Corporate Governance
Board of Directors
Biographical Information as of December 11, 2009

Brian T. Clingen—Chairman of the Board and Director. Clingen has been our Chairman of the Board since April 2007. Clingen also served as our Chief Executive Officer between April 2007 and September 2009. Clingen has served as a managing partner of BP Capital Management since 1998. Established in 1998, BP Capital Management manages private equity investments principally in the service and finance sectors. Prior to founding BP Capital Management, Clingen was Chief Financial Officer of Universal Outdoor between 1988 and 1996. Universal Outdoor was acquired by affiliates of Kelso in 1993.

James P. Hallett—Chief Executive Officer and Director. Hallett has been our Chief Executive Officer since September 2009. Hallett was President and Chief Executive Officer of ADESA between April 2007 and September 2009. Hallett previously served in the following positions between August 1996 and May 2005: Executive Vice President of ADESA, Inc. from May 2004 to May 2005; President of ADESA Corporation, LLC from March 2004 to May 2005; President of ADESA Corporation between August 1996 and October 2001 and again between January 2003 and March 2004; Chief Executive Officer of ADESA Corporation from August 1996 to July 2003; ADESA Corporation’s Chairman from October 2001 to July 2003; Chairman, President and Chief Executive Officer of ALLETE Automotive Services, Inc. from January 2001 to January 2003 and Executive Vice President from August 1996 to May 2004. Hallett left ADESA in May 2005 and thereafter served as President of the Columbus Fair Auto Auction.

Thomas C. O’Brien—President and Chief Executive Officer of IAAI and Director. O’Brien became President and Chief Executive Officer of IAAI in November 2000. Prior to joining IAAI, O’Brien served as President of Thomas O’Brien & Associates from 1999 to 2000, Executive Vice President of Safelite Glass Corporation from 1998 to 1999, Executive Vice President of Vistar, Inc. from 1996 to 1997 and President of U.S.A. Glass, Inc. from 1992 to 1996. O’Brien is also a director of the First American Corporation.

David J. Ament—Director. Ament has been a director since April 2007. Ament joined Parthenon Capital, a private equity firm, in 2003 and is a Managing Partner in its Boston office. Prior to joining Parthenon, he was a principal at Audax Group, a private equity firm, from 2001 to 2003. Prior to that, Ament was an investment professional at Apollo Advisors from 1997 to 2001. Ament is also a director of Intermedix Corp., AmWINS Group, Inc., Abeo, Inc., ASG Security and Bryant and Stratton College.

Thomas J. Carella—Director. Carella has been a director since April 2007. Carella is a Vice President of Goldman, Sachs & Co. Carella joined Goldman Sachs in 1997 and rejoined in 2004 following his graduation from Harvard Business School. Prior to business school, from 2000 to 2002, Carella co-founded and served as chief executive officer and chairman of Netesi SPA, an Italian software business. Carella also serves on the board of directors of Cequel Communications, LLC, Waste Industries USA, Inc., and GTEL Holding LLC.

Michael B. Goldberg—Director. Goldberg has been a director since October 2009. Goldberg joined Kelso in 1991 and has been Managing Director since 1991. From 1989 to 1991, he served as a Managing Director and co-head of the Mergers and Acquisitions Department at The First Boston Corporation. From 1977 to 1989, Goldberg practiced corporate law in the mergers and acquisitions group of Skadden, Arps, Slate, Meagher & Flom, becoming a Partner in 1980. From 1972 to 1977, he was an associate at Cravath, Swaine & Moore. Mr. Goldberg is also a director of Delphin Shipping, LLC, RHI Entertainment, Inc. and Buckeye Partners, L.P.

Peter H. Kamin—Director. Kamin has been a director since April 2007. Kamin is a founding member of ValueAct Capital Management, L.P. Prior to founding ValueAct Capital in 2000, Kamin founded and managed Peak Investment, L.P. from 1992 to 2000. Peak was a limited partnership organized to make investments in a select number of domestic public companies. Kamin is also Chairman and director of Seitel Inc.

Sanjeev Mehra—Director. Mehra has been a director since April 2007. Mehra has served as a Managing Director of Goldman, Sachs & Co. in its Principal Investment Area since 1996. Mehra joined Goldman Sachs in 1986. Mehra also serves on the board of directors of SunGard Data Systems, Inc., Burger King Holdings, Inc., ARAMARK Corporation, First Aviation Services, Inc. and Sigma Electric, and is Chairman of Hawker Beechcraft, Inc. 

Church M. Moore—Director. Moore has been a director since April 2007. Moore joined Kelso in 1998 and has been Managing Director since 2007. From 1997 to 1998, he was an associate at Investcorp International, Inc. From 1994 to 1997, Moore worked in the corporate finance group at BT Securities Corporation. Moore is also a director of DSW Holdings, Inc. and Ellis Communications Group, LLC.

Gregory P. Spivy—Director. Spivy has been a director since April 2007. Spivy joined ValueAct Capital Management, L.P. in 2004 and has been a Partner since 2004. Prior to joining ValueAct, Spivy worked with Gryphon Investors, a private equity fund, from 2002 to 2004. Previously, Spivy was a Managing Director at Fremont Partners from 1995 to 2000. Spivy currently also serves as a director of Seitel, Inc. and MDS, Inc.

Robert M. Finlayson—Director. Finlayson was employed by the accounting firm of Ernst & Young LLP from 1975 through September 2008, when he retired as a partner. During that time, Finlayson served as the lead partner on a number of Fortune 500 companies as well as several private equity firms. Finlayson also held several management positions at Ernst & Young, including leading the firm’s Private Equity practice group and serving as a member of the firm’s U.S. Executive Board which was responsible for all partner related matters in the United States.

Peter R. Formanek—Director. Formanek has been a private investor since 1994 and has served on several public company boards. Prior to 1994, Formanek served as the President, Chief Operating Officer and Director of AutoZone, Inc., a retailer of auto parts, from 1987 to 1994. From 1969 to 1987, Formanek served in various roles for Malone & Hyde, a food wholesaler and specialty retailer. Formanek currently serves on the board of directors of Burger King Holdings, Inc.

Jonathan P. Ward—Director. Ward has served as a Senior Advisor of Kohlberg & Co., an investment firm, since July 2009. Ward served as the former Chairman of the Chicago office of Lazard Ltd., an investment banking firm, and Managing Director of Lazard Freres & Co., LLC from November 2006 to June 2009. Ward served as Chairman and Chief Executive Officer of The ServiceMaster Company, a national service company, from 2002 to 2006, and President and Chief Executive Officer of ServiceMaster from 2001 to 2002. Ward was President and Chief Operating Officer of RR Donnelley & Sons Company, a commercial printing company, from 1997 to 2001. Ward currently serves on the board of directors of Sara Lee Corp.