Page 7 of 10 – SEC Filing
| CUSIP No. 807864103 | Page 7 of 10 Pages |
| Item 3. | Source and Amount of Funds or Other Consideration |
The Reporting Persons acquired beneficial ownership
of an aggregate of 1,487,887 shares of Common Stock for $24,654,769.24 using working capital from the Fund and the proceeds of margin loans under margin loan facilities maintained in the ordinary course of business by the Fund with a broker on
customary terms and conditions.
| Item 4. | Purpose of Transaction |
The Reporting Persons acquired shares of the Common Stock in the Reporting
Persons ordinary course of business based on their belief that the Common Stock represents an attractive investment opportunity. This belief is based on the Reporting Persons assessment that the Issuer is pursuing a thoughtful strategy,
the high quality of the management team leading the Issuer, and the success this team has demonstrated to date. In particular, the Reporting Persons believe that a successful uplisting to a major exchange as part of a general plan to
improve the liquidity and profile of the Issuer should be a positive catalyst for the price of the Common Stock. The Reporting Persons have extensive experience as investors in public companies of the Issuers size, and include former senior
equity capital markets professionals with major investment banks. Accordingly, and commensurate with the Reporting Persons share ownership, the Reporting Persons intend to request that the Issuers board of directors appoint a single
director nominated by the Fund so that such person can assist the Issuer in the execution of its strategy.
The Reporting Persons intend to review
continuously their equity interest in the Issuer. Depending upon their evaluation of the factors described below, one or more of the Reporting Persons may from time to time purchase additional securities of the Issuer, dispose of all or a portion of
the securities then held by such Reporting Persons, or cease buying or selling such securities; any such additional purchases or sales of securities of the Issuer may be in the open market, in privately negotiated transactions or otherwise.
The Reporting Persons may wish to engage in a constructive dialogue with officers, directors and other representatives of the Issuer, as well as the
Issuers shareholders; topics of discussion may include, but are not limited to, the Issuers markets, operations, competitors, prospects, strategy, personnel, directors, ownership and capitalization. The Reporting Persons may also enter
into confidentiality or similar agreements with the Issuer and, subject to such an agreement or otherwise, exchange information with the Issuer. The factors that the Reporting Persons may consider in evaluating their equity interest in the
Issuers business include the following: (i) the Issuers business and prospects; (ii) the performance of the Common Stock and the availability of the Common Stock for purchase at particular price levels; (iii) the
availability and nature of opportunities to dispose of the Reporting Persons interests; (iv) general economic conditions; (v) stock market conditions; (vi) other business and investment opportunities available to the Reporting
Persons; and (vii) other plans and requirements of the Reporting Persons.
Depending on their assessment of the foregoing factors, the Reporting
Persons may, from time to time, modify their present intention as stated in this Item 4.
