The following constitutes Amendment No. 4 to the Schedule 13D filed by the undersigned (“Amendment No. 4”). This Amendment No. 4 amends the Schedule 13D as specifically set forth herein.
Item 3.
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Source and Amount of Funds or Other Consideration.
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Item 3 is hereby amended and restated to read as follows:
The Shares directly held by the Fund were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases. The aggregate purchase price of the 1,777,711 Shares directly held by the Fund is approximately $12,773,621, including brokerage commissions.
The Shares directly held by Mr. Rudolf, including 30,000 Shares held in an account he controls for the benefit of his wife and 151,317 Shares held in various accounts he controls for the benefit of other family members, were purchased with personal funds in open market purchases. The aggregate purchase price of the 406,714 Shares directly held by Mr. Rudolf is approximately $2,897,289, including brokerage commissions.
Item 4.
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Purpose of Transaction.
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Item 4 is amended to add the following:
On May 14, 2015, the Company announced the final results of the 2015 Annual Meeting. Accordingly, the Agreement and Proxy previously described herein terminated according to its own terms.
Item 5.
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Interest in Securities of the Issuer.
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Items 5(a)-(c) are hereby amended and restated to read as follows:
(a) The aggregate percentage of Shares reported owned by the Reporting Persons is based upon 20,816,210 Shares outstanding as of April 1, 2015, which is the total number of Shares outstanding as reported in the Issuer’s Definitive Proxy Statement filed with the Securities and Exchange Commission on April 28, 2015.
As of the close of business May 15, 2015, the Fund beneficially owned 1,777,711 Shares, constituting approximately 8.5% of the issued and outstanding Shares. All of such Shares are owned by various investment advisory clients or employees of GPC. The Fund is deemed to be the beneficial owner of those Shares pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as amended, due to its discretionary power to make investment decisions over such Shares for its clients and employees. By virtue of their relationship with the Fund discussed in further detail in Item 2, each of GPC and Mr. Rudolf may be deemed to beneficially own the Shares owned directly by the Fund.
As of the close of business May 15, 2015, Mr. Rudolf beneficially owned 406,714 Shares, including 30,000 Shares held in an account he controls for the benefit of his wife and 151,317 Shares held in various accounts he controls for the benefit of other family members, constituting approximately 1.9% of the Shares outstanding.
(b) The Fund, GPC and Mr. Rudolf share the power to vote and dispose of the Shares owned directly by the Fund. Mr. Rudolf has the sole power to vote and dispose of the Shares he owns directly and the Shares held in accounts for the benefit of his wife and other family members.
(c) The transactions in the Shares by the Reporting Persons since the filing of Amendment No. 3 are set forth in Schedule A and are incorporated herein by reference.
SIGNATURES
After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: May 15, 2015
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GLACIER PEAK U.S. VALUE FUND, L.P.
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By:
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Glacier Peak Capital LLC, its general partner
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By:
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Name:
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John C. Rudolf
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Title:
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President
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GLACIER PEAK CAPITAL LLC
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By:
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Name:
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John C. Rudolf
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Title:
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President
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JOHN C. RUDOLF
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SCHEDULE A
Transactions in the Shares Since the Filing of Amendment No. 3
Shares of Common
Stock Purchased/(Sold)
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Price Per
Share($)
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Date of
Purchase/Sale
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GLACIER PEAK U.S. VALUE FUND, L.P.
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100
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10.65
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03/31/2015
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1,500
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11.02
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03/31/2015
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