1
|
NAMES OF REPORTING PERSONS
|
|||||
J. Carlo Cannell
|
||||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|||||
(a) [X]
|
||||||
(b) [ ]
|
||||||
3
|
SEC USE ONLY
|
|||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|||||
WC/OO
|
||||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
|||||
[ ]
|
||||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||||
United States
|
||||||
7
|
SOLE VOTING POWER
|
|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
3,518,421
|
|||||
8
|
SHARED VOTING POWER
|
|||||
0
|
||||||
9
|
SOLE DISPOSITIVE POWER
|
|||||
3,518,421
|
||||||
10
|
SHARED DISPOSITIVE POWER
|
|||||
0
|
||||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||||
3,518,421
|
||||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|||||
[ ]
|
||||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|||||
6.48%
|
||||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|||||
IN
|
1
|
NAMES OF REPORTING PERSONS
|
||||
Dilip Singh
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
||||
(a) [X]
|
|||||
(b) [ ]
|
|||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
||||
WC
|
|||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
||||
[ ]
|
|||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
||||
United States
|
|||||
7
|
SOLE VOTING POWER
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
1,100
|
||||
8
|
SHARED VOTING POWER
|
||||
0
|
|||||
9
|
SOLE DISPOSITIVE POWER
|
||||
1,100
|
|||||
10
|
SHARED DISPOSITIVE POWER
|
||||
0
|
|||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
||||
1,100
|
|||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
||||
[ ]
|
|||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
||||
0.002%
|
|||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
||||
IN
|
1
|
NAMES OF REPORTING PERSONS
|
||||
Value Generation Capital Fund, LP
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
||||
(a) [X]
|
|||||
(b) [ ]
|
|||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
||||
WC
|
|||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
||||
[ ]
|
|||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
||||
Delaware
|
|||||
7
|
SOLE VOTING POWER
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
1,100
|
||||
8
|
SHARED VOTING POWER
|
||||
0
|
|||||
9
|
SOLE DISPOSITIVE POWER
|
||||
1,100
|
|||||
10
|
SHARED DISPOSITIVE POWER
|
||||
0
|
|||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
||||
1,100
|
|||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
||||
[ ]
|
|||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
||||
0.002%
|
|||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
||||
LP
|
1
|
NAMES OF REPORTING PERSONS
|
||||
Value Generation Capital, LLC
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
||||
(a) [X]
|
|||||
(b) [ ]
|
|||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
||||
WC
|
|||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
||||
[ ]
|
|||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
||||
Delaware
|
|||||
7
|
SOLE VOTING POWER
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
1,100
|
||||
8
|
SHARED VOTING POWER
|
||||
0
|
|||||
9
|
SOLE DISPOSITIVE POWER
|
||||
1,100
|
|||||
10
|
SHARED DISPOSITIVE POWER
|
||||
0
|
|||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
||||
1,100
|
|||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
||||
[ ]
|
|||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
||||
0.002%
|
|||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
||||
OO (limited liability company)
|
1
|
NAMES OF REPORTING PERSONS
|
||||
Alfred John Knapp, Jr.
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
||||
(a) [X]
|
|||||
(b) [ ]
|
|||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
||||
[ ]
|
|||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
||||
United States
|
|||||
7
|
SOLE VOTING POWER
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
0
|
||||
8
|
SHARED VOTING POWER
|
||||
0
|
|||||
9
|
SOLE DISPOSITIVE POWER
|
||||
0
|
|||||
10
|
SHARED DISPOSITIVE POWER
|
||||
0
|
|||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
||||
0
|
|||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
||||
[ ]
|
|||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
||||
0%
|
|||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
||||
IN
|
1
|
NAMES OF REPORTING PERSONS
|
||||
Mark D. Stolper
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
||||
(a) [X]
|
|||||
(b) [ ]
|
|||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
||||
[ ]
|
|||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
||||
United States
|
|||||
7
|
SOLE VOTING POWER
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
0
|
||||
8
|
SHARED VOTING POWER
|
||||
0
|
|||||
9
|
SOLE DISPOSITIVE POWER
|
||||
0
|
|||||
10
|
SHARED DISPOSITIVE POWER
|
||||
0
|
|||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
||||
0
|
|||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
||||
[ ]
|
|||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
||||
0%
|
|||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
||||
IN
|
1
|
NAMES OF REPORTING PERSONS
|
||||
John M. Climaco
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
||||
(a) [X]
|
|||||
(b) [ ]
|
|||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
||||
[ ]
|
|||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
||||
United States
|
|||||
7
|
SOLE VOTING POWER
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
0
|
||||
8
|
SHARED VOTING POWER
|
||||
0
|
|||||
9
|
SOLE DISPOSITIVE POWER
|
||||
0
|
|||||
10
|
SHARED DISPOSITIVE POWER
|
||||
0
|
|||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
||||
0
|
|||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
||||
[ ]
|
|||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
||||
0%
|
|||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
||||
IN
|
1
|
NAMES OF REPORTING PERSONS
|
||||
Charles M. Gillman
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
||||
(a) [X]
|
|||||
(b) [ ]
|
|||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
||||
[ ]
|
|||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
||||
United States
|
|||||
7
|
SOLE VOTING POWER
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
0
|
||||
8
|
SHARED VOTING POWER
|
||||
0
|
|||||
9
|
SOLE DISPOSITIVE POWER
|
||||
0
|
|||||
10
|
SHARED DISPOSITIVE POWER
|
||||
0
|
|||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
||||
0
|
|||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
||||
[ ]
|
|||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
||||
0%
|
|||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
||||
IN
|
|
(a)
|
This Schedule 13D is filed by (each a “Reporting Person” and collectively, the “Reporting Persons”):
|
(i)
|
J. Carlo Cannell (“Mr. Cannell”);
|
(ii)
|
Dilip Singh (“Mr. Singh”);
|
(iii)
|
Value Generation Capital Fund, LP (“VGCF-LP”)
|
(iv)
|
Value Generation Capital, LLC (“VGC-LLC”)
|
(v)
|
Alfred John Knapp, Jr. (“Mr. Knapp”)
|
(vi)
|
Mark D. Stolper (“Mr. Stolper”)
|
(vii)
|
John Climaco (“Mr. Climaco”)
|
(viii)
|
Charles M. Gillman (“Mr. Gillman”)
|
|
·
|
The principal business address for Mr. Cannell is P.O. Box 3459, 150 East Hansen Avenue, Jackson, WY 83001.
|
|
·
|
The principal business of Mr. Cannell is the performance of investment management and advisory services. The principal business of the Cannell Investment Vehicles (defined below) is investment in securities.
|
|
·
|
Mr. Cannell is the sole managing member of Cannell Capital LLC. Cannell Capital LLC acts as the investment sub-advisor to the Cuttyhunk II Fund, as an investment adviser to various sundry separately managed accounts (the "Cannell SMAs") and to the Tristan Offshore Fund, Ltd., and is the general partner of and investment advisor to Tonga Partners, L.P. and Tristan Partners, L.P. (the Cuttyhunk II Fund, the Cannell SMAs, Tristan Offshore Fund, Ltd., Tonga Partners, L.P., and Tristan Partners, L.P. are collectively referred to as the "Cannell Investment Vehicles" and each a “Cannell Investment Vehicle”). As the sole managing member of Cannell Capital LLC, Mr. Cannell has the sole power to vote and dispose of the shares of Common Stock of the Issuer owned by each of the Cannell Investment Vehicles.
|
|
·
|
Set forth in the attached Annex A and incorporated herein by reference is a listing of the directors, general partners, managing members and controlling persons of the Cannell Investment Vehicles (collectively, the "Cannell Covered Persons"), and sets forth the principal occupation, citizenship and principal place of business of each Cannell Covered Person.
|
|
·
|
The principal business address for VGCF-LP and VGC-LLC is 20283 State Road 7, Suite 400, Boca Raton, FL 33498
|
|
·
|
The principal business address for Mr. Singh is 333 New 21st Avenue, Unit 1110, Deerfield Beach, Florida 33441.
|
|
·
|
The principal business of each of VGCF-LP and VGC-LLC is investing in securities.
|
|
·
|
The principal occupation of Mr. Singh is serving as Manager of VGC-LLC.
|
|
·
|
The principal business address for Mr. Stolper is 1510 Cotner Ave., Los Angeles, California 90025.
|
|
·
|
The principal occupation of Mr. Stolper is serving as the Executive Vice President and Chief Financial Officer of RadNet, Inc., whose principal business is diagnostic imaging services.
|
|
·
|
The principal business address for Mr. Knapp is 919 Milam Street, Suite 1900, Houston, Texas 77002.
|
|
·
|
The principal occupation of Mr. Knapp is serving as President of Andover Group, Inc., whose principal business is real estate development.
|
|
·
|
The principal business address for Mr. Gillman is 9330 S. Lakewood Ave., Tulsa, OK 74137.
|
|
·
|
The principal occupation of Mr. Gillman is serving as the manager of IDWR Office, LLC, an Oklahoma limited liability company whose principal business is managing the capital of a small group of family offices.
|
|
·
|
The principal business address for Mr. Climaco is P.O. Box 316, Park City, UT 84060.
|
|
·
|
The principal occupation of Mr. Climaco is as a management consultant.
|
|
·
|
As of May 13, 2014, the Cannell Investment Vehicles collectively owned 3,518,421 shares of Common Stock of the Issuer and had invested approximately $7,552,469 (including commissions and fees) in aggregate in such shares. Neither Mr. Cannell, in his individual capacity, nor Cannell Capital LLC directly own securities of the Company. The securities were acquired on the open market using the working capital of each Cannell Investment Vehicle as follows:
|
|
·
|
As of May 13, 2014, VGCF-LP owned 1,100 shares of Common Stock of the Issuer and had invested approximately $3,166 (including commissions and fees) in such shares. The shares of Common Stock owned by VGCF-LP were purchased on the open market with working capital of VGCF-LP (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business). Neither Mr. Singh, in his individual capacity, nor VCG-LLC directly own any securities of the Company.
|
|
·
|
As of the date hereof, Mr. Stolper does not individually own any shares of Common Stock of the Issuer.
|
|
·
|
As of the date hereof, Mr. Knapp does not individually own any shares of Common Stock of the Issuer.
|
|
·
|
As of the date hereof, Mr. Gillman does not individually own any shares of Common Stock of the Issuer.
|
|
·
|
As of the date hereof, Mr. Climaco does not individually own any shares of Common Stock of the Issuer.
|
|
(a)
|
The acquisition by any person of additional securities of the Issuer, or the disposition of securities of the issuer;
|
|
(b)
|
An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries;
|
|
(c)
|
A sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries;
|
|
(d)
|
Any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board;
|
|
(e)
|
Any material change in the present capitalization or dividend policy of the Issuer;
|
|
(f)
|
Any other material change in the Issuer’s business or corporate structure including but not limited to, if the Issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by section 13 of the Investment Company Act of 1940;
|
|
(g)
|
Changes in the issuer’s charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any person;
|
|
(h)
|
Causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association;
|
|
(i)
|
A class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or
|
|
(j)
|
Any action similar to any of those enumerated above.
|
|
(a)
|
As of May 13, 2014, the Cannell Investment Vehicles owned 3,518,421 shares of Common Stock of the Issuer. Mr. Cannell is the sole managing member of Cannell Capital LLC. Cannell Capital LLC acts as the investment sub-advisor to the Cuttyhunk II Fund, an investment advisor to the Cannell SMAs and the Tristan Offshore Fund, Ltd., and is the general partner of and investment advisor to Trisan Partners, L.P. and Tonga Partners, L.P. Mr. Cannell has the sole power to vote and dispose of the shares owned by the Cannell Investment Vehicles and may thus be deemed to beneficially own all 3,518,421 shares of Common Stock of the Issuer held by the Cannell Investment Vehicles.
|
|
(b)
|
1. Sole power to vote or direct vote: 3,518,421
|
|
2. Shared power to vote or direct vote: 0
|
|
3. Sole power to dispose or direct the disposition: 3,518,421
|
|
4. Shared power to dispose or direct the disposition: 0
|
|
(c)
|
The following table details the transactions during the past 60 days or since the date on which Amendment No. 3 was filed, whichever is less, by Mr. Cannell or any Cannell Investment Vehicle. Each listed transaction was effected in an ordinary brokerage transaction by Cannell Capital LLC on behalf of the applicable entity.
|
Entity
|
Purchase Date
|
Quantity
|
Price per Share
|
Total Cost
|
Form of Transaction
|
|||||||||
Cannell SMA
|
4/28/2014
|
51,694 | 2.48 | $ | 128,604.34 |
Open Market
|
||||||||
Cannell SMA
|
4/29/2014
|
28,989 | 2.59 | $ | 75,310.53 |
Open Market
|
||||||||
Cannell SMA
|
4/30/2014
|
7,924 | 2.54 | $ | 20,220.46 |
Open Market
|
||||||||
Cannell SMA
|
5/1/2014
|
2,887 | 2.50 | $ | 7,236.26 |
Open Market
|
B.
|
Dilip Singh
|
|
(a)
|
Mr. Singh does not directly own any securities of the Company. As managing member of VGC-LLC, which is the general partner of VGCF-LP, Mr. Singh has the sole power to vote and dispose of the shares owned by VGCF-LP and may thus be deemed beneficially own all of the 1,100 shares directly owned by VGCF-LP.
|
|
Percentage: Approximately 0.002%
|
|
(b)
|
1. Sole power to vote or direct vote: 1,100
|
|
2. Shared power to vote or direct vote: 0
|
|
3. Sole power to dispose or direct the disposition: 1,100
|
|
4. Shared power to dispose or direct the disposition: 0
|
|
(c)
|
Mr. Singh, individually, has not entered into any transactions in shares of Common Stock of the Company during the past 60 days.
|
C.
|
VCGF-LP
|
|
(a)
|
As of May 13, 2014, VGCF-LP beneficially owned 1,100 Shares.
|
|
Percentage: Approximately 0.002%
|
|
(b)
|
1. Sole power to vote or direct vote: 1,100
|
|
2. Shared power to vote or direct vote: 0
|
|
3. Sole power to dispose or direct the disposition: 1,100
|
|
4. Shared power to dispose or direct the disposition: 0
|
|
(c)
|
The following table details the transactions during the past 60 days or since the date on which Amendment No. 3 was filed, whichever is less, by VGCF-LP:
|
Purchase Date
|
Quantity
|
Price per Share
|
Total Cost
|
Form of Transaction
|
|||||||||
5/8/2014
|
1,100 | 2.87 | $ | 3,165.98 |
Open Market
|
|
(a)
|
VCG-LLC does not directly own any securities of the Company. VCG-LLC, as the general partner of VCGF-LP, may be deemed to be the beneficial owner of the 1,100 Shares owned by VCGF-LP.
|
|
Percentage: Approximately 0.002%
|
|
(b)
|
1. Sole power to vote or direct vote: 1,100
|
|
2. Shared power to vote or direct vote: 0
|
|
3. Sole power to dispose or direct the disposition: 1,100
|
|
4. Shared power to dispose or direct the disposition: 0
|
|
(c)
|
VCG-LLC has not, in its own name, entered into any transactions in the Shares during the last 60 days.
|
|
(a)
|
Mr. Stolper does not directly own any shares of Common Stock of the Issuer.
|
|
(b)
|
1. Sole power to vote or direct vote: 0
|
|
2. Shared power to vote or direct vote: 0
|
|
3. Sole power to dispose or direct the disposition: 0
|
|
4. Shared power to dispose or direct the disposition: 0
|
|
(c)
|
Mr. Stolper has not entered into any transactions in shares of Common Stock of the Issuer during the last 60 days.
|
|
(a)
|
Mr. Knapp does not directly own any shares of Common Stock of the Issuer.
|
|
(b)
|
1. Sole power to vote or direct vote: 0
|
|
2. Shared power to vote or direct vote: 0
|
|
3. Sole power to dispose or direct the disposition: 0
|
|
4. Shared power to dispose or direct the disposition: 0
|
|
(c)
|
Mr. Knapp has not entered into any transactions in shares of Common Stock of the Issuer during the last 60 days.
|
|
(a)
|
Mr. Gillman does not directly own any shares of Common Stock of the Issuer.
|
|
(b)
|
1. Sole power to vote or direct vote: 0
|
|
2. Shared power to vote or direct vote: 0
|
|
3. Sole power to dispose or direct the disposition: 0
|
|
4. Shared power to dispose or direct the disposition: 0
|
|
(c)
|
Mr. Gillman has not entered into any transactions in shares of Common Stock of the Issuer during the last 60 days.
|
|
(a)
|
Mr. Climaco does not directly own any shares of Common Stock of the Issuer.
|
|
(b)
|
1. Sole power to vote or direct vote: 0
|
|
2. Shared power to vote or direct vote: 0
|
|
3. Sole power to dispose or direct the disposition: 0
|
|
4. Shared power to dispose or direct the disposition: 0
|
|
(c)
|
Mr. Climaco has not entered into any transactions in shares of Common Stock of the Issuer during the last 60 days.
|
|
(d)
|
No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the shares of Common Stock.
|
Exhibit 99.1
|
Joint Filing Agreement
|
J. Carlo Cannell
|
Dilip Singh
|
||
/s/ J. Carlo Cannell
|
/s/DilipSingh
|
||
Value Generation Capital Fund, LP
|
Value Generation Capital, LLC
|
||
By : Value Generation Capital, LLC, its General Partner
|
|||
/s/ Dilip Singh
|
|||
Name: Dilip Singh
|
|||
By:
|
/s/ Dilip Singh
|
Title: Manager
|
|
Name: Dilip Singh
|
|||
Title: Manager
|
|||
Alfred John Knapp, Jr.
|
Mark D. Stolper
|
||
/s/ Alfred John Knapp, Jr.
|
/s/ Mark D. Stolper
|
||
John Climaco
|
Charles M. Gillman
|
||
/s/ John Climaco
|
/s/ Charles M. Gillman
|
J. Carlo Cannell
|
Dilip Singh
|
||
/s/ J. Carlo Cannell
|
/s/DilipSingh
|
||
Value Generation Capital Fund, LP
|
Value Generation Capital, LLC
|
||
By : Value Generation Capital, LLC, its General Partner
|
|||
/s/ Dilip Singh
|
|||
Name: Dilip Singh
|
|||
By:
|
/s/ Dilip Singh
|
Title: Manager
|
|
Name: Dilip Singh
|
|||
Title: Manager
|
|||
Alfred John Knapp, Jr.
|
Mark D. Stolper
|
||
/s/ Alfred John Knapp, Jr.
|
/s/ Mark D. Stolper
|
||
John Climaco
|
Charles M. Gillman
|
||
/s/ John Climaco
|
/s/ Charles M. Gillman
|