ITEM 4.
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Purpose of Transaction.
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The shares of Common Stock beneficially owned by the Reporting Person were acquired for investment purposes; however, the Reporting Person
periodically reviews his investment in the Issuer and, based on a number of factors, including the Reporting Persons evaluation of the Issuers business prospects and financial condition, the market for the Issuers shares, the
working capital needs of the Issuer, general economic and stock market conditions and other investment opportunities, the Reporting Person may, as described below, take such further actions determined by the Reporting Person as necessary to, among
other things, maximize stockholder value. The Reporting Person and representatives of the Issuer engage in discussions, from time to time, with respect to general industry trends, proposed operational changes to the Issuers business
operations, strategic business transactions and other matters the Reporting Person believes will increase and maximize stockholder value.
As noted above, the Reporting Person intends to aggressively monitor the progress and actions of the Issuer and take appropriate actions,
without further notice or amendment hereto, to maximize stockholder value and improve the financial performance of the Issuer. Such actions under consideration by the Reporting Person include, but are not limited to, (i) seeking representation
on the Issuers Board of Directors, (ii) acquiring or disposing of the Issuers stock in open market transactions or thru privately negotiated transactions with unaffiliated third parties (including, to the extent applicable,
participating in private offerings or other transactions with the Issuer), (iii) proposing and exploring, either independently or jointly with one or more stockholders (including, without limitation, holders of the Disclaimed Shares), the
Issuers entry into or pursuit of one or more strategic transactions including, but not limited to, (A) merger transactions or sale of underperforming assets, (B) engaging in capital restructuring or reorganizations, including
recapitalization leveraging transactions, (C) going private transactions, and (D) considering the wind-down and liquidation of the Issuer if continuing market conditions do not permit the Issuers Common Stock prices to better align
with the book value of the Issuer, (iv) restructuring and/or reforming the Issuers current management structure and compensation to better align managements interests and compensation incentives with those of the stockholders, and
(v) proposing changes to the Issuers charter, bylaws or other governing documents to accomplish any of the above items or to otherwise necessary to maximize stockholder value.
The Reporting Person does not currently have any definitive plans or proposals which would relate to or would result in the following
activities, but, as reflected above, reserves the right to take the actions specified above if the Reporting Person determines such actions are appropriate:
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the acquisition of additional securities of the Issuer or the disposition of securities of the Issuer, although
the Reporting Person reserves the right to acquire or dispose of securities of the Issuer, from time to time, based on his evaluation of the Issuer and market conditions (as discussed above);
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any extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or
any of its subsidiaries;
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a sale or transfer of a material amount of the assets of the Issuer or any of its subsidiaries;
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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;
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