Page 12 of 20 – SEC Filing
(d)No
Reporting Person, nor any person listed on Schedule A, annexed hereto, has, during the last five years, been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors).
(e)No
Reporting Person, nor any person listed on Schedule A, annexed hereto, has, during the last five years, been party to a civil proceeding
of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment,
decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities
laws or finding any violation with respect to such laws.
(f)Voss
Capital is organized under the laws of the State of Texas. Brasada Capital is organized under the laws of the State of Texas. Each
of Broadview and Ewing Morris is organized under the laws of Canada.
| Item 3. | Source and Amount of Funds or Other Consideration. |
The Shares purchased
by Voss Capital and held in the Voss Capital Accounts 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 transactions. The aggregate purchase price
of the 509,333 Shares beneficially owned by Voss Capital is approximately $3,390,273, including brokerage commissions. The aggregate
purchase price of the 218,001 Shares held in the Voss Capital Accounts is approximately $1,540,245, including brokerage commissions.
The Shares held in the Brasada Capital
Accounts were purchased with the investment capital of Brasada Capital clients (which may, at any given time, include margin loans
made by brokerage firms in the ordinary course of business) in open market transactions. The aggregate purchase price of the 126,030
Shares held in the Brasada Capital Accounts is approximately $1,111,204, including brokerage commissions.
The Shares purchased by Broadview
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 transactions. The aggregate purchase price of the 249,950 Shares beneficially owned by Broadview
is approximately $1,152,766, including brokerage commissions.
| Item 4. | Purpose of Transaction. |
The Reporting Persons purchased
the Shares based on the Reporting Persons’ belief that the Shares, when purchased, were undervalued and represented an attractive
investment opportunity. Depending upon overall market conditions, other investment opportunities available to the Reporting Persons,
and the availability of Shares at prices that would make the purchase or sale of Shares desirable, the Reporting Persons may endeavor
to increase or decrease their position in the Issuer through, among other things, the purchase or sale of Shares on the open market
or in private transactions or otherwise, on such terms and at such times as the Reporting Persons may deem advisable.
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