually eligible to use the Schedule 13D to which this Exhibit is attached, and such Schedule 13D is filed on behalf of each of them; and
(ii) Each of them is responsible for the timely filing of such Schedule 13D 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, 2023
| MSD Capital, L.P. | ||
| By: | MSD Capital Management LLC | |
| Its: | General Partner | |
| By: | /s/ Xxxx X. Xxxxxx | |
| Name: | Xxxx X. Xxxxxx | |
| Title: | Manager | |
| MSD Partners, L.P. | ||
| By: | MSD Partners (GP), LLC | |
| Its: | General Partner | |
| By: | /s/ Xxxxxx X. Xxxxxxx | |
| Name: | Xxxxxx X. Xxxxxxx | |
| Title: | Authorized Signatory | |
| MSD Life Time Investments, LLC | ||
| By: | MSD Capital, L.P. | |
| Its: | Investment Manager | |
| By: | MSD Capital Management LLC | |
| Its: | General Partner | |
| By: | /s/ Xxxx X. Xxxxxx | |
| Name: | Xxxx X. Xxxxxx | |
| Title: | Manager | |
| MSD EIV Private Life Time, LLC | ||
| By: | MSD Partners, L.P. | |
| Its: | Investment Manager | |
| By: | MSD Partners (GP), LLC | |
| Its: | General Partner | |
| By: | /s/ Xxxxxx X. Xxxxxxx | |
| Name: | Xxxxxx X. Xxxxxxx | |
| Title: | Authorized Signatory | |
| Xxxxxxx X. Xxxx | ||
| By: | /s/ Xxxx X. Xxxxxx | |
| Name: | Xxxx X. Xxxxxx | |
| Title: | Attorney-in-Fact | |
