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SCHEDULE 13D
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CUSIP No: 090911207
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Page 2 of 8 Pages
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1
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NAMES OF REPORTING PERSONS
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JACK W. SCHULER |
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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PF |
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States |
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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8
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SHARED VOTING POWER
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12,226,530 (1)
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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12,226,530 (1)
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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12,226,530 (1)
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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31.17% (2)
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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(1)
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This amount includes 530,266 Shares that the Reporting Person has the right to acquire upon exercise of Warrants and New
Warrants (defined in Amendment No. 8 and Amendment No. 10, respectively).
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(2)
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This percentage is based on a total of 39,229,868 Shares outstanding, which is the sum of: (i) 31,743,102 Shares outstanding as of May 4, 2020; (ii) 6,956,500 Shares issued upon the May 2020 Automatic Conversion (as defined herein) of 69,565 shares of Series E Preferred Stock (defined in Amendment No.
15) on May 13, 2020; and (iii) 530,266 Shares that the Reporting Person has the right to acquire upon exercise of Warrants and New Warrants.
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SCHEDULE 13D
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CUSIP No: 090911207
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Page 3 of 8 Pages
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1
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NAMES OF REPORTING PERSONS
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JACK W. SCHULER LIVING TRUST |
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC |
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Illinois |
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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8
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SHARED VOTING POWER
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909,979 (1)
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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909,979 (1)
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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909,979 (1)
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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2.34% (2)
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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(1)
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This amount includes 170,159 Shares that the Reporting Person has the right to acquire upon exercise of Warrants. |
(2)
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This percentage is based on a total of 38,869,761 Shares outstanding, which is the sum of (i) 31,743,102 Shares outstanding as of May 4, 2020; (ii) 6,956,500 Shares issued upon the May 2020 Automatic Conversion (as defined herein) of 69,565
shares of Series E Preferred Stock (defined in Amendment No. 15) on May 13, 2020; and (iii) 170,159 Shares that the Reporting Person has the right to acquire upon exercise of Warrants.
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SCHEDULE 13D
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CUSIP No: 090911207
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Page 4 of 8 Pages
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1
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NAMES OF REPORTING PERSONS
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RENATE SCHULER |
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO |
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States |
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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8
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SHARED VOTING POWER
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11,316,551 (1)
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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11,316,551 (1)
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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11,316,551 (1)
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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28.97% (2)
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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(1)
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This amount includes 360,107 Shares the Reporting Person has the right to acquire upon exercise of New Warrants. |
(2)
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This percentage is based on a total of 39,059,709 Shares outstanding, which is the sum of: (i) 31,743,102 Shares outstanding as of May 4, 2020; (ii) 6,956,500 Shares issued upon the May 2020 Automatic Conversion (as defined herein) of 69,565 shares of Series E Preferred Stock on May 13, 2020; and
(iii) 360,107 Shares that the Reporting Person has the right to acquire upon exercise of New Warrants.
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SCHEDULE 13D
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CUSIP No: 090911207
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Page 5 of 8 Pages
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1
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NAMES OF REPORTING PERSONS
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SCHULER FAMILY FOUNDATION |
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☐
|
||||
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||||
3
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SEC USE ONLY
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|||
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||||
4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC |
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|||
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||||
5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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||||
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||||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Illinois |
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||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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|||
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8
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SHARED VOTING POWER
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11,296,551 (1)
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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11,296,551 (1)
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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11,296,551 (1)
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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28.92% (2)
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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CO
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(1)
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This amount includes 360,107 Shares the Reporting Person has the right to acquire upon exercise of New Warrants. |
(2)
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This percentage is based on a total of 39,059,709 Shares outstanding, which is the sum of: (i) 31,743,102 Shares outstanding as of May 4, 2020; (ii) 6,956,500 Shares issued upon the May 2020 Automatic Conversion (as defined herein) of 69,565 shares of Series E Preferred Stock on May 13, 2020; and (iii) 360,107
Shares that the Reporting Person has the right to acquire upon exercise of New Warrants.
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SCHEDULE 13D
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Page 6 of 8 Pages
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Item 1. |
Security and Issuer
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Item 4. |
Purpose of Transaction
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Item 5. |
Interest in Securities of the Issuer
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SCHEDULE 13D
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Page 7 of 8 Pages
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SCHEDULE 13D
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Page 8 of 8 Pages
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JACK W. SCHULER | |||
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/s/ Jack W. Schuler
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JACK W. SCHULER LIVING TRUST | |||
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By:
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/s/ Jack W. Schuler | |
Name: |
Jack W. Schuler | ||
Title: |
Trustee |
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RENATE SCHULER | |||
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/s/ Renate Schuler |
SCHULER FAMILY FOUNDATION | |||
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By:
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/s/ Jack W. Schuler | |
Name: |
Jack W. Schuler | ||
Title: |
President | ||