The Reporting Persons do not have 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 except as set forth herein or such as would occur upon or in connection with completion of, or following, any of the actions discussed herein. The
Reporting Persons intend to review their investment in the Issuer on a continuing basis. Depending on various factors including, without limitation, the Issuer’s financial position and investment strategy, the price levels of the Shares,
conditions in the securities markets and general economic and industry conditions, the Reporting Persons may in the future take such actions with respect to their investment in the Issuer as they deem appropriate including, without limitation,
making another offer to acquire the Issuer, engaging in communications with management and the Board, engaging in discussions with stockholders of the Issuer and others about the Issuer and the Reporting Persons’ investment, making proposals to
the Issuer concerning changes to the capitalization, ownership structure, including a sale of the Issuer as a whole or in parts, board structure (including board composition) or operations of the Issuer, purchasing additional Shares or other
instruments that are based on or relate to the value of the Shares, selling some or all of their Shares or other securities in the open market or otherwise, engaging in short selling of or any hedging or similar transaction with respect to the
Shares, or changing their intention with respect to any and all matters referred to in Item 4.
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Item 5.
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Interest in Securities of the Issuer.
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(a)—(e) As of the date hereof, HFA, HMC, Fund GP, the Fund, Jack Bryant, Todd N. Jordan and Raymond Harbert may be deemed to be the
beneficial owners of 1,348,384 Shares, which constitutes 5.69% of the Shares, based upon 23,672,080* shares outstanding as of the date hereof.
HFA has the sole power to vote or direct the vote of 0 Shares; has the shared power to vote or direct the vote of 1,348,384 Shares; has the
sole power to dispose or direct the disposition of 0 Shares; and has the shared power to dispose or direct the disposition of 1,348,384 Shares.
HMC has the sole power to vote or direct the vote of 0 Shares; has the shared power to vote or direct the vote of 1,348,384 Shares; has the
sole power to dispose or direct the disposition of 0 Shares; and has the shared power to dispose or direct the disposition of 1,348,384 Shares.
The Fund GP has the sole power to vote or direct the vote of 0 Shares; has the shared power to vote or direct the vote of 1,348,384 Shares;
has the sole power to dispose or direct the disposition of 0 Shares; and has the shared power to dispose or direct the disposition of 1,348,384 Shares.
The Fund has the sole power to vote or direct the vote of 0 Shares; has the shared power to vote or direct the vote of 1,348,384 Shares; has
the sole power to dispose or direct the disposition of 0 Shares; and has the shared power to dispose or direct the disposition of 1,348,384 Shares.
Jack Bryant has the sole power to vote or direct the vote of 0 Shares; has the shared power to vote or direct the vote of 1,348,384 Shares;
has the sole power to dispose or direct the disposition of 0 Shares; and has the shared power to dispose or direct the disposition of 1,348,384 Shares.
Todd N. Jordan has the sole power to vote or direct the vote of 0 Shares; has the shared power to vote or direct the vote of 1,348,384 Shares;
has the sole power to dispose or direct the disposition of 0 Shares; and has the shared power to dispose or direct the disposition of 1,348,384 Shares.
Raymond Harbert has the sole power to vote or direct the vote of 0 Shares; has the shared power to vote or direct the vote of 1,348,384
Shares; has the sole power to dispose or direct the disposition of 0 Shares; and has the shared power to dispose or direct the disposition of 1,348,384 Shares.
The transactions by the Reporting Persons in the securities of the Issuer during the past sixty days are set forth in Exhibit B. All such
transactions were carried out in open market transactions.
*This outstanding Shares figure reflects the number of outstanding Shares at
23,672,080, as reported in the Issuer’s Form
8-K,
filed on October 10, 2018.
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Item 6.
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Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
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There are no contracts, arrangements, understandings or relationships among the Reporting Persons, or between the
Reporting Persons and any other person, with respect to the securities of the Issuer.
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Item 7.
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Material to be Filed as Exhibits.
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Exhibit A: Joint Filing Agreement.
Exhibit B: Schedule of Transactions in Shares.