CTEV

Item 4 of the Schedule 13D is hereby amended and restated as follows: The Reporting Persons acquired the securities reported herein for investment purposes and intend to continue to review their investments in Claritev Corporation (the "Issuer") on an ongoing basis. Except as set forth herein, no Reporting Person currently has any specific plan or proposal to acquire or dispose of the Common Stock of the Issuer or any securities exercisable for or convertible into the Common Stock of the Issuer, but the Reporting Persons, consistent with their investment purpose and with the Amended Investor Rights Agreement (as defined in Item 6 hereof), may, at any time and from time to time, directly or indirectly acquire additional shares of Common Stock or other securities of the Issuer, or dispose of any or all of its shares of Common Stock or other securities of the Issuer (including, without limitation, by distributing some or all of such shares or securities to such Reporting Person's members, partners, stockholders or beneficiaries, as applicable). Each Reporting Person's determination to make any such acquisitions or dispositions, in each such case, will depend upon a variety of factors, including, but not limited to, an ongoing evaluation of its investment in such securities, applicable legal and/or contractual restrictions, prevailing market conditions, other investment opportunities, liquidity requirements of such Reporting Person and/or other investment considerations. In addition, in connection with the foregoing, the Reporting Persons may engage in hedging or similar transactions with respect to securities of the Issuer, including but not limited to, swaps and other derivative instruments. The Reporting Persons (and each H&F Holder-nominated member of the Issuer's board of directors, if any) expect to engage in discussions with directors, officers, members of management and representatives of the Issuer, and may engage in discussions with stockholders, security-holders or other interested parties, from time to time, covering a range of topics concerning their investment and the Issuer, including operational, financial and strategic initiatives. Furthermore, without limitation, the Reporting Persons may also evaluate and discuss other ideas, that if effected, may relate to, or result in, any other matter listed in Items 4(a)-(j) of Schedule 13D. Other than as described above, each of the Reporting Persons reports that neither it nor, to its knowledge, any of the other persons named in Item 2 of the Schedule 13D, currently has any plan or proposal which relates to, or may result in, any of the matters listed in Items 4(a)-(j) of the Schedule 13D, although the Reporting Persons may, at any time and from time to time, review or reconsider their position and/or change their purpose and/or formulate plans or proposals with respect thereto. The information set forth in response to this Item 4 is qualified in its entirety by reference to the Underwriting Agreement and Amended Investor Rights Agreement, which are disclosed in Item 6 hereof and are each incorporated by reference into this Item 4.

Item 4 of the Schedule 13D is hereby amended and restated as follows: The Reporting Persons acquired the securities reported herein for investment purposes and intend to continue to review their investments in Claritev Corporation (the "Issuer") on an ongoing basis. Except as set forth herein, no Reporting Person currently has any specific plan or proposal to acquire or dispose of the Common Stock of the Issuer or any securities exercisable for or convertible into the Common Stock of the Issuer, but the Reporting Persons, consistent with their investment purpose and with the Amended Investor Rights Agreement (as defined in Item 6 hereof), may, at any time and from time to time, directly or indirectly acquire additional shares of Common Stock or other securities of the Issuer, or dispose of any or all of its shares of Common Stock or other securities of the Issuer (including, without limitation, by distributing some or all of such shares or securities to such Reporting Person's members, partners, stockholders or beneficiaries, as applicable). Each Reporting Person's determination to make any such acquisitions or dispositions, in each such case, will depend upon a variety of factors, including, but not limited to, an ongoing evaluation of its investment in such securities, applicable legal and/or contractual restrictions, prevailing market conditions, other investment opportunities, liquidity requirements of such Reporting Person and/or other investment considerations. In addition, in connection with the foregoing, the Reporting Persons may engage in hedging or similar transactions with respect to securities of the Issuer, including but not limited to, swaps and other derivative instruments. The Reporting Persons (and each H&F Holder-nominated member of the Issuer's board of directors, if any) expect to engage in discussions with directors, officers, members of management and representatives of the Issuer, and may engage in discussions with stockholders, security-holders or other interested parties, from time to time, covering a range of topics concerning their investment and the Issuer, including operational, financial and strategic initiatives. Furthermore, without limitation, the Reporting Persons may also evaluate and discuss other ideas, that if effected, may relate to, or result in, any other matter listed in Items 4(a)-(j) of Schedule 13D. Other than as described above, each of the Reporting Persons reports that neither it nor, to its knowledge, any of the other persons named in Item 2 of the Schedule 13D, currently has any plan or proposal which relates to, or may result in, any of the matters listed in Items 4(a)-(j) of the Schedule 13D, although the Reporting Persons may, at any time and from time to time, review or reconsider their position and/or change their purpose and/or formulate plans or proposals with respect thereto. The information set forth in response to this Item 4 is qualified in its entirety by reference to the Underwriting Agreement and Amended Investor Rights Agreement, which are disclosed in Item 6 hereof and are each incorporated by reference into this Item 4.

Item 4 of the Schedule 13D is hereby amended and restated as follows: The Reporting Persons acquired the securities reported herein for investment purposes and intend to continue to review their investments in Claritev Corporation (the "Issuer") on an ongoing basis. Except as set forth herein, no Reporting Person currently has any specific plan or proposal to acquire or dispose of the Common Stock of the Issuer or any securities exercisable for or convertible into the Common Stock of the Issuer, but the Reporting Persons, consistent with their investment purpose and with the Amended Investor Rights Agreement (as defined in Item 6 hereof), may, at any time and from time to time, directly or indirectly acquire additional shares of Common Stock or other securities of the Issuer, or dispose of any or all of its shares of Common Stock or other securities of the Issuer (including, without limitation, by distributing some or all of such shares or securities to such Reporting Person's members, partners, stockholders or beneficiaries, as applicable). Each Reporting Person's determination to make any such acquisitions or dispositions, in each such case, will depend upon a variety of factors, including, but not limited to, an ongoing evaluation of its investment in such securities, applicable legal and/or contractual restrictions, prevailing market conditions, other investment opportunities, liquidity requirements of such Reporting Person and/or other investment considerations. In addition, in connection with the foregoing, the Reporting Persons may engage in hedging or similar transactions with respect to securities of the Issuer, including but not limited to, swaps and other derivative instruments. The Reporting Persons (and each H&F Holder-nominated member of the Issuer's board of directors, if any) expect to engage in discussions with directors, officers, members of management and representatives of the Issuer, and may engage in discussions with stockholders, security-holders or other interested parties, from time to time, covering a range of topics concerning their investment and the Issuer, including operational, financial and strategic initiatives. Furthermore, without limitation, the Reporting Persons may also evaluate and discuss other ideas, that if effected, may relate to, or result in, any other matter listed in Items 4(a)-(j) of Schedule 13D. Other than as described above, each of the Reporting Persons reports that neither it nor, to its knowledge, any of the other persons named in Item 2 of the Schedule 13D, currently has any plan or proposal which relates to, or may result in, any of the matters listed in Items 4(a)-(j) of the Schedule 13D, although the Reporting Persons may, at any time and from time to time, review or reconsider their position and/or change their purpose and/or formulate plans or proposals with respect thereto. The information set forth in response to this Item 4 is qualified in its entirety by reference to the Underwriting Agreement and Amended Investor Rights Agreement, which are disclosed in Item 6 hereof and are each incorporated by reference into this Item 4.

Item 4 of the Schedule 13D is hereby amended and restated as follows: The Reporting Persons acquired the securities reported herein for investment purposes and intend to continue to review their investments in Claritev Corporation (the "Issuer") on an ongoing basis. Except as set forth herein, no Reporting Person currently has any specific plan or proposal to acquire or dispose of the Common Stock of the Issuer or any securities exercisable for or convertible into the Common Stock of the Issuer, but the Reporting Persons, consistent with their investment purpose and with the Amended Investor Rights Agreement (as defined in Item 6 hereof), may, at any time and from time to time, directly or indirectly acquire additional shares of Common Stock or other securities of the Issuer, or dispose of any or all of its shares of Common Stock or other securities of the Issuer (including, without limitation, by distributing some or all of such shares or securities to such Reporting Person's members, partners, stockholders or beneficiaries, as applicable). Each Reporting Person's determination to make any such acquisitions or dispositions, in each such case, will depend upon a variety of factors, including, but not limited to, an ongoing evaluation of its investment in such securities, applicable legal and/or contractual restrictions, prevailing market conditions, other investment opportunities, liquidity requirements of such Reporting Person and/or other investment considerations. In addition, in connection with the foregoing, the Reporting Persons may engage in hedging or similar transactions with respect to securities of the Issuer, including but not limited to, swaps and other derivative instruments. The Reporting Persons (and each H&F Holder-nominated member of the Issuer's board of directors, if any) expect to engage in discussions with directors, officers, members of management and representatives of the Issuer, and may engage in discussions with stockholders, security-holders or other interested parties, from time to time, covering a range of topics concerning their investment and the Issuer, including operational, financial and strategic initiatives. Furthermore, without limitation, the Reporting Persons may also evaluate and discuss other ideas, that if effected, may relate to, or result in, any other matter listed in Items 4(a)-(j) of Schedule 13D. Other than as described above, each of the Reporting Persons reports that neither it nor, to its knowledge, any of the other persons named in Item 2 of the Schedule 13D, currently has any plan or proposal which relates to, or may result in, any of the matters listed in Items 4(a)-(j) of the Schedule 13D, although the Reporting Persons may, at any time and from time to time, review or reconsider their position and/or change their purpose and/or formulate plans or proposals with respect thereto. The information set forth in response to this Item 4 is qualified in its entirety by reference to the Underwriting Agreement and Amended Investor Rights Agreement, which are disclosed in Item 6 hereof and are each incorporated by reference into this Item 4.