CUSIP No. 476405105
Page 10 of 16
(d) – (e) During the last five years, neither the Reporting Persons, nor any person listed onAnnex A have: (i) been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors), or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f) The citizenship of the individuals listed onAnnex A is set forth onAnnex A.
Item 3. | Source and Amount of Funds or Other Consideration |
A total of $26,960,778 was paid to acquire the shares of Common Stock reported as beneficially owned herein by the Reporting Persons. The purchase of the shares of Common Stock was funded from the Company’s cash flow from operations and proceeds from the Company’s private offering.
Item 4. | Purpose of Transaction. |
The Reporting Persons originally acquired beneficial ownership of the shares of Common Stock to which this statement on Schedule 13D relates for general investment purposes. At the prices at which the securities were acquired, the Reporting Persons considered the shares of Common Stock to be undervalued and an attractive investment opportunity on the basis of the Issuer’s real estate investments and financial position.
Due to the novel coronavirus(COVID-19) pandemic and the attendant market volatility that has existed over the last several weeks, including with respect to the Issuer’s Common Stock, the Reporting Persons have become more focused on the investment in the Issuer’s Common Stock, and steps that can be taken to ensure protection of that investment. Accordingly, the Reporting Persons intend to closely evaluate the performance of the Issuer, including, but not limited to, its share price, business, assets, operations, financial condition, capital structure, management’s performance and its prospects. The Reporting Persons may pursue discussions with the Issuer’s management, members of the Issuer’s Board of Directors, other significant stockholders and others regarding the Issuer’s business, strategy and future plans and alternatives that the Issuer could employ to maximize stockholder value. These alternatives could include an extraordinary corporate transaction (including but not limited to a merger, reorganization or liquidation).
Depending on various factors and subject to the obligations described herein, including, without limitation, the Issuer’s financial position and strategic direction, actions taken by the board, price levels of shares of Common Stock, other investment opportunities available to the Reporting Persons, investment characteristics of the real estate portfolios of the Reporting Persons, tax considerations, market conditions, and general economic and industry conditions, the Reporting Persons may take such actions with respect to the investment in the Issuer’s Common Stock as they deem appropriate, including changing their current intentions, with respect to any or all matters required to be disclosed in this statement on Schedule 13D. Without limiting the foregoing, the Reporting Persons may, from time to time, purchase additional shares of the Common Stock or other financial instruments related to the Issuer, sell some or all of their beneficial or economic holdings related to the Issuer, or engage in hedging or similar transactions with respect to the securities relating to the Issuer.
Except as set forth in this statement on Schedule 13D, the Reporting Persons and, to the best knowledge of the Reporting Persons, any of the other individuals listed in Item 2 above, have no present plans or proposals which would relate to or result in any of the matters set forth in subparagraphs (a)–(j) of Item 4 of Schedule 13D.