AGREEMENT
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required by Schedule 13D need be filed with respect to the ownership by each of the undersigned of shares of Federal Street Acquisition Corp.
This agreement may be executed in any number of counterparts, each of which shall be deemed an original.
Date: January 4, 2019 | THL AGILITI LLC | |
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| By: | /s/ Charles P. Holden |
| Name: | Charles P. Holden |
| Title: | Managing Director |
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Date: January 4, 2019 | FS SPONSOR LLC | |
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| By: | /s/ Charles P. Holden |
| Name: | Charles P. Holden |
| Title: | Attorney-in-Fact |
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Date: January 4, 2019 | THL HOLDCO, LLC | |
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| By: | /s/ Charles P. Holden |
| Name: | Charles P. Holden |
| Title: | Managing Director |
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Date: January 4, 2019 | THOMAS H. LEE ADVISORS, LLC | |
| By: THL Holdco, LLC, its Managing Member | |
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| By: | /s/ Charles P. Holden |
| Name: | Charles P. Holden |
| Title: | Managing Director |
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Date: January 4, 2019 | THOMAS H. LEE PARTNERS, L.P. | |
| By: Thomas H. Lee Advisors, LLC, its General Partner | |
| By: THL Holdco, LLC, its Managing Member | |
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| By: | /s/ Charles P. Holden |
| Name: | Charles P. Holden |
| Title: | Managing Director |
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Date: January 4, 2019 | THL EQUITY ADVISORS VIII, LLC | |
| By: Thomas H. Lee Partners, L.P., its General Partner | |
| By: Thomas H. Lee Advisors, LLC, its General Partner | |
| By: THL Holdco, LLC, its Managing Member |
| By: | /s/ Charles P. Holden |
| Name: | Charles P. Holden |
| Title: | Managing Director |
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Date: January 4, 2019 | THOMAS H. LEE EQUITY FUND VIII, L.P. | |
| By: THL Equity Advisors VIII, LLC, its General Partner | |
| By: Thomas H. Lee Partners, L.P., its Sole Member | |
| By: Thomas H. Lee Advisors, LLC, its General Partner | |
| By: THL Holdco, LLC, its Managing Member | |
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| By: | /s/ Charles P. Holden |
| Name: | Charles P. Holden |
| Title: | Managing Director |
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Date: January 4, 2019 | THOMAS H. LEE PARALLEL FUND VIII, L.P. | |
| By: THL Equity Advisors VIII, LLC, its General Partner | |
| By: Thomas H. Lee Partners, L.P., its Sole Member | |
| By: Thomas H. Lee Advisors, LLC, its General Partner | |
| By: THL Holdco, LLC, its Managing Member | |
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| By: | /s/ Charles P. Holden |
| Name: | Charles P. Holden |
| Title: | Managing Director |
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Date: January 4, 2019 | THL EXECUTIVE FUND VIII, L.P. | |
| By: THL Equity Advisors VIII, LLC, its General Partner | |
| By: Thomas H. Lee Partners, L.P., its Sole Member | |
| By: Thomas H. Lee Advisors, LLC, its General Partner | |
| By: THL Holdco, LLC, its Managing Member | |
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| By: | /s/ Charles P. Holden |
| Name: | Charles P. Holden |
| Title: | Managing Director |
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Date: January 4, 2019 | THL FUND VIII COINVESTMENT PARTNERS, L.P. | |
| By: Thomas H. Lee Partners, L.P., its General Partner | |
| By: Thomas H. Lee Advisors, LLC, its General Partner | |
| By: THL Holdco, LLC, its Managing Member | |
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| By: | /s/ Charles P. Holden |
| Name: | Charles P. Holden |
| Title: | Managing Director |
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Date: January 4, 2019 | THL EQUITY FUND VIII INVESTORS (AGILITI), L.P. | |
| By: THL Equity Advisors VIII, LLC, its General Partner | |
| By: Thomas H. Lee Partners, L.P., its Sole Member | |
| By: Thomas H. Lee Advisors, LLC, its General Partner | |
| By: THL Holdco, LLC, its Managing Member | |
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| By: | /s/ Charles P. Holden |
| Name: | Charles P. Holden |
| Title: | Managing Director |
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Date: January 4, 2019 | THL MANAGERS VIII, LLC | |
| By: Thomas H. Lee Partners, L.P., its General Partner | |
| By: Thomas H. Lee Advisors, LLC, its General Partner | |
| By: THL Holdco, LLC, its Managing Member | |
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| By: | /s/ Charles P. Holden |
| Name: | Charles P. Holden |
| Title: | Managing Director |