| (4) | As previously disclosed in the Form 4 filed with the SEC by LHC on November 1, 2018 (the “November Form 4”), on October 31, 2018, the Issuer entered into an Agreement and Plan of Merger (the “Merger Agreement”) with WC SACD One Parent, Inc., a Delaware corporation (“Parent”), and WC SACD One Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”). Subject to the terms and conditions of the Merger Agreement, (i) Merger Sub commenced pursuant to the Offer a tender offer to purchase any and all of the outstanding shares of Common Stock and (ii) following consummation of the Offer, Merger Sub has merged with and into the Issuer, with the Issuer surviving as a wholly-owned subsidiary of Parent (the “Merger”). The Merger was consummated on January 11, 2019. As previously disclosed in the November Form 4, on October 31, 2018, the Issuer also entered into a Note Purchase and Exchange Agreement (the “Note Purchase Agreement”) with certain investors, including LHC. Pursuant to the Note Purchase Agreement, on the date of execution of the Note Purchase Agreement, LHC exchanged certain unsecured convertible notes previously issued by the Issuer in the aggregate principal amount of $3,000,000 for $3,000,000 in aggregate principal amount of senior secured convertible notes of the Issuer (the “Notes”). On January 11, 2019, the Notes automatically converted immediately prior to the effective time of the Merger into shares of Common Stock of the Issuer. Subject to the terms and conditions of the Note Purchase Agreement, the Notes were convertible into Common Stock at a conversion price of $2.27 per share (subject to adjustment as provided in the Merger Agreement). Upon conversion of its Notes, LHC was issued 1,324,009 shares of Common Stock (the “Converted Shares”). Pursuant to the terms and conditions of the Rollover Agreement, LHC agreed to contribute and assign the Converted Shares to Newco in exchange for equity interests in Newco. The Convertible Shares were contributed and assigned to Newco on January 11, 2019, prior to the effective time of the Merger. |