Contract analysis

I. INDIVIDUALS LIKELY TO HAVE DISCOVERABLE INFORMATION — RULE 26(a)(1)(A)(i) Pursuant to Federal Rule of Civil Procedure 26(a)(1)(A)(i), Cascade identifies the following individuals who are likely to have discoverable information that Cascade may use to support its claims or defenses. For each individual identified below, Cascade provides the general subjects of the discoverable information known or believed to be po

1. Margaret "Meg" Thornberry Title: Chief Executive Officer and Chairwoman of the Board of Directors Affiliation: Cascade Retail Holdings Inc. Address: c/o Cascade Retail Holdings Inc., 2200 Westlake Avenue North, Suite 3400, Seattle, Washington 98109 Subjects of discoverable Information: Ms. Thornberry is likely to have information relating to: Cascade's overall corporate strategy and the strategic rationale underly

2. David Ruan Title: President and Chief Operating Officer Affiliation: Cascade Retail Holdings Inc. Address: c/o Cascade Retail Holdings Inc., 2200 Westlake Avenue North, Suite 3400, Seattle, Washington 98109 Subjects of discoverable Information: Mr. Ruan is likely to have information relating to: Cascade's operational strategy and day-to-day business management; integration planning for the proposed combination of

3. Sonia Alvarez-Kirk Title: Chief Financial Officer Affiliation: Cascade Retail Holdings Inc. Address: c/o Cascade Retail Holdings Inc., 2200 Westlake Avenue North, Suite 3400, Seattle, Washington 98109 Subjects of discoverable Information: Ms. Alvarez-Kirk is likely to have information relating to: Cascade's financial condition, including its revenue and financial performance for fiscal years 2023 and 2024 (FY2024

4. Jerome Weston Title: General Counsel and Corporate Secretary Affiliation: Cascade Retail Holdings Inc. Address: c/o Cascade Retail Holdings Inc., 2200 Westlake Avenue North, Suite 3400, Seattle, Washington 98109 Subjects of discoverable Information: Mr. Weston is likely to have information relating to: the legal aspects of the Agreement and Plan of Merger executed on March 14, 2025; Cascade's premerger notificatio

5. Patricia "Trish" Delacroix Title: Senior Vice President, Marketplace & Platform Strategy Affiliation: Cascade Retail Holdings Inc. Address: c/o Cascade Retail Holdings Inc., 2200 Westlake Avenue North, Suite 3400, Seattle, Washington 98109 Subjects of discoverable Information: Ms. Delacroix is likely to have information relating to: the operations and performance of CascadeMarket, Cascade's online marketplace plat

6. Additional Cascade Marketplace Operations Personnel Cascade identifies that additional employees in the Marketplace & Platform Strategy division, the E-Commerce Operations division, the Supply Chain & Fulfillment division, and the Corporate Development group of Cascade Retail Holdings Inc. may possess discoverable information relevant to Cascade's defenses in this proceeding. These individuals may have knowledge o

7. Rajiv Chandravar Title: Co-Founder and Chief Executive Officer Affiliation: Pinnacle Market Group Inc. Address: c/o Pinnacle Market Group Inc., 500 East 6th Street, Suite 800, Austin, Texas 78701 Subjects of discoverable Information: Mr. Chandrasekaran is likely to have information relating to: Pinnacle's competitive position within the online marketplace platform industry and its business trajectory; Pinnacle's d

8. Lena Kowalski Title: Co-Founder and Chief Product Officer Affiliation: Pinnacle Market Group Inc. Address: c/o Pinnacle Market Group Inc., 500 East 6th Street, Suite 800, Austin, Texas 78701 Subjects of discoverable Information: Ms. Kowalski is likely to have information relating to: Pinnacle's platform technology and product development efforts; competitive pressures on Pinnacle's platform from larger, better-res

9. Thomas Breck Title: Chief Financial Officer Affiliation: Pinnacle Market Group Inc. Address: c/o Pinnacle Market Group Inc., 500 East 6th Street, Suite 800, Austin, Texas 78701 Subjects of discoverable Information: Mr. Breck is likely to have information relating to: Pinnacle's financial condition and performance, including FY2024 GMV of approximately $11.4 billion, net revenue of approximately $1.82 billion, a ta

10. Anita Suresh Title: General Counsel Affiliation: Pinnacle Market Group Inc. Address: c/o Pinnacle Market Group Inc., 500 East 6th Street, Suite 800, Austin, Texas 78701 Subjects of discoverable Information: Ms. Suresh is likely to have information relating to: the legal aspects of the merger agreement between Cascade and Pinnacle; Pinnacle's compliance with the Hart-Scott-Rodino Act premerger notification require

11. Graham Mercer IV Title: Managing Director, M&A Advisory Affiliation: Mercer Hollis & Co., 383 Madison Avenue, 14th Floor, New York, New York 10179 Subjects of discoverable Information: Mr. Mercer is likely to have information relating to: Mercer Hollis & Co.'s role as financial advisor to Cascade in connection with the proposed acquisition of Pinnacle; the fairness opinion delivered to the Cascade Board of Direct

12. Yuki Tanabe Title: Vice President, M&A Advisory Affiliation: Mercer Hollis & Co., 383 Madison Avenue, 14th Floor, New York, New York 10179 Subjects of discoverable Information: Ms. Tanabe is likely to have information relating to: financial modeling and quantitative valuation work performed in support of the fairness opinion delivered to Cascade's Board of Directors; industry analysis and competitive benchmarking

13. Nadine Vasquez Title: Managing Director Affiliation: Ridgeline Capital Partners, 101 Montgomery Street, Suite 1400, San Francisco, California 94104 Subjects of discoverable Information: Ms. Vasquez is likely to have information relating to: Ridgeline Capital Partners' role as sell-side financial advisor to Pinnacle in connection with the proposed acquisition; the market check process conducted by Pinnacle, includ

14. Brian Alderman Title: Managing Director, Leveraged Finance Affiliation: Whitmore National Bank, N.A., 301 South Tryon Street, Charlotte, North Carolina 28202 Subjects of discoverable Information: Mr. Alderman is likely to have information relating to: the committed debt financing for the proposed acquisition, including the terms and conditions of the $2.8 billion senior secured term loan B facility and the $500 m

15. Phillip Strauss Title: Lead M&A Partner Affiliation: Harmon Ridgeway & Strauss LLP, 590 Madison Avenue, 30th Floor, New York, New York 10022 Subjects of discoverable Information: Mr. Strauss is likely to have information relating to: the negotiation and drafting of the Agreement and Plan of Merger; the structure of the proposed transaction, which is structured as a reverse triangular merger with CRH Merger Sub In

16. Dr. Priya Ramanathan Title: Managing Director and Testifying Expert Affiliation: Brindoval Analytics LLC, 1700 Pennsylvania Avenue NW, Suite 550, Washington, D.C. 20006 Subjects of discoverable Information: Dr. Ramanathan is likely to have information relating to: economic analysis of relevant market definition in the online marketplace platform industry; competitive effects analysis with respect to the proposed

17. Dr. Lucas Engström Title: Senior Economist Affiliation: Brindoval Analytics LLC, 1700 Pennsylvania Avenue NW, Suite 550, Washington, D.C. 20006 Subjects of discoverable Information: Dr. Engström is likely to have information relating to: supporting economic analysis, econometric modeling, and data analysis underlying the expert opinions of Dr. Priya Ramanathan. Dr. Engström has been retained as a consulting exper

18. Claire Dunmore Title: Lead Trial Attorney, Bureau of Competition, Mergers IV Division Affiliation: Federal Trade Commission, 600 Pennsylvania Avenue NW, Washington, D.C. 20580 Subjects of discoverable Information: Ms. Dunmore is likely to have information relating to: the FTC's investigation of the proposed acquisition of Pinnacle by Cascade; the factual and analytical basis for the FTC's proposed relevant market

19. Samuel Ortega Title: Senior Trial Counsel Affiliation: Federal Trade Commission, 600 Pennsylvania Avenue NW, Washington, D.C. 20580 Subjects of discoverable Information: Mr. Ortega is likely to have information relating to: the FTC's investigation of the proposed transaction and competitive effects analysis; the FTC's assessment and rebuttal of merger-specific efficiencies claimed by the merging parties; and the

20. Rebecca Yun Title: Staff Attorney Affiliation: Federal Trade Commission, 600 Pennsylvania Avenue NW, Washington, D.C. 20580 Subjects of discoverable Information: Ms. Yun is likely to have information relating to: the FTC's document review process during the investigation of the proposed transaction; investigative support provided in connection with the FTC's review; and the organization and analysis of documents

21. Dr. Nathaniel Hargrove Title: Bureau of Economics Staff Economist Affiliation: Federal Trade Commission, 600 Pennsylvania Avenue NW, Washington, D.C. 20580 Subjects of discoverable Information: Dr. Hargrove is likely to have information relating to: the economic analysis performed by the FTC's Bureau of Economics in support of the FTC's proposed market definition and competitive effects theories; the staff econom

22. Dr. Wallace Keenan Title: Testifying Expert for the FTC Affiliation: Thornfield Research Group, 1515 Wilson Boulevard, Suite 300, Arlington, Virginia 22209 Subjects of discoverable Information: Dr. Keenan is likely to have information relating to: expert economic analysis on relevant market definition, including SSNIP (Small but Significant Non-transitory Increase in Price) analysis and related economic tests; HH

23. Martina Galloway Title: Lead Partner Affiliation: Galloway & Peck LLP, 60 East 42nd Street, Suite 2600, New York, New York 10165 Subjects of discoverable Information: Ms. Galloway, in her capacity as counsel to the Independent Online Sellers Alliance ("IOSA"), is likely to have information relating to, to the extent not protected by attorney-client privilege or other applicable privilege: the factual basis for IO

II. DOCUMENTS, ELECTRONICALLY STORED INFORMATION, AND TANGIBLE THINGS — RULE 26(a)(1)(A)(ii) Pursuant to Federal Rule of Civil Procedure 26(a)(1)(A)(ii), Cascade identifies the following categories of documents, electronically stored information ("ESI"), and tangible things in its possession, custody, or control that Cascade may use to support its claims or defenses in this proceeding. These disclosures are subject t

1. Minutes of meetings of the Board of Directors of Cascade Retail Holdings Inc. and any committees thereof, including any special committee formed in connection with the proposed acquisition of Pinnacle Market Group Inc., to the extent relating to the evaluation, negotiation, and approval of the proposed acquisition (2024–2025).

2. Board presentations, memoranda, and materials prepared for or distributed to the Board of Directors or any committee thereof in connection with the proposed acquisition of Pinnacle, including strategic rationale presentations, management presentations, and financial advisor presentations.

3. Board resolutions authorizing the execution and delivery of the Agreement and Plan of Merger, the commitment for debt financing, and related transaction documents and agreements.

4. Special committee materials, if any, relating to the evaluation and approval of the proposed transaction, including any independent financial or legal analyses prepared for such committee. B. Merger Agreement and Transaction Documents

1. The Agreement and Plan of Merger, dated as of March 14, 2025, by and among Cascade Retail Holdings Inc., CRH Merger Sub Inc. (EIN: 91-2098433), and Pinnacle Market Group Inc., together with all exhibits, annexes, and schedules thereto.

2. The disclosure schedules delivered by each of Cascade and Pinnacle pursuant to the merger agreement, to the extent not subject to confidentiality restrictions that would preclude disclosure in this proceeding.

3. The commitment letter from Whitmore National Bank, N.A., dated March 12, 2025 (Reference: CRH-WNB-2025-TLB), including the term sheets for the $2.8 billion senior secured term loan B facility and the $500 million revolving credit facility, together with any fee letters, engagement letters, and amendments or supplements thereto.

4. The fairness opinion delivered by Mercer Hollis & Co. to the Board of Directors of Cascade Retail Holdings Inc. in connection with the proposed acquisition, together with any supporting financial analyses, presentations, and materials provided to the Board.

5. Engagement letters between Cascade and its financial advisor, Mercer Hollis & Co.; between Cascade and its transaction counsel, Harmon Ridgeway & Strauss LLP; and, to the extent in Cascade's possession, custody, or control, the engagement letter between Pinnacle and its sell-side financial advisor, Ridgeline Capital Partners. These materials are identified subject to Cascade's reservation of attorney-client privil

1. Form 8-K filed by Cascade Retail Holdings Inc. with the Securities and Exchange Commission on March 17, 2025, publicly announcing the execution of the Agreement and Plan of Merger, together with all exhibits thereto.

2. Definitive Proxy Statement (Schedule 14A) filed by Cascade Retail Holdings Inc. (or, to the extent applicable, by Pinnacle Market Group Inc.) with the Securities and Exchange Commission on April 28, 2025, in connection with the solicitation of shareholder approval of the proposed transaction, together with all exhibits, supplements, and amendments thereto.

3. Cascade Retail Holdings Inc.'s Annual Reports on Form 10-K for fiscal years ending January 31, 2024 (FY2023) and January 31, 2025 (FY2024), including all financial statements and exhibits thereto.

4. Cascade Retail Holdings Inc.'s Quarterly Reports on Form 10-Q for fiscal years 2023 and 2024, including all financial statements and exhibits thereto.

5. Pinnacle Market Group Inc.'s Annual Reports on Form 10-K for fiscal years ending December 31, 2023 (FY2023) and December 31, 2024 (FY2024), to the extent in Cascade's possession, custody, or control, including all financial statements and exhibits thereto.

6. Pinnacle Market Group Inc.'s Quarterly Reports on Form 10-Q for fiscal years 2023 and 2024, to the extent in Cascade's possession, custody, or control. D. HSR and Regulatory Documents

1. The Hart-Scott-Rodino Act Notification and Report Form filed by Cascade Retail Holdings Inc. on April 2, 2025 (Transaction No. HSR-20250402-0347), together with all attachments, exhibits, and supplements thereto.

2. The FTC's Second Request for Additional Information and Documentary Material (File No. 251-0089), issued on May 7, 2025, and received by Cascade.

3. Documents produced by Cascade to the FTC in response to the Second Request, subject to all applicable confidentiality protections, protective orders, and restrictions on the use and disclosure of such materials.

4. Cascade's certification of substantial compliance with the Second Request, dated June 10, 2025, together with any supporting documentation.

5. Correspondence between Cascade (including its outside counsel) and the FTC's Bureau of Competition during the pre-complaint investigation, including timing agreements, pull list negotiations, and other procedural communications, to the extent not protected by attorney-client privilege or work-product protection. E. Business and Competitive Strategy Documents

1. CascadeMarket strategic plans, business plans, and competitive assessments from the platform's launch on June 1, 2019 through the present, including annual and multi-year strategic planning documents and presentations to senior management.

2. Market studies, industry reports, and competitive analyses relating to online marketplace platforms and e-commerce, whether prepared internally by Cascade or by third-party consultants, research firms, or industry analysts, and in Cascade's possession, custody, or control.

3. Internal analyses, memoranda, presentations, and reports assessing the competitive positions, strategies, and market activities of competitors, including Vertex Commerce Inc., Nomad Shops LLC, Pinnacle Market Group Inc., Brevity Social Commerce Inc., Trove Marketplace Inc., and other marketplace and e-commerce platforms.

4. Seller acquisition and retention data, including analyses of seller churn rates, seller onboarding metrics, and seller satisfaction surveys conducted on CascadeMarket.

5. Take rate analyses, pricing strategies, and seller fee structures for CascadeMarket, including any analyses of competitive pricing dynamics across marketplace platforms. F. Financial Data and Performance Documents

1. Cascade Retail Holdings Inc.'s audited consolidated financial statements for FY2023 and FY2024, as audited by Aldrich & Warwick CPAs LLP, together with the independent auditor's reports thereon.

2. CascadeMarket segment financial data, including detailed GMV data, revenue data, take rate calculations, seller fee revenue, and other financial metrics for the marketplace platform segment.

3. Integration planning documents and efficiency analyses prepared in connection with the proposed acquisition, including documents supporting the projection of approximately $340 million in annual merger-specific efficiencies by Year 3 post-closing, consisting of approximately $195 million in logistics and fulfillment cost savings and approximately $145 million in technology and platform synergies.

4. Financial models, projections, and pro forma analyses prepared by Cascade, its management, or its financial advisors in connection with the evaluation and negotiation of the proposed acquisition, including standalone and combined entity projections. G. Platform and Operational Data

1. CascadeMarket platform data, including but not limited to: seller counts (approximately 42,000 active third-party sellers as of January 31, 2025); transaction volumes; GMV data (approximately $3.1 billion in FY2024); marketplace services revenue (approximately $527 million in FY2024); and other platform performance metrics tracked by Cascade.

2. Fulfillment and logistics network data, including information regarding the operations, capacity, and geographic distribution of Cascade's 22-warehouse fulfillment infrastructure and its utilization in support of CascadeMarket sellers.

3. Seller communications, including correspondence and notifications to and from third-party sellers on CascadeMarket relating to platform terms, fees, services, and seller experience.

4. Seller survey data, including any internal or third-party surveys of sellers regarding their experiences on CascadeMarket and other marketplace platforms.

5. Data regarding seller multi-homing across competing marketplace platforms, including analyses of the extent to which CascadeMarket sellers simultaneously sell on Pinnacle, Vertex Commerce, Nomad Shops, and other platforms. H. Communications.

1. Internal Cascade communications, including emails, memoranda, instant messages, presentations, and other documents relating to the proposed acquisition of Pinnacle, Cascade's competitive strategy, CascadeMarket operations, and marketplace platform competition, to the extent responsive and not subject to privilege.