Nick Larchenko

Main clients: Fandango, Relativity Media, Nimble Storage, Motorcar Parts of America, Cherokee Global Brands, Trade Desk, Molina Healthcare, Hudson Pacific Properties, Crowdstrike, Heidrick and Struggles, Super Micro External financial reporting: - Technical accounting issues: new lease standard, ASC 606 revenue standard, accounting for VIEs, etc. - Prepared accounting memos covering accounting for foreign currency matters, stock-based compensation, reverse mergers and other business combinations, etc. - SPACs bookkeeping and accounting support: accounting for warrants, redeemable stock, EPS; Developing fair value estimates: - Fair value of intangible assets: customer-related, technology-based, marketing-related, etc. - Impairment of goodwill, fixed assets, internal-use software - Stock options with service, performance and/or market conditions; - Convertible debt, convertible preferred stock, warrants and other financial instruments Tax matters: - U.S. international taxation: inbound (U.S. source income, etc.), outbound (GILTI, FDDI) investments; - Taxation of partnership, including preparation of Form 1065; - Preparation of corporate tax returns: limitation on deduction for interest expense, capital losses, NOLs; - Qualifying, non-qualifying stock options and other equity-based awards; - Cancellation of debt (COD) income, including insolvency exclusions; Fractional CFO services: - Establishing appropriate controls, processes & procedures; - Assistance with capital raises: pitch decks, explaining the business model, multiples, discounts; - Assisting with complex financing arranagements: future participation rights, liquidation preferences, down-round protection clauses; - FP&A: business modeling, key revenue, cost drivers, preparing 5-year CF, IS, BS forecasts;

• Responsible for revenue recognition in North America and internationally • Implementation of the new revenue recognition standard- ASC 606 • Software revenue recognition, use of multiple element arrangements • Monitored financial close of revenue sub-ledger: quarterly and year-end • Responsible for underlying controls and processes including compliance with SOX, review of systems and processes • Participated in revamping of accounting and business process focused on greater efficiencies, increasing team bandwidth • Participated in review of new Order-To-Cash system including review of vendors’ proposals

Main clients: Random House, Reader’s Digest, Pearson Education, DreamWorks Animation (NY), Interpublic Group of Companies Inc (IPG), GolinHarris, Weber Shandwick, Bertelsmann Music Business, (BMG), Tyco, Reckitt Benckiser • Oversaw audit teams up to seven team members including Audit Managers and Senior Associates • Monitored and coordinated multi-national audit fieldworks involving other PwC offices • Presented status and results to Audit Committees, CFOs, Controllers • Hands-on monitoring of audit engagement economics and profitability • Negotiated audit fees and overruns with clients and other PwC offices • Participated in integration of Penguin operations following acquisition by Random House in 7/13 • Led business development efforts including sales pitches for entertainment and media clients at NY office • Audited companies’ financial statements incorporated into 10K and 10Q prepared under Reg. S-X • Reviewed SEC filings under Reg. S-K (MD&A, Risk Factors, Management Comp, etc) • Business valuation questions: cost of capital, CF forecasts, royalty method • Valuation of financial instruments, including warrants, convertible debt, use of Monte Carlo simulation; • Had experience with public offerings, S-1, S-3, Emerging Growth Companies • Prepared guarantor financial statements for Tyco as a consultant- Reg. S-X, 3-10 • Developed SOX programs for Classic Media following acquisition by DreamWorks Animation in 6/12 • Involved with preparation of carve-out financial statements for sale of IBM System X to Lenovo • Had extensive experience of writing Accounting Memos • Dealt with a broad range of accounting issues including: - Stock comp: service, performance, market conditions, use of forfeiture rates, valuations - Fair value disclosures, reporting of investments, hedge accounting - Manufacturing accounting: cost of sales, indirect cost allocation, inventory valuation - Retail accounting: slotting fees, co-op advertising, discounts

Main clients: Wrigley (Russian operations), Mars, Global Ports Plc, Russian Railways, Sollers Group, Russian Aluminum Group Plc, Ural Steel, Petrosakh Oil Company, Trader Media East Ltd • Managed the team of up to five Associates and Senior Associates on complex audit and consulting engagements • Prepared full set financial statements on management behalf using client’s and PwC accounting software • Coordinated inventory counts and valuation at 4 manufacturing plants with deep understanding of production accounting • Participated in pre-IPO process and IPO drafting sessions with legal counsel and underwriters • Performed buyer‘s due diligence as part of buying out of minority interest- Wrigley acquisition of Korkunov • Monitored compliance with debt covenants including financial ratios for Russian Aluminum • Worked on broad range of accounting questions including: - First time adoption of IFRS - Foreign currency conversion, selection of functional currency - Segment reporting under IFRS and US GAAP - Percentage of completion method for revenue recognition under US GAAP and IFRS • Worked on business combination and valuation questions: - Analysis and consolidation under voting and VIE models - Valuation of intangible, tangible, other assets - Formation of the reporting group, pro-forma financial information, push-down accounting • Active participation in sales initiatives and internal efficiency projects, led a number of training courses