(10)	Legal Proceedings

Other than the items delineated below, we are not a party to any material litigation, other than routine litigation from time to time in the ordinary course of business.

We are a defendant in a derivative action stemming from our proposed Merger with a subsidiary of an affiliate of Argonne Capital Group, LLC as discussed below. This action arose when two separately filed stockholder actions were consolidated, discussed below. There was also a third stockholder action, discussed below, but it has been dismissed.

On July 25, 2013, we entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Mallard Parent, LLC, (“Parent”) and M Acquisition Corporation, (“Merger Sub”), providing for the merger of Merger Sub with and into us (the “Merger”), with us surviving the Merger as a wholly owned subsidiary of Parent. Parent and Acquisition Sub are beneficially owned by an affiliate of Argonne Capital Group, LLC (the “Sponsor”). The merger consideration was $14.00 per share in cash, without interest, and was to be supported through financing to be obtained by the Sponsor.

Under the Merger Agreement, each share of our common stock issued and outstanding immediately prior to the effective time of the Merger (other than shares, if any, owned by Parent, Merger Sub, us, or any other direct or indirect wholly owned subsidiary of Parent, Merger Sub, or us) would have been converted into the right to receive $14.00 per share in cash, without interest.

The Merger was subject to the approval by at least a majority of all outstanding shares of common stock. The Merger was also subject to various other customary conditions, including the absence of any governmental order prohibiting the consummation of the transaction contemplated by the Merger Agreement, the accuracy of the representations and warranties contained in the Merger Agreement, and compliance with the covenants and agreements in the Merger Agreement in all material respects.

On October 30, 2013, we held a special meeting of its stockholders to vote on the proposal to adopt the Merger Agreement. The proposal to adopt the Merger Agreement did not receive approval from more than a majority of the outstanding share of our common stock, and therefore was not approved by our stockholders. As a result of the failure to receive such stockholder approval, on October 30, 2013, we delivered to parent and Merger Sub a written notice (the “Termination Notice”) terminating the Merger Agreement in accordance with Section 7.2(b) of the Merger Agreement. As a result of the Termination Notice, the Merger Agreement was terminated and the merger contemplated was abandoned. Because the Termination Notice was delivered because of the failure of our stockholders to approve the Merger Agreement, no termination fee was paid by either party.

On September 5, 2013, a stockholder, Advanced Advisors, filed a class action petition in the District Court of Shawnee County, Kansas (case no. 13C001007) citing, among other parties, us and our former directors, Royce Winsten, Terrence Babilla, Dennis Logue, Lolan Mackey, and Richard Wilson former Chief Executive Officer, as defendants. The petition challenged the defendants’ actions in causing us to enter into the Merger Agreement under which the Sponsor was to purchase all of our outstanding shares. The allegations against the defendants included breaches of fiduciary duties and the aiding and abetting of breaches of fiduciary duties. The amount of the damages was unspecified.

On September 23, 2013, a stockholder, Paul Hughes, filed a class action petition in the District Court of Shawnee County, Kansas (case no. 13C001096) citing, among other parties, us and our former directors, Royce Winsten, Terrence Babilla, Dennis Logue, Lolan Mackey, and Richard Wilson former Chief Executive Officer, as defendants. The petition challenged the defendants’ actions in causing us to enter into the Merger Agreement under which the Sponsor was to purchase all of our outstanding shares. The allegations against the defendants included breaches of fiduciary duties and the aiding and abetting of breaches of fiduciary duties. The amount of the damages was unspecified. On March 20, 2014, Plaintiffs filed a notice of dismissal without prejudice. On April 10, 2014, the court entered a dismissal order and removed the case from the active docket.

On September 27, 2013, a stockholder, Jeffery R. Geygan, filed a class action petition in the District Court of Shawnee County, Kansas (case no. 13C001120) citing, among other parties, us and our former directors, Royce Winsten, Terrence Babilla, Dennis Logue, Lolan Mackey, and Richard Wilson former Chief Executive Officer, as defendants. The petition challenged the defendants’ actions in causing us to enter into the Merger Agreement under which the Sponsor was to purchase all of our outstanding shares. The allegations against the defendants included breaches of fiduciary duties and the aiding and abetting of breaches of fiduciary duties. The amount of the damages was unspecified.

On November 21, 2013, the parties filed a joint motion to consolidate the Geygan case and the Advanced Advisors case, discussed above. On December 18, 2013, the court granted the consolidation motion, and the cases were consolidated under case no. 13C1007. On January 9, 2014, the Plaintiffs filed their consolidated and verified derivative petition, citing, among other parties, we and our former directors, Royce Winsten, Terrence Babilla, Dennis Logue, Lolan Mackey, and Richard Wilson former Chief Executive Officer, as defendants. The petition challenges the defendants’ actions in causing us to enter into the Merger Agreement under which the Sponsor was to purchase all of our outstanding shares. The allegations against the defendants include breaches of fiduciary duties and the aiding and abetting of breaches of fiduciary duties. The amount of the damages is unspecified.

On January 30, 2014, we filed a motion to dismiss the plaintiffs’ consolidated and verified derivative petition. The court set a July 18, 2014 hearing for our motion to dismiss which has been postponed to October 24, 2014.

Costs associated with our change of control, including legal fees, for the thirteen weeks and twenty-six weeks ended August 3, 2014 were $1.3 million and $1.4 million, respectively. Merger related costs, including legal fees, for the thirteen weeks and twenty-six weeks ended August 4, 2013 were $1.2 million.

We intend to vigorously defend ourselves in all of the legal proceedings discussed above.