The following constitutes Amendment No. 3 to the Schedule 13D filed by the undersigned (the “Amendment No. 3”). The Amendment No. 3 amends the Schedule 13D as specifically set forth. Except as otherwise provided therein, each Item of the Schedule 13D remains unchanged.
Item 3. Source or Amount of Funds or Other Consideration.
Item 3 is hereby amended as follows:
The aggregate purchase price of the 1,412,062 Shares owned by CUP and CUP II is approximately $5,193,885.23.
Item 5. Interest in Securities of the Issuer.
Item 5 is hereby amended as follows:
| (a) | As of the close of business on March 10, 2015 CUP beneficially owns 236,399 Shares, constituting approximately 0.9% of the Shares outstanding. As of the close of business on March 10, 2015, CUP II beneficially owns 1,175,663 Shares, constituting approximately 4.8% of the Shares outstanding. Because of their relationships with CUP and CUP II, as discussed in further detail in Item 2, each of CU and Messrs. Tran and White may be deemed to beneficially own the Shares beneficially owned by CUP and CUP II. |
| (b) | Schedule A annexed hereto lists all transactions in the Shares during the past sixty days and not otherwise disclosed in previous filings by the Reporting Persons. All of such transactions were effected in the open market, except as otherwise noted. |
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
Item 6 is hereby amended and restated in its entirely as follows:
On March 10, 2015, CUP, CUP II, CU, and Messrs. Tran and White entered into a Joint Filing Agreement (the “Joint Filing Agreement”) in which the parties agreed to the joint filing on behalf of each of them of statements on Schedule 13D with respect to the securities of the Issuer to the extent required by applicable law. The Joint Filing Agreement is attached as an exhibit hereto and is incorporated herein by reference.
Other than as described herein, there are no contracts, arrangements, understandings or relationships among the Reporting Persons, or between the Reporting Persons and any other person, with respect to the securities of the Issuer.
Item 7. Material to Be Filed as Exhibits.
99.2 Joint Filing Agreement by and among Castle Union Partners, L.P., Castle Union Partners II, L.P., Castle Union LLC, Toan Tran, and Stephen White, dated March 10, 2015.