Page 12 of 17 – SEC Filing
TCP RG II, LLC, TCP Co-Invest LLC, RG II
Intermediary, LLC and RG II Blocker, LLC are not Reporting Persons for purposes of this Amendment.
Item 4.
Purpose of Transaction
Item
4 of the Original Schedule 13D is hereby amended and restated as follows:
The information contained in Item 3 above
is hereby incorporated by reference.
Each of Messrs. Eby and Sweedler is
a member of the Issuer’s board of directors (the “Board”). Neither Mr. Eby nor Mr. Sweedler
will amend Item 4 of this Schedule 13D to disclose plans or proposal of the Issuer or known to him in his capacity as a director
of the Issuer. Information concerning the appointment of Messrs. Eby and Sweedler and other members to the Issuer’s
Board, set forth under Item 5.02 of the Issuer’s Current Report on Form 8-K filed on January 29, 2016, is incorporated
herein by reference.
Each Reporting Person intends to review
its or his investment in the Issuer on a continuing basis. Depending on various factors including, without limitation, the Issuer’s
financial position and investment strategy, changes in market prices of the Issuer’s Common Stock and conditions in the securities
markets and general economic and industry conditions, each Reporting Person may in the future take such actions with respect to
its or his investment in the Issuer as the Reporting Person deems appropriate including, without limitation, continuing to engage
in communications with management and the Board, engaging in discussions with stockholders of the Issuer and others about the Issuer
and its or his investment, making proposals to the Issuer concerning changes to the capitalization, ownership structure, board
structure (including board composition), corporate governance or operations of the Issuer, or changing its or his intentions
with respect to any and all matters referred to in Item 4 of Schedule 13D.
Tengram Fund II, as the holder of the SWIMS
Convertible Note and the SWIMS Warrant, and TCA II, William Sweedler and Matthew Eby, as indirect beneficial owners of the SWIMS
Convertible Note and the SWIMS Warrant, may agree with the Issuer from time to time to amend the terms of those securities.
Tengram Fund I, TCA, William Sweedler and
Matthew Eby may from time to time dispose of all or a portion of the securities they received as a result of the pro rata in-kind
distributions on January 23, 2017 and/or May 8, 2017, as applicable, whether in the open market, in privately negotiated transactions
or otherwise, depending on various factors including those set forth above. Generally, each of the Reporting Persons may further
acquire, hold, vote, trade, dispose or otherwise deal in Common Stock of the Issuer at times, and in such manner, as it or he deems
advisable depending on various factors including those set forth above.
Other than as set forth above or as would
occur with the completion of, or following, any of the actions discussed herein, each Reporting Person has no present plan or proposal
which would relate to or result in any of the matters set forth in subparagraphs (a) – (j) of Item 4 of Schedule 13D. Each
Reporting Person reserves the right to formulate other plans and/or make other proposals, and take such actions with respect to
its or his investment in the Issuer, including any or all of the actions set forth in paragraphs (a) through (j) of Item
4 of Schedule 13D. Each Reporting Person may at any time reconsider and change its or his plans or proposals relating to the foregoing.
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