Page 9 of 12 – SEC Filing
Amendment No. 10 to Schedule 13D
This Amendment No. 10 amends and supplements the Schedule 13D (the Schedule 13D) filed on behalf of Macellum Retail
Opportunity Fund, LP (Opportunity Fund), Macellum Capital Management, LLC (Macellum Capital Management), Macellum Advisors GP, LLC (Macellum GP), Macellum Management, LP
(Macellum Management), MCM Managers, LLC (MCM Managers), MCM Management, LLC (MCM Management) and Jonathan Duskin
(Mr. Duskin, and together with Opportunity Fund, Macellum Capital Management, Macellum GP, Macellum Management, MCM Managers and MCM Management, the Reporting Persons) with the
Securities and Exchange Commission (the SEC) on April 1, 2015, as amended by Amendment No. 1 on May 19, 2015, Amendment No. 2 on June 18, 2015, Amendment No. 3 on July 9, 2015, Amendment
No. 4 on January 25, 2016, Amendment No. 5 on February 19, 2016, Amendment No. 6 on March 10, 2016, Amendment No. 7 on April 8, 2016, Amendment No. 8 on April 20, 2016, and Amendment No. 9
on July 1, 2016.
Information given in response to each item shall be deemed incorporated by reference in all other items, as applicable. All
capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D.
Item 3. | Source and Amount of Funds or Other Consideration. |
Item 3 of this Schedule 13D is supplemented and
superseded, as the case may be, as follows:
The shares of Common Stock and options to purchase shares of Common Stock purchased by Opportunity Fund and
the shares of Common Stock purchased by Macellum Capital Management were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases through
brokers. The information on additional purchases by Opportunity Fund disclosed in Item 5(c) is incorporated by reference herein.
Item 4. | Purpose of Transaction. |
Item 4 of this Schedule 13D is supplemented and superseded, as the case
may be, as follows:
This Amendment No. 10 is being filed to report the acquisition of shares of Common Stock reported in Item 5(c) that resulted
in an acquisition of beneficial ownership of Common Stock in an amount equal to one percent or more of the Issuers outstanding Common Stock. The disclosure regarding the transactions reported in Item 5(c) below is incorporated herein by
reference. The Reporting Persons may make, or cause, further acquisitions of shares of Common Stock from time to time and may dispose of, or cause to be disposed, any or all of the Common Stock beneficially owned by them at any time, in each case
depending on market conditions and other factors.
The Reporting Persons continuously assess the Issuers business, financial condition, results of
operations and prospects, general economic conditions, other developments and additional investment opportunities. Depending on such assessments, the Reporting Persons and/or their affiliates may acquire additional securities of the Issuer,
including but not limited to Common Stock, existing preferred securities or new securities of the Issuer or may determine to purchase, sell or otherwise dispose of all or some of the Issuers securities in the open market, as applicable, in
privately negotiated transactions, in transactions directly with the Issuer or otherwise. Such actions will depend upon a variety of factors, including, without limitation, current and anticipated future trading prices, the financial condition,
results of operations and prospects of the Issuer, alternative investment opportunities, general economic, financial market and industry conditions and other factors that the Reporting Persons and/or their affiliates may deem material to their
investment decision. Also, the Reporting Persons and/or their affiliates intend to have discussions with management regarding the operations of the Issuer and matters of mutual interest, which could include the items in subparagraphs
(a) through (j) of Item 4 of Schedule 13D.
Furthermore, the Reporting Persons and/or their affiliates may in the future take such actions
with respect to their investment in the Issuer as they deem appropriate, including, without limitation, engaging in communications with management and the Issuers Board of Directors (the Board), engaging in
discussions with stockholders of the