* |
If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** |
Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) |
On February 8, 2017, Sachem Capital Partners, LLC ("SCP") acquired 6,283,237 common shares (the "SCP Shares") of the issuer in an "Exchange" transaction as described in the Issuer's final prospectus dated February 9, 2017 (the "Prospectus"). JJV, LLC("JJV") is the manager of SCP and the reporting person is a managing member of JJV. All 6,283,237 common shares are expected to be distributed pro rata to the members of SCP in full liquidation of their membership interests in SCP, as soon as practicable after the consummation of the initial public offering contemplated by the Prospectus. |
(2) |
Upon distribution of the SCP Shares, the reporting person's two minor daughters will receive an aggregate of 16,043 common shares; Ultimate Brands Inc. and Union News of New Haven, Inc., each a corporation of which the reporting person is the chief executive officer, will receive 397,428 and 185,780 common shares, respectively (collectively, the "Corporations' Shares"); and JJV will receive 240,719 common shares (the "JJV Shares"). The reporting person disclaims beneficial ownership of the Corporations' Shares and JJV Shares except to the extent of his pecuniary interest therein. The reporting person disclaims beneficial ownership of the remaining SCP Shares. |