13D Filing: Piton Capital Partners Llc and Evolving Systems Inc (NASDAQ:EVOL)

(f)

The Reporting Person is a Delaware limited liability company.

Item 3.      Source and Amount of Funds or Other Consideration.

As of April 27, 2017, the Reporting Person had purchased an aggregate of 660,872 Shares over the course of various prior purchases totaling approximately $3 million.  Shares reported herein as beneficially owned by the Reporting Person are held from time to time in margin accounts established with the Reporting Person’s prime broker(s).  Therefore, a portion of the purchase price for the Shares may be obtained through margin borrowing. Such Shares are held by the Reporting Person in one or more commingled margin account(s), which may extend margin credit to the Reporting Person from time to time subject to applicable federal margin regulations, stock exchange rules and the prime brokers’ credit policies. Positions held in the margin account are then pledged as collateral for the repayment of debit balances in the account. The Reporting Person used cash on hand to fund the portion of the purchase price for the Shares that were not obtained through margin borrowing.

Item 4.

Purpose of Transaction.

The Reporting Person acquired the Shares because it believes the Shares are undervalued and represent an attractive investment opportunity. The Reporting Person’s representatives (which includes employees of Kokino and Kokino’s advisers) intend to have discussions with the Issuer’s representatives (including its board of directors and management) regarding topics including: (1) the Issuer’s strategy, governance, business and operations and (2) improving the performance of the Issuer’s stock.  In addition, the Reporting Person may engage in communications regarding items (1) and (2) above with other stockholders of the Issuer, knowledgeable industry or market observers, industry participants, or other persons.

The Reporting Person intends to review its investment in the Issuer on an ongoing basis.  The Reporting Person may take a number of actions to maximize the value of its investment, including increasing or decreasing the size of its investment in the Issuer.  The actions taken by the Reporting Person to maximize the value of its investment will depend upon numerous factors, including, among other things, the price and availability of securities of the Issuer; subsequent developments affecting the Issuer; the Issuer’s business and prospects; general stock market and money market and economic conditions; tax considerations; ongoing evaluation of the Issuer’s business, financial condition, operations, prospects and strategic alternatives; the relative attractiveness of alternative business and investment opportunities; the attitudes and actions of the board of directors and management of the Issuer; and other factors deemed relevant.