0001193125-16-535502.txt : 20160408 0001193125-16-535502.hdr.sgml : 20160408 20160408161501 ACCESSION NUMBER: 0001193125-16-535502 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20160408 DATE AS OF CHANGE: 20160408 GROUP MEMBERS: JONATHAN DUSKIN GROUP MEMBERS: MACELLUM ADVISORS GP, LLC GROUP MEMBERS: MACELLUM CAPITAL MANAGEMENT, LLC GROUP MEMBERS: MACELLUM MANAGEMENT, LP GROUP MEMBERS: MCM MANAGEMENT, LLC GROUP MEMBERS: MCM MANAGERS, LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CHRISTOPHER & BANKS CORP CENTRAL INDEX KEY: 0000883943 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-WOMEN'S CLOTHING STORES [5621] IRS NUMBER: 061195422 STATE OF INCORPORATION: DE FISCAL YEAR END: 0128 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-43828 FILM NUMBER: 161562830 BUSINESS ADDRESS: STREET 1: 2400 XENIUM LANE NORTH CITY: PLYMOUTH STATE: MN ZIP: 55441-3626 BUSINESS PHONE: 7635515000 MAIL ADDRESS: STREET 1: 2400 XENIUM LN NORTH CITY: PLYMOUTH STATE: MN ZIP: 55441-3626 FORMER COMPANY: FORMER CONFORMED NAME: BRAUNS FASHIONS CORP DATE OF NAME CHANGE: 19930328 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Macellum Retail Opportunity Fund, LP CENTRAL INDEX KEY: 0001607223 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 512 SEVENTH AVENUE STREET 2: 40TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10018 BUSINESS PHONE: 212.956.3008 MAIL ADDRESS: STREET 1: 512 SEVENTH AVENUE STREET 2: 40TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10018 FORMER COMPANY: FORMER CONFORMED NAME: Macellum SPV I, LP DATE OF NAME CHANGE: 20140505 SC 13D/A 1 d161400dsc13da.htm AMENDMENT NO. 7 TO SCHEDULE 13D Amendment No. 7 to Schedule 13D

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 7)*

 

 

Christopher & Banks Corporation

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

171046105

(CUSIP number)

Jonathan Duskin

c/o Macellum Capital Management, LLC

99 Hudson Street, 5th Floor

New York, New York 10013

(212) 956-3008

Jeffrey L. Kochian

Akin Gump Strauss Hauer & Feld LLP

One Bryant Park

New York, New York 10036

(212) 872-8069

(Name, address and telephone number of person authorized to receive notices and communications)

April 7, 2016

(Date of event which requires filing of this statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box.  ¨

 

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

 

 

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 


CUSIP No. 171046105  

 

  1.   

NAMES OF REPORTING PERSONS

 

Macellum Retail Opportunity Fund, LP

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨        (b)  ¨

 

  3.  

SEC USE ONLY

 

  4.  

SOURCE OF FUNDS*

 

    WC

  5.  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)    ¨

 

  6.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

    Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7.    

SOLE VOTING POWER:

 

    3,317,524

     8.   

SHARED VOTING POWER:

 

    0

     9.   

SOLE DISPOSITIVE POWER:

 

    3,317,524

   10.   

SHARED DISPOSITIVE POWER:

 

    0

11.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

 

    3,317,524

12.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*    ¨

 

13.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

    8.9% (1)

14.  

TYPE OF REPORTING PERSON*

 

    PN

 

(1) Based on 37,100,000 shares of common stock outstanding as of March 11, 2016, according to the Issuer’s Form 10-K/A filed with the Securities and Exchange Commission (“SEC”) on March 22, 2016.


CUSIP No. 171046105  

 

  1.   

NAMES OF REPORTING PERSONS

 

Macellum Capital Management, LLC

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨        (b)  ¨

 

  3.  

SEC USE ONLY

 

  4.  

SOURCE OF FUNDS*

 

    WC

  5.  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)    ¨

 

  6.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

    Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7.    

SOLE VOTING POWER:

 

    68,313

     8.   

SHARED VOTING POWER:

 

    0

     9.   

SOLE DISPOSITIVE POWER:

 

    68,313

   10.   

SHARED DISPOSITIVE POWER:

 

    0

11.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

 

    68,313

12.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*    ¨

 

13.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

    Less than 1% (1)

14.  

TYPE OF REPORTING PERSON*

 

    OO

 

(1) Based on 37,100,000 shares of common stock outstanding as of March 11, 2016, according to the Issuer’s Form 10-K/A filed with the SEC on March 22, 2016.


CUSIP No. 171046105  

 

  1.   

NAMES OF REPORTING PERSONS

 

Macellum Advisors GP, LLC

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨        (b)  ¨

 

  3.  

SEC USE ONLY

 

  4.  

SOURCE OF FUNDS*

 

    OO

  5.  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)    ¨

 

  6.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

    Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7.    

SOLE VOTING POWER:

 

    3,317,524

     8.   

SHARED VOTING POWER:

 

    0

     9.   

SOLE DISPOSITIVE POWER:

 

    3,317,524

   10.   

SHARED DISPOSITIVE POWER:

 

    0

11.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

 

    3,317,524

12.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*    ¨

 

13.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

    8.9% (1)

14.  

TYPE OF REPORTING PERSON*

 

    OO

 

(1) Based on 37,100,000 shares of common stock outstanding as of March 11, 2016, according to the Issuer’s Form 10-K/A filed with the SEC on March 22, 2016.


CUSIP No. 171046105  

 

  1.   

NAMES OF REPORTING PERSONS

 

Macellum Management, LP

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨        (b)  ¨

 

  3.  

SEC USE ONLY

 

  4.  

SOURCE OF FUNDS*

 

    OO

  5.  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)    ¨

 

  6.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

    Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7.    

SOLE VOTING POWER:

 

    3,317,524

     8.   

SHARED VOTING POWER:

 

    0

     9.   

SOLE DISPOSITIVE POWER:

 

    3,317,524

   10.   

SHARED DISPOSITIVE POWER:

 

    0

11.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

 

    3,317,524

12.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*    ¨

 

13.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

    8.9% (1)

14.  

TYPE OF REPORTING PERSON*

 

    PN

 

(1) Based on 37,100,000 shares of common stock outstanding as of March 11, 2016, according to the Issuer’s Form 10-K/A filed with the SEC on March 22, 2016.


CUSIP No. 171046105  

 

  1.   

NAMES OF REPORTING PERSONS

 

MCM Managers, LLC

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨        (b)  ¨

 

  3.  

SEC USE ONLY

 

  4.  

SOURCE OF FUNDS*

 

    OO

  5.  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)    ¨

 

  6.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

    Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7.    

SOLE VOTING POWER:

 

    68,313

     8.   

SHARED VOTING POWER:

 

    0

     9.   

SOLE DISPOSITIVE POWER:

 

    68,313

   10.   

SHARED DISPOSITIVE POWER:

 

    0

11.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

 

    68,313

12.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*    ¨

 

13.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

    Less than 1% (1)

14.  

TYPE OF REPORTING PERSON*

 

    OO

 

(1) Based on 37,100,000 shares of common stock outstanding as of March 11, 2016, according to the Issuer’s Form 10-K/A filed with the SEC on March 22, 2016.


CUSIP No. 171046105  

 

  1.   

NAMES OF REPORTING PERSONS

 

MCM Management, LLC

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨        (b)  ¨

 

  3.  

SEC USE ONLY

 

  4.  

SOURCE OF FUNDS*

 

    OO

  5.  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)    ¨

 

  6.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

    Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7.    

SOLE VOTING POWER:

 

    68,313

     8.   

SHARED VOTING POWER:

 

    0

     9.   

SOLE DISPOSITIVE POWER:

 

    68,313

   10.   

SHARED DISPOSITIVE POWER:

 

    0

11.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

 

    68,313

12.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*    ¨

 

13.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

    Less than 1% (1)

14.  

TYPE OF REPORTING PERSON*

 

    OO

 

(1) Based on 37,100,000 shares of common stock outstanding as of March 11, 2016, according to the Issuer’s Form 10-K/A filed with the SEC on March 22, 2016.


CUSIP No. 171046105  

 

  1.   

NAMES OF REPORTING PERSONS

 

Jonathan Duskin

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨        (b)  ¨

 

  3.  

SEC USE ONLY

 

  4.  

SOURCE OF FUNDS*

 

    OO

  5.  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)    ¨

 

  6.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

    United States of America

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7.    

SOLE VOTING POWER:

 

    3,385,837

     8.   

SHARED VOTING POWER:

 

    0

     9.   

SOLE DISPOSITIVE POWER:

 

    3,385,837

   10.   

SHARED DISPOSITIVE POWER:

 

    0

11.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

 

    3,385,837

12.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*    ¨

 

13.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

    9.1% (1)

14.  

TYPE OF REPORTING PERSON*

 

    IN

 

(1) Based on 37,100,000 shares of common stock outstanding as of March 11, 2016, according to the Issuer’s Form 10-K/A filed with the SEC on March 22, 2016.


Amendment No. 7 to Schedule 13D

This Amendment No. 7 amends and supplements the Schedule 13D (the “Schedule 13D”) filed on behalf of Macellum Retail Opportunity Fund, LP (“Opportunity Fund”), Macellum Capital Management, LLC (“Macellum Capital Management”), Macellum Advisors GP, LLC (“Macellum GP”), Macellum Management, LP (“Macellum Management”), MCM Managers, LLC (“MCM Managers”), MCM Management, LLC (“MCM Management”) and Jonathan Duskin (“Mr. Duskin”, and together with Opportunity Fund, Macellum Capital Management, Macellum GP, Macellum Management, MCM Managers and MCM Management, the “Reporting Persons”) with the Securities and Exchange Commission (the “SEC”) on April 1, 2015, as amended by Amendment No. 1 on May 19, 2015, Amendment No. 2 on June 18, 2015, Amendment No. 3 on July 9, 2015, Amendment No. 4 on January 25, 2016, Amendment No. 5 on February 19, 2016, and Amendment No. 6 on March 10, 2016.

Information given in response to each item shall be deemed incorporated by reference in all other items, as applicable. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D.

 

Item 3. Source and Amount of Funds or Other Consideration.

Item 3 of this Schedule 13D is supplemented and superseded, as the case may be, as follows:

The shares of Common Stock and options to purchase shares of Common Stock purchased by Opportunity Fund and the shares of Common Stock purchased by Macellum Capital Management 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 through brokers. The information on additional purchases by Opportunity Fund and Macellum Capital Management disclosed in Item 5(c) is incorporated by reference herein.

 

Item 4. Purpose of Transaction.

Item 4 of this Schedule 13D is supplemented and superseded, as the case may be, as follows:

This Amendment No. 7 is being filed to report the acquisition and disposition of beneficial ownership of shares of Common Stock reported in Item 5(c) in an amount equal to one percent or more of the Issuer’s outstanding Common Stock. The disclosure regarding the transactions reported in Item 5(c) below is incorporated herein by reference. The Reporting Persons may make, or cause, further acquisitions of shares of Common Stock from time to time and may dispose of, or cause to be disposed, any or all of the Common Stock beneficially owned by them at any time, in each case depending on market conditions and other factors.

 

Item 5. Interest in Securities of the Issuer.

Item 5 of this Schedule 13D is hereby amended and restated in its entirety as follows:

(a) and (b) Items 7 through 11 and 13 of each of the cover pages of this Schedule 13D are incorporated herein by reference. Such information is based on 37,100,000 shares of common stock outstanding as of March 11, 2016, according to the Issuer’s Form 10-K/A filed with the SEC on March 22, 2016.

(c) On April 8, 2016, Opportunity Fund made a pro rata distribution to one of its limited partners of 282,572 shares of Common Stock for no additional consideration. Except for any transactions disclosed herein or in previously filed amendments to Schedule 13D, the transactions by the Reporting Persons in the securities of the Issuer during the past sixty days are set forth in Exhibit 99.9, which is incorporated herein by reference.

(d) The disclosure regarding the relationship between the Reporting Persons in Item 2(c) of this Schedule 13D is incorporated by reference herein.

(e) Not applicable.


Item 7. Material to Be Filed as Exhibits.

 

Exhibit    Description
99.9    Transactions in securities of Christopher & Banks Corporation effected in the past sixty days.


SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

April 8, 2016

 

MACELLUM RETAIL OPPORTUNITY FUND, LP
By:  

Macellum Advisors GP, LLC,

its general partner

By:  

/s/ Jonathan Duskin

Name:   Jonathan Duskin
Title:   Sole Member
MACELLUM CAPITAL MANAGEMENT, LLC
By:  

MCM Managers, LLC,

its managing member

By:  

MCM Management, LLC,

its managing member

By:  

/s/ Jonathan Duskin

Name:   Jonathan Duskin
Title:   Managing Member
MACELLUM ADVISORS GP, LLC
By:  

/s/ Jonathan Duskin

Name:   Jonathan Duskin
Title:   Sole Member
MACELLUM MANAGEMENT, LP
By:  

Macellum Advisors GP, LLC,

its general partner

By:  

/s/ Jonathan Duskin

Name:   Jonathan Duskin
Title:   Sole Member


MCM MANAGERS, LLC
By:  

MCM Management, LLC,

its managing member

By:  

/s/ Jonathan Duskin

Name:   Jonathan Duskin
Title:   Managing Member
MCM MANAGEMENT, LLC
By:  

/s/ Jonathan Duskin

Name:   Jonathan Duskin
Title:   Managing Member

/s/ Jonathan Duskin

JONATHAN DUSKIN
EX-99.9 2 d161400dex999.htm EX-99.9 EX-99.9

Exhibit 99.9

Transactions in Securities of the Issuer During the Past Sixty Days

The following table sets forth all transactions not previously disclosed or disclosed elsewhere in this Schedule 13D amendment with respect to shares of Common Stock effected in the last sixty days by any of the Reporting Persons or on behalf of any of the Reporting Persons, inclusive of any transactions effected through 4:00 p.m., New York City time, on April 7, 2016. All such transactions were purchases of shares of Common Stock effected in the open market through brokers, and the table excludes commissions paid in per share prices.

 

Type of Security    Number of Shares
Purchased / (Sold)
     Price Per
Share($)
    Date of
Purchase / Sale
 
Macellum Retail Opportunity Fund, LP   

Common Stock

     40,000         2.3027  (1)      03/17/2016   

Common Stock

     30,000         2.3366  (2)      03/24/2016   

Common Stock

     13,000         2.3585  (3)      03/28/2016   

Common Stock

     10,000         2.5114  (4)      03/29/2016   

Common Stock

     5,500         2.5658  (5)      03/30/2016   

Common Stock

     20,000         2.5711  (6)      03/31/2016   

Common Stock

     122,000         2.1768  (7)      04/05/2016   

Common Stock

     50,104         2.2063  (8)      04/06/2016   

Common Stock

     136,689         2.2728  (9)      04/07/2016   

Common Stock

     93,431         2.2425  (10)      04/07/2016   

 

(1) The reported price is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $2.28 to $2.32, inclusive. The Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission (the “Staff”), upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
(2) The reported price is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $2.29 to $2.41, inclusive. The Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Staff, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.


(3) The reported price is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $2.32 to $2.47, inclusive. The Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Staff, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
(4) The reported price is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $2.32 to $2.595, inclusive. The Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Staff, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
(5) The reported price is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $2.505 to $2.73, inclusive. The Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Staff, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
(6) The reported price is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $2.50 to $2.60, inclusive. The Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Staff, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
(7) The reported price is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $2.155 to $2.195, inclusive. The Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Staff, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
(8) The reported price is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $2.105 to $2.32, inclusive. The Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Staff, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
(9) The reported price is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $2.235 to $2.36, inclusive. The Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Staff, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
(10) The reported price is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $2.24 to $2.25, inclusive. The Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Staff, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.


Type of Security    Number of Shares
Purchased / (Sold)
     Price Per
Share($)
    Date of
Purchase / Sale
 
Macellum Capital Management, LLC   

Common Stock

     9,611         2.2728  (1)      04/07/2016   

Common Stock

     6,569         2.2425  (2)      04/07/2016   

 

(1) The reported price is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $2.235 to $2.36, inclusive. The Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission (the “Staff”), upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
(2) The reported price is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $2.24 to $2.25, inclusive. The Reporting Persons undertake to provide the Issuer, any security holder of the Issuer, or the Staff, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.