-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WlUR2ViZqtUpoJkzre/ErbQB0xGr3TTny5tUxIgicLXiyiMQUNQ+Xum+I5C8JpD/ egKW0+EEPEsIjMgtGMG0EQ== 0000950116-00-002862.txt : 20001211 0000950116-00-002862.hdr.sgml : 20001211 ACCESSION NUMBER: 0000950116-00-002862 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20001208 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ALLSTAR SYSTEMS INC CENTRAL INDEX KEY: 0001020017 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-COMPUTER & PERIPHERAL EQUIPMENT & SOFTWARE [5045] IRS NUMBER: 760515249 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-53357 FILM NUMBER: 786013 BUSINESS ADDRESS: STREET 1: 6401 SOUTHWEST FREEWAY CITY: HOUSTON STATE: TX ZIP: 77074 BUSINESS PHONE: 7137952000 MAIL ADDRESS: STREET 1: 6401 SOUTHWEST FREEWAY CITY: HOUSTON STATE: TX ZIP: 77074 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PEAK 6 CAPITAL MANAGEMENT LLC CENTRAL INDEX KEY: 0001128772 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 364172640 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 209 SOUTH LASALLE STREET SUITE 200 CITY: CHICAGO STATE: IL ZIP: 60604 SC 13D 1 0001.txt SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 I-Sector Corporation ------------------------------------------------------------------------------ (Name of Issuer) Common Stock ------------------------------------------------------------------------------ (Title of Class of Securities) 45031W 10 7 ---------------------------------------- (CUSIP Number) PEAK6 Capital Management, LLC 209 S. LaSalle Street, Suite 200 Chicago, Illinois 60604 ------------------------------------------------------------------------------ (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 1, 2000 ------------------------------------------------------------ (Date of Event which Requires Filing of this Statement If the filing person has previously filed a statement on Schedule 13G to report the acquisitions which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box / /. NOTE: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *The Remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed t be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the act (however, see the Notes). _______________________________________________________________________________ CUSIP No. 45031W 10 7 SCHEDULE 13D Page 2 of 15 _______________________________________________________________________________ 1 NAME OF REPORTING PERSON S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Jennifer J. Makowiec ______________________________________________________________________________ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [x] (b) [ ] ______________________________________________________________________________ 3 SEC USE ONLY ______________________________________________________________________________ 4 SOURCE OF FUNDS* WC ______________________________________________________________________________ 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(E) [ ] ______________________________________________________________________________ 6 CITIZENSHIP OR PLACE OR ORGANIZATION United States citizen _______________________________________________________________________________ | | NUMBER OF | 7 | SOLE VOTING POWER SHARES | | BENEFICIALLY |_____|________________________________________________________ OWNED BY | | EACH | 8 | SHARED VOTING POWER REPORTING | | 205,300 shares PERSON WITH |_____|________________________________________________________ | | | 9 | SOLE DISPOSITIVE POWER | | |_____|________________________________________________________ | | | 10 | SHARED DISPOSITIVE POWER | | 205,300 shares _______________|_____|_________________________________________________________ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 205,300 shares ______________________________________________________________________________ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] ______________________________________________________________________________ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.1% ______________________________________________________________________________ 14 TYPE OF REPORTING PERSON IN _____________________________________________________________________________ _______________________________________________________________________________ CUSIP No. 45031W 10 7 SCHEDULE 13D Page 3 of 15 _______________________________________________________________________________ 1 NAME OF REPORTING PERSON S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Matthew N. Hulsizer ______________________________________________________________________________ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [x] (b) [ ] ______________________________________________________________________________ 3 SEC USE ONLY ______________________________________________________________________________ 4 SOURCE OF FUNDS* WC ______________________________________________________________________________ 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(E) [ ] ______________________________________________________________________________ 6 CITIZENSHIP OR PLACE OR ORGANIZATION United States citizen _______________________________________________________________________________ | | NUMBER OF | 7 | SOLE VOTING POWER SHARES | | BENEFICIALLY |_____|________________________________________________________ OWNED BY | | EACH | 8 | SHARED VOTING POWER REPORTING | | 205,300 shares PERSON WITH |_____|________________________________________________________ | | | 9 | SOLE DISPOSITIVE POWER | | |_____|________________________________________________________ | | | 10 | SHARED DISPOSITIVE POWER | | 205,300 shares _______________|_____|_________________________________________________________ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 205,300 shares ______________________________________________________________________________ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] ______________________________________________________________________________ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.1% ______________________________________________________________________________ 14 TYPE OF REPORTING PERSON IN _____________________________________________________________________________ _______________________________________________________________________________ CUSIP No. 45031W 10 7 SCHEDULE 13D Page 4 of 15 _______________________________________________________________________________ 1 NAME OF REPORTING PERSON S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON PEAK6 Capital Management, LLC ______________________________________________________________________________ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [x] (b) [ ] ______________________________________________________________________________ 3 SEC USE ONLY ______________________________________________________________________________ 4 SOURCE OF FUNDS* WC ______________________________________________________________________________ 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(E) [ ] ______________________________________________________________________________ 6 CITIZENSHIP OR PLACE OR ORGANIZATION Delaware _______________________________________________________________________________ | | NUMBER OF | 7 | SOLE VOTING POWER SHARES | | 205,300 shares BENEFICIALLY |_____|________________________________________________________ OWNED BY | | EACH | 8 | SHARED VOTING POWER REPORTING | | PERSON WITH |_____|________________________________________________________ | | | 9 | SOLE DISPOSITIVE POWER | | 205,300 shares |_____|________________________________________________________ | | | 10 | SHARED DISPOSITIVE POWER | | _______________|_____|_________________________________________________________ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 205,300 shares ______________________________________________________________________________ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] ______________________________________________________________________________ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.1% ______________________________________________________________________________ 14 TYPE OF REPORTING PERSON BD _____________________________________________________________________________ _______________________________________________________________________________ CUSIP No. 45031W 10 7 SCHEDULE 13D Page 5 of 15 _______________________________________________________________________________ 1 NAME OF REPORTING PERSON S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON PEAK6 Investments, L.P. ______________________________________________________________________________ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [x] (b) [ ] ______________________________________________________________________________ 3 SEC USE ONLY ______________________________________________________________________________ 4 SOURCE OF FUNDS* WC ______________________________________________________________________________ 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(E) [ ] ______________________________________________________________________________ 6 CITIZENSHIP OR PLACE OR ORGANIZATION Delaware _______________________________________________________________________________ | | NUMBER OF | 7 | SOLE VOTING POWER SHARES | | BENEFICIALLY |_____|________________________________________________________ OWNED BY | | EACH | 8 | SHARED VOTING POWER REPORTING | | 205,300 shares PERSON WITH |_____|________________________________________________________ | | | 9 | SOLE DISPOSITIVE POWER | | |_____|________________________________________________________ | | | 10 | SHARED DISPOSITIVE POWER | | 205,300 shares _______________|_____|_________________________________________________________ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 205,300 shares ______________________________________________________________________________ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] ______________________________________________________________________________ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.1% ______________________________________________________________________________ 14 TYPE OF REPORTING PERSON PN _____________________________________________________________________________ _______________________________________________________________________________ CUSIP No. 45031W 10 7 SCHEDULE 13D Page 6 of 15 _______________________________________________________________________________ 1 NAME OF REPORTING PERSON S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON PEAK6, LLC ______________________________________________________________________________ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [x] (b) [ ] ______________________________________________________________________________ 3 SEC USE ONLY ______________________________________________________________________________ 4 SOURCE OF FUNDS* WC ______________________________________________________________________________ 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(E) [ ] ______________________________________________________________________________ 6 CITIZENSHIP OR PLACE OR ORGANIZATION Delaware _______________________________________________________________________________ | | NUMBER OF | 7 | SOLE VOTING POWER SHARES | | BENEFICIALLY |_____|________________________________________________________ OWNED BY | | EACH | 8 | SHARED VOTING POWER REPORTING | | 205,300 shares PERSON WITH |_____|________________________________________________________ | | | 9 | SOLE DISPOSITIVE POWER | | |_____|________________________________________________________ | | | 10 | SHARED DISPOSITIVE POWER | | 205,300 shares _______________|_____|_________________________________________________________ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 205,300 shares ______________________________________________________________________________ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] ______________________________________________________________________________ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.1% ______________________________________________________________________________ 14 TYPE OF REPORTING PERSON OO _____________________________________________________________________________ SCHEDULE 13-D I-Sector Corporation Filed by PEAK6 Capital Management, LLC ("PEAK6"), PEAK6 Investments, L.P. ("LP"), PEAK6, LLC ("LLC"), Jennifer J. Makowiec ("Makowiec"), and Matthew N. Hulsizer ("Hulsizer") Item 1. Security and Issuer: I-Sector Corporation 6401 Southwest Freeway Houston, Texas 77074 Common Stock Items 2-6 Inclusive for PEAK6: Item 2. Identity and Background: (a) PEAK6 Capital Management, LLC, a Delaware limited liability company (b) Address of Principal Business: 209 S. LaSalle Street, Suite 200 Chicago, Illinois 60604 (c) Principal Business: Investment and technology solutions provider. The address of PEAK6's principal business and its principal office is the address given in Item 2(b) above. (d) PEAK6 has not been involved in any criminal proceedings. (e) PEAK6 has never been a party to any civil judicial or administrative proceeding in which there has been any finding of any violation of any federal or state securities laws. Item 3. Source and Amount of Funds or Other Considerations: All acquisitions of the common stock of the Issuer were acquired by PEAK6 using working capital funds. Item 4. Purpose of Transaction: Investment purposes. PEAK6 does have an intent to acquire additional securities of the Issuer if such additional securities become available at a price PEAK6 considers reasonable. Item 5. Interest in Securities of the Issuer. (a) PEAK6 owns 205,300 shares of Issuer directly, which is 5.1% of the outstanding common stock of Issuer. Page 7 OF 15 (b) PEAK6 has sole voting power and sole dispositive power with respect to such 205,300 shares of common stock of Issuer. (c) In the past sixty days, PEAK6 has made the following open market transactions in the Issuer's stock, all effectuated in their own account located in Chicago, Illinois: Purchases DATE - 2000 # OF SHARES SHARE PRICE ----------- ----------- ----------- September 30, 2000 10,000 $1.65 October 7, 2000 7,000 $1.65 October 7, 2000 1,000 $1.69 October 13, 2000 13,000 $1.25 October 14, 2000 23,800 $1.13 October 14, 2000 1,200 $1.25 October 14, 2000 15,000 $1.31 October 16, 2000 1,000 $1.00 November 28, 2000 1,600 $0.8125 November 28, 2000 2,000 $0.875 December 1, 2000 4,000 $0.8125 December 5, 2000 2,100 $0.875 (d) PEAK6 is a Delaware limited liability company. The managing member of PEAK6 is the LP. The general partner of the LP is the LLC. The two (2) managing members of the LLC are Makowiec and Hulsizer. PEAK6, the LP, the LLC, Makowiec (as a managing member of the LLC) and Hulsizer (as a managing member of the LLC) have the right to receive or the power to direct the receipt of dividends from, or the proceeds of sale of, the shares of Issuer common stock owned by PEAK6. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. None. Items 2-6 Inclusive for the LP. Item 2. Identity and Background: (a) PEAK6 Investments, L.P., a Delaware limited partnership. (b) Address of Principal Business: 209 S. LaSalle Street, Suite 200 Chicago, Illinois 60604 (c) Principal Business: Investment and technology solutions provider. Page 8 of 15 (d) The LP has not been involved in any criminal proceedings. (e) The LP has never been a party to any civil judicial or administrative proceeding in which there has been any finding of any violation of any federal or state securities laws. Item 3. Source and Amount of Funds or Other Considerations. The LP indirectly owns the 205,300 shares of Issuer owned by PEAK6 by virtue of directly owning 100.00% of the membership interests of PEAK6 and being the managing member of PEAK6. See PEAK6's response to Item 3 herein. Item 4. Purpose of Transaction. The LP acquired its shares of common stock of Issuer for the same purposes as PEAK6. See PEAK6's response to Item 4 herein. Item 5. Interest in Securities of the Issuer. (a) By virtue of owning 100.00% of the outstanding membership interests of PEAK6, the LP beneficially owns the 205,300 shares of common stock of Issuer owned by PEAK6, which is 5.1% of the outstanding shares of Issuer. (b) By virtue of owning 100.00% of the outstanding membership interests of PEAK6, the LP has shared voting power and shared dispositive power with respect to the 205,300 shares of common stock of Issuer owned by PEAK6. (c) See PEAK6's response to Item 5(c) herein. (d) The LP is controlled by its general partner, the LLC, of which Makowiec and Hulsizer are the managing members. Makowiec and Hulsizer are the only two persons known to have the right to receive, or the power to direct, the receipt of dividends from, or the proceeds from the sale of, the shares of Issuer owned by PEAK6. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. None. Page 9 of 15 Items 2-6 Inclusive for the LLC. Item 2. Identity and Background: (a) PEAK6, LLC, a Delaware limited liability company. (b) Address of Principal Business: 209 S. LaSalle Street, Suite 200 Chicago, Illinois 60604 (c) Principal Business: Investment and technology solutions provider. (d) The LLC has not been involved in any criminal proceedings. (e) The LLC has never been a party to any civil judicial or administrative proceeding in which there has been any finding of any violation of any federal or state securities laws. Item 3. Source and Amount of Funds or Other Considerations. The LLC indirectly owns the 205,300 shares of Issuer owned by PEAK6 by virtue of directly owning 82% of the LP and being the general partner of the LP. See PEAK6's response to Item 3 herein. Item 4. Purpose of Transaction. The LLC acquired its shares of common stock of Issuer for the same purposes as PEAK6. See PEAK6's response to Item 4 herein. Item 5. Interest in Securities of the Issuer. (a) By virtue of owning 82% of the LP, and all votes of the LP, the LLC beneficially controls the 205,300 shares of common stock of Issuer owned by PEAK6, which is 5.1% of the outstanding shares of Issuer. (b) By virtue of owning 82% of the LP, the LLC has shared voting power and shared dispositive power with respect to the 205,300 shares of common stock of Issuer owned by PEAK6. (c) See PEAK6's response to Item 5(c) herein. (d) The LLC is controlled by its managing members, namely Makowiec and Hulsizer. Makowiec and Hulsizer are the only two persons known to have the right to receive, or the power to direct, the receipt of dividends from, or the proceeds from the sale of, the shares of Issuer owned by PEAK6. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. Page 10 of 15 Items 2-6 Inclusive for Makowiec. Item 2. (a) Jennifer J. Makowiec. (b) Principal Business Address: 209 S. LaSalle Street, Suite 200 Chicago, Illinois 60604 (c) Principal Business: Managing member of the LLC. (d) Makowiec has not been involved in any criminal proceedings. (e) Makowiec has never been a party to any civil judicial or administrative proceeding in which there has been any finding of any violation of any federal or state securities laws. (f) Citizen of United States. Item 3. Source and Amount of Other Considerations. Makowiec is a managing member of the LLC. See PEAK6's and LP's responses to Item 3 herein. Item 4. Purpose of Transaction. Makowiec acquired her shares of common stock of Issuer for the same purposes as PEAK6. See response of PEAK6 to Item 4 herein. Item 5. Interest in Securities of the Issuer. (a) By virtue of being a managing member of LLC, Makowiec beneficially controls the 205,300 shares of common stock of Issuer owned by PEAK6. The LLC is the general partner of the LP, which owns 100.00% of the membership interests of PEAK6. (b) By virtue of being a managing member of the LLC, Makowiec has shared voting power and shared dispositive power with respect to the 205,300 shares of common stock of Issuer owned by PEAK6. (c) See PEAK6's response to Item 5(c) herein. (d) Makowiec shares control of the LLC with Hulsizer. Makowiec and Hulsizer are the only two persons known to the have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Issuer owned by PEAK6. (e) Not applicable. Page 11 of 15 Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. None. Items 2-6 Inclusive for Hulsizer. Item 2. Identity and Background: (a) Matthew N. Hulsizer (b) Principal Business Address: 209 LaSalle St., Suite 200 Chicago, Illinois 60604 (c) Managing Member of the LLC. (d) Hulsizer has not been involved in any criminal proceedings. (e) Hulsizer has never been a party to any civil judicial or administrative proceeding in which there has been any finding of any violation of any federal or state securities laws. (f) United States Citizen. Item 3. Sources and Amount of Funds or Other Consideration. Hulsizer is a managing member of the LLC. See responses of PEAK6 to Item 3 herein. Item 4. Purpose of the Transaction. Hulsizer acquired the shares of common stock of Issuer for the same purposes as PEAK6. See response of PEAK6 to Item 4 herein. Item 5. Interest in Securities of the Issuer. (a) By virtue of being a managing member of the LLC, Hulsizer beneficially controls the 205,300 shares of common stock of Issuer owned by PEAK6. The LLC is the general partner of the LP, which owns 100.00% of PEAK6. (b) By virtue of being a managing member of the LLC, Hulsizer has shared voting power and shared dispositive power with respect to the 205,300 shares of common stock of Issuer owned by PEAK6. (c) See PEAK6's response to Item 5(c) herein. (d) Hulsizer shares control of the LLC with Makowiec. Makowiec and Hulsizer are the only two persons known to the have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Issuer owned by PEAK6. (e) Not applicable. Page 12 of 15 Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. None. A joint filing statement is filed as an exhibit to this Schedule 13D. Page 13 of 15 Signatures. After reasonable inquiry and to the best of our knowledge and belief, and undersigned certify that the information set forth in this statement is true. December 6, 2000 PEAK6 CAPITAL MANAGEMENT, LLC By: PEAK6 Investments, L.P., its managing member By: PEAK6, LLC, its general partner By: /s/Jennifer Makowiec ------------------------------- Jennifer J. Makowiec Managing Member By: /s/Matthew N. Hulsizer -------------------------------- Matthew N. Hulsizer Managing Member PEAK6 INVESTMENTS, L.P. By: PEAK6, LLC, its general partner By: /s/Jennifer J. Makowiec ------------------------------- Jennifer J. Makowiec Managing Member By: /s/Matthew N. Hulsizer -------------------------------- Matthew N. Hulsizer Managing Member PEAK6, LLC By: /s/Jennifer J. Makowiec ------------------------------- Jennifer J. Makowiec Managing Member By: /s/Matthew N. Hulsizer -------------------------------- Matthew N. Hulsizer Managing Member /s/Jennifer J. Makowiec ----------------------------------- Jennifer J. Makowiec /s/Matthew N. Hulsizer ----------------------------------- Matthew N. Hulsizer Page 14 of 15 EXHIBIT TO SCHEDULE 13D DATED DECEMBER 1, 2000, OF JENNIFER J. MAKOWIEC, MATTHEW N. HULSIZER PEAK6, LLC, PEAK6 CAPITAL MANAGEMENT, LLC AND PEAK6 INVESTMENTS, L.P. JOINT FILING AGREEMENT PEAK6 Capital Management, LLC ("PEAK6"), PEAK6 Investments, L.P. ("LP"), PEAK6, LLC ("LLC"), Jennifer J. Makowiec ("Makowiec"), and Matthew N. Hulsizer ("Hulsizer") hereby agree that the Schedule 13D to which this statement is attached is filed on behalf of PEAK6, the LP, the LLC, Makowiec, and Hulsizer, and that any amendments to this Schedule 13D may be filed on behalf of PEAK6, the LP, the LLC, Makowiec and Hulsizer. PEAK6 CAPITAL MANAGEMENT, LLC By: PEAK6 INVESTMENTS, L.P., its managing member By: PEAK6, LLC, its general partner By: /s/Jennifer J. Makowiec ------------------------------- Jennifer J. Makowiec Managing Member By: /s/Matthew N. Hulsizer -------------------------------- Matthew N. Hulsizer Managing Member PEAK6 INVESTMENTS, L.P. By: PEAK6, LLC, its general partner By: /s/Jennifer J. Makowiec ------------------------------- Jennifer J. Makowiec Managing Member By: /s/Matthew N. Hulsizer -------------------------------- Matthew N. Hulsizer Managing Member PEAK6, LLC By: /s/Jennifer J. Makowiec ------------------------------- Jennifer J. Makowiec Managing Member By: /s/Matthew N. Hulsizer -------------------------------- Matthew N. Hulsizer Managing Member /s/Jennifer J. Makowiec ----------------------------------- Jennifer J. Makowiec /s/Matthew N. Hulsizer ----------------------------------- Matthew N. Hulsizer Page 15 of 15 -----END PRIVACY-ENHANCED MESSAGE-----