Filing Details

This statement is being jointly filed by the following persons (the “Reporting Persons”):

(i) Vann A. Avedisian Trust U/A 8/29/85 (“Avedisian Trust”), a trust formed in the State of Illinois, with a principal business address located at 220 N. Green Street, 3^rd Floor, Chicago, IL 60607, is principally engaged in the business of investing and managing private equity investments.

(ii) Bryant L. Keil (“Mr. Keil”), an individual and citizen of the United States of America, whose principal business address is located at 825 S. Waukegan Road, Suite A8-50, Lake Forest, IL 60045, Attn: Bryant Keil, is principally engaged in the business of investing and managing private equity investments.

(iii) Neil Luthra (“Mr. Luthra”), an individual and citizen of the United States of America, whose principal business address is located at 870 Seventh Ave., 2^nd Floor, New York, NY 10019, is principally engaged in the business of investing and managing private equity investments.

(iv) KGT Investment LLC (“KGT”), a Delaware limited liability company, with a principal business address located at 545 E. John Carpenter FWY, Suite 1400, Irving, TX 75062, is principally involved in the business of investing and managing private equity investments.

The Reporting Persons may be deemed to constitute a group pursuant to Rule 13d-5(b). If the Reporting Persons are deemed to have formed a group, the group could be deemed to beneficially own the shares collectively held by the group, which would be an aggregate of 1,284,422 shares of Common Stock or 5.40% of the issued and outstanding shares of Common Stock of the Issuer; however, each of the Reporting Persons disclaims beneficial ownership of the shares of Common Stock held by the other Reporting Persons except to the extent of their pecuniary interest therein (if any).

Mr. Keil beneficially owns 162,803 shares underlying stock options granted by the Issuer, for which no cash consideration was paid. Such stock options are fully vested and exercisable at any time upon Mr. Keil’s election. The exercise price of such options is $10.59 per share. The total aggregate purchase price for the remaining 1,121,619 shares of Common Stock beneficially owned by the Reporting Persons in the aggregate as of December 16, 2019, was approximately $6,654,681. The source of such funds was internally generated funds of the respective Reporting Person.

Mr. Keil acquired the stock options to acquire Common Stock referred to above as compensatory stock grants during the time Mr. Keil was an employee and/or director of the Issuer. The Reporting Persons acquired or have held the remainder of the shares of Common Stock reported in this Schedule 13D because they believed the Common Stock was undervalued. The Reporting Persons continuously evaluate, among many other things, the Issuer’s business, results of operations, financial condition, capitalization, management and corporate governance, as well as general economic conditions, the securities markets in general, and the markets for the shares of Common Stock in particular, and the Reporting Person continuously evaluate their investments in the shares of Common Stock and other investment opportunities available to them.

The Reporting Persons intend to review and evaluate their investment in the Common Stock on an ongoing basis and may, depending upon their evaluation of the business and prospects of the Issuer, or such other considerations as they may deem relevant, determine to increase, decrease, or dispose of their ownership interests in the Issuer. As a part of such review and evaluation, the Reporting Persons intend to hold discussions with the Issuer’s management and directors, other shareholders and other interested parties concerning the Issuer’s operations, management, corporate governance and other matters of interest relating to the Issuer.

Except as otherwise described in this Item 4, no Reporting Person has any 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.

The information concerning percentages of ownership set forth below is based on 23,607,518 shares of Common Stock of the Issuer outstanding as of October 27, 2019, according to the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 29, 2019, filed with the Securities and Exchange Commission on November 5, 2019, plus in the case of Mr. Keil’s ownership percentage and the aggregate percentage collectively held by the group, if such a group is deemed to have been formed, each as disclosed above, the 162,803 shares of Common Stock underlying stock options held by Mr. Keil.

The Avedisian Trust beneficially owns 513,263 shares of Common Stock as of December 16, 2019, which represents 2.17% of the issued and outstanding shares of Common Stock.

Mr. Keil beneficially owns 164,659 shares of Common Stock as of December 16, 2019, which represents 0.69% of the issued and outstanding shares of Common Stock. The 164,659 shares of Common Stock consists of (i) 162,803 shares of Common Stock beneficially owned by Mr. Keil, individually, which are issuable upon exercise of stock options held by Mr. Keil which are fully vested and exercisable at any time upon Mr. Keil’s election (at an exercise price of $10.59 per share), (ii) 928 shares of Common Stock held by the BA Trust of which Mr. Keil is the trustee and in such capacity is deemed to hold voting and dispositive power over the securities held by the BA Trust, and (iii) 928 shares of Common Stock held by the LA Trust of which Mr. Keil is the trustee and in such capacity is deemed to hold voting and dispositive power over the securities held by the LA Trust.

Mr. Luthra beneficially owns 6,500 shares of Common Stock as of December 16, 2019, which represents 0.03% of the issued and outstanding shares of Common Stock.

KGT beneficially owns 600,000 shares of Common Stock as of December 16, 2019, which represents 2.54% of the issued and outstanding shares of Common Stock.

The Reporting Persons may be deemed to constitute a group pursuant to Rule 13d-5(b), in which case each of the Reporting Persons could be deemed to beneficially own all the shares of Common Stock held by the other Reporting Persons; however, each of the Reporting Persons disclaims beneficial ownership of the shares of Common Stock held by the other Reporting Persons except to the extent of their pecuniary interest therein (if any).

The transactions in Common Stock effected by the Reporting Persons since October 8, 2019 are set out in Exhibit 1 hereto.

No person is known to any Reporting Person to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any of the shares of Common Stock reported herein.