SC 13D/A 1 tm207600-1_sc13da.htm SC 13D/A

 

 

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

 

SCHEDULE 13D

(Rule 13d-101)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a)
AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)

 

Under the Securities Exchange Act of 1934

(Amendment No. 15)*

 

BALLANTYNE STRONG, INC.

(Name of Issuer)

 

Common Stock, par value $0.01 per share

(Title of Class of Securities)

 

058516105

(CUSIP Number)

 

D. Kyle Cerminara

Fundamental Global Investors, LLC

4201 Congress Street, Suite 140

Charlotte, North Carolina 28209

(704) 323-6851

 

With a copy to:

 

Derek D. Bork

Thompson Hine LLP

3900 Key Center

127 Public Square

Cleveland, Ohio 44114

(216) 566-5500

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

 

January 13, 2020

(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 §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-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 §240.13d-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. 05851610513DPage 2 of 17 Pages

 

 

1

NAME OF REPORTING PERSON

Fundamental Global Investors, LLC

 
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)
(b)
3 SEC USE ONLY  
4

SOURCE OF FUNDS

AF

  
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)  
6

CITIZENSHIP OR PLACE OF ORGANIZATION

North Carolina

  

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH

 7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

4,107,761

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

1,591,429

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON

5,699,190

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

39.3%

  
14

TYPE OF REPORTING PERSON

OO

  
         

 

 

CUSIP No. 05851610513DPage 3 of 17 Pages

 

 

1

NAME OF REPORTING PERSON

Fundamental Global Partners Master 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 IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)  
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Cayman Islands

  

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH

 7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

1,584,288

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

1,584,288

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON

1,584,288

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

10.9%

  
14

TYPE OF REPORTING PERSON

PN

  
         

 

 

CUSIP No. 05851610513DPage 4 of 17 Pages

 

 

1

NAME OF REPORTING PERSON

Fundamental Global Holdings, 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 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

0

8

SHARED VOTING POWER

853,619

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

853,619

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON

853,619

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

5.9%

  
14

TYPE OF REPORTING PERSON

PN

  
         


 

CUSIP No. 05851610513DPage 5 of 17 Pages

 

 

1

NAME OF REPORTING PERSON

FGI Global Asset Allocation Fund, Ltd.

  
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)
(b)
3 SEC USE ONLY  
4

SOURCE OF FUNDS

WC

  
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)  
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Cayman Islands

  

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH

 7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

34,911

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

34,911

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON

34,911

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

0.2%

  
14

TYPE OF REPORTING PERSON

OO

  
         


 

CUSIP No. 05851610513DPage 6 of 17 Pages

 

 

1

NAME OF REPORTING PERSON

FGI Global Asset Allocation Master 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 IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Cayman Islands

  

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH

 7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

65,739

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

65,739

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON

65,739

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

0.5%

  
14

TYPE OF REPORTING PERSON

PN

  
         


 

CUSIP No. 05851610513DPage 7 of 17 Pages

 

 

1

NAME OF REPORTING PERSON

Fundamental Activist Fund I, 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 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

0

8

SHARED VOTING POWER

1,569,204

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

1,569,204

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON

1,569,204

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

10.8%

  
14

TYPE OF REPORTING PERSON

PN

  
         


 

CUSIP No. 05851610513DPage 8 of 17 Pages

 

 

1

NAME OF REPORTING PERSON

CWA Asset Management Group, 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 IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)  
6

CITIZENSHIP OR PLACE OF ORGANIZATION

FL

  

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH

 7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

0

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

1,591,429

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON

1,591,429

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

11.0%

  
14

TYPE OF REPORTING PERSON

OO

  
         


 

CUSIP No. 05851610513DPage 9 of 17 Pages

 

 

1

NAME OF REPORTING PERSON

Joseph H. Moglia

  
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)
(b)
3 SEC USE ONLY  
4

SOURCE OF FUNDS

PF; AF

  
5 CHECK 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

300,861

8

SHARED VOTING POWER

335,430

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

636,291

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON

636,291

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

4.4%

  
14

TYPE OF REPORTING PERSON

IN

  
         


 

CUSIP No. 05851610513DPage 10 of 17 Pages

 

 

1

NAME OF REPORTING PERSON

D. Kyle Cerminara

  
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)
(b)
3 SEC USE ONLY  
4

SOURCE OF FUNDS

PF

  
5 CHECK 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

240,926(1)

8

SHARED VOTING POWER 

4,107,761

9

SOLE DISPOSITIVE POWER

213,207(2)

10

SHARED DISPOSITIVE POWER

5,699,190

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON

5,912,397(3)

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

40.4%

  
14

TYPE OF REPORTING PERSON

IN

  
         

 

(1)Includes (i) 7,540 shares held in Mr. Cerminara’s 401(k) account, (ii) 11,220 shares held by Mr. Cerminara’s wife, (iii) 4,220 shares held by Mr. Cerminara’s minor children and (iv) 13,333 shares potentially issuable to Mr. Cerminara upon the vesting of restricted stock units within 60 days of the filing of this Statement. Does not include 88,334 shares potentially issuable to Mr. Cerminara pursuant to grants of restricted stock units.
(2)Includes (i) 104,000 shares purchasable pursuant to stock options that are exercisable within 60 days of the filing of this Statement and (ii) 13,333 shares potentially issuable to Mr. Cerminara upon the vesting of restricted stock units within 60 days of the filing of this Statement. Does not include 131,719 shares beneficially owned by Mr. Cerminara (including the 11,220 shares held by Mr. Cerminara’s wife and the 4,220 shares held by Mr. Cerminara’s children) that are held in CWA customer accounts. Does not include 88,334 shares potentially issuable to Mr. Cerminara pursuant to grants of restricted stock units.
(3)Includes (i) 104,000 shares purchasable pursuant to stock options that are exercisable within 60 days of the filing of this Statement and (ii) 13,333 shares potentially issuable to Mr. Cerminara upon the vesting of restricted stock units within 60 days of the filing of this Statement.

 

 

CUSIP No. 05851610513DPage 11 of 17 Pages

 

 

1

NAME OF REPORTING PERSON

Lewis M. Johnson

  
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)
(b)
3 SEC USE ONLY  
4

SOURCE OF FUNDS

PF

  
5 CHECK 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

32,423(1)

8

SHARED VOTING POWER 

4,107,761

9

SOLE DISPOSITIVE POWER

23,923(1)(2)

10

SHARED DISPOSITIVE POWER

5,699,190

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON

5,723,113

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

39.4%

  
14

TYPE OF REPORTING PERSON

IN

  
         

 

(1)Does not include 24,563 shares of common stock potentially issuable to Mr. Johnson pursuant to grants of restricted stock units.
(2)Does not include 8,500 shares beneficially owned by Mr. Johnson that are held in CWA customer accounts.


 

CUSIP No. 05851610513DPage 12 of 17 Pages

 

 

This Amendment No. 15 to Statement of Beneficial Ownership on Schedule 13D (this “Amendment No. 15”) amends the Statement of Beneficial Ownership on Schedule 13D filed by the Reporting Persons on September 3, 2014, as amended (this “Statement” or “Schedule 13D”), with respect to the Common Stock, par value $0.01 per share (the “Common Stock”), of Ballantyne Strong, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not defined in this Amendment No. 15 shall have the meanings set forth in the Schedule 13D. Except as amended and supplemented by this Amendment No. 15, the Schedule 13D remains unchanged.

 

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

 

The total cost for purchasing the Common Stock reported as owned by the Reporting Persons, including brokerage commissions, was approximately as follows: FGPM, $6,738,409; FGHP, $3,570,444; FGAA, $154,782; FGGM, $323,654; FAFI, $6,244,284; Mr. Moglia, $2,947,390; Mr. Cerminara (with respect to the shares acquired by him and his family members through the open market), $424,322; and Mr. Johnson (with respect to the shares acquired by him through the open market), $61,425. The source of these funds was working capital or personal funds, as applicable. The total cost for purchases by CWA’s customers reported in this Amendment No. 15 was approximately $4,216,095 (excluding shares held in CWA customer accounts for Messrs. Moglia, Cerminara and Johnson). The source of funds for the shares of Common Stock acquired for the accounts of CWA’s customers were funds of such customers. The cost for purchasing the shares held by Mr. Ferguson was approximately $4,618; the source of funds was personal funds.

 

Item 5. Interest in Securities of the Issuer.

 

(a)  The Reporting Persons beneficially own in the aggregate 5,936,320 shares of Common Stock, which represents approximately 40.6% of the Company’s outstanding shares of Common Stock.

 

Each percentage ownership of Common Stock set forth in this Statement is based on the 14,518,756 shares of Common Stock reported by the Company as outstanding as of October 29, 2019 in the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2019.

 

(c) Transactions effected by FGPM and FAFI and customer accounts managed by CWA in the Common Stock within the past 60 days are set forth on Schedule A to this Statement. Each of these transactions was effected through the open market. In addition, shares of Common Stock were transferred from customer accounts managed by CWA as follows: 2,000 shares on December 30, 2019, 1,500 shares on January 3, 2020, 4,227 shares on January 8, 2020, 539 shares on January 10, 2020, and 1,448 shares on January 21, 2020.

 

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

 

Pursuant to Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the Reporting Persons have entered into an agreement with respect to the joint filing of this Amendment No. 15, which agreement is set forth on the signature page to this Statement.

 

 

CUSIP No. 05851610513DPage 13 of 17 Pages

 

 

SIGNATURE

 

After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this Statement is true, complete and correct.

 

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of this Statement on Schedule 13D with respect to the Common Stock of the Company.

 

Dated: February 11, 2020

 

FUNDAMENTAL GLOBAL INVESTORS, LLC  
   
/s/ D. Kyle Cerminara  
D. Kyle Cerminara  
Chief Executive Officer, Partner and Manager  
   
FUNDAMENTAL GLOBAL PARTNERS MASTER FUND, LP,  
by FG Partners GP, LLC, its general partner  
   
/s/ D. Kyle Cerminara  
D. Kyle Cerminara  
Manager  
   
FUNDAMENTAL GLOBAL HOLDINGS, LP,  
by FGI Holdings GP, LLC, its general partner  
   
/s/ D. Kyle Cerminara  
D. Kyle Cerminara  
Manager  
   
FGI GLOBAL ASSET ALLOCATION FUND, LTD.  
   
/s/ D. Kyle Cerminara  
D. Kyle Cerminara  
Director  
   
FGI GLOBAL ASSET ALLOCATION MASTER FUND, LP,  
by FGI Global Asset Allocation GP, LLC, its general partner  
   
/s/ D. Kyle Cerminara  
D. Kyle Cerminara  
Manager  

 

 

CUSIP No. 05851610513DPage 14 of 17 Pages

 

 

FUNDAMENTAL ACTIVIST FUND I, LP,  
by Fundamental Activist Fund I GP, LLC, its general partner  
   
/s/ D. Kyle Cerminara  
D. Kyle Cerminara  
Manager  
   
FGI INTERNATIONAL USVI, LLC  
   
/s/ D. Kyle Cerminara  
D. Kyle Cerminara  
Manager  
   
FGI FUNDS MANAGEMENT, LLC  
   
/s/ D. Kyle Cerminara  
D. Kyle Cerminara  
Manager  
   
CWA ASSET MANAGEMENT GROUP, LLC  
   
/s/ D. Kyle Cerminara  
D. Kyle Cerminara  
Co-Chief Investment Officer  
   
JOSEPH MOGLIA  
   
/s/ Joseph H. Moglia  
   
D. KYLE CERMINARA  
   
/s/ D. Kyle Cerminara  
   
LEWIS M. JOHNSON  
   
/s/ Lewis M. Johnson  

  

 

CUSIP No. 05851610513DPage 15 of 17 Pages

 

 

Schedule A

 

Transactions in the Common Stock in the Past 60 Days:

 

Fundamental Global Partners Master Fund, LP:

 

Transaction
Date		  Number of Shares
Bought/(Sold)(1)		   Price
Per Share ($)(2)		 
12/12/2019   1,511    2.7562 
12/13/2019   196    2.7797 
12/16/2019   1,891    2.7372 
12/17/2019   1,891    2.6607 
12/18/2019   1,891    2.7435 
12/19/2019   255    2.8102 
12/20/2019   901    2.8772 
12/23/2019   2,393    2.9608 
12/24/2019   250    3.044 
12/26/2019   350    2.99 
12/27/2019   2,393    3.0326 
12/30/2019   2,791    3.1773 
12/31/2019   2,791    3.1921 
01/02/2020   2,790    3.3381 
01/03/2020   2,790    3.3223 
01/06/2020   2,840    3.3185 
01/07/2020   2,840    3.3309 
01/08/2020   2,840    3.3309 
01/09/2020   2,840    3.3396 
01/10/2020   1,424    3.2102 
01/13/2020   2,995    3.3243 
01/14/2020   935    3.247 
01/15/2020   1,059    3.2533 
01/16/2020   2,994    3.3123 
01/17/2020   2,994    3.4515 
01/21/2020   2,746    3.4208 
01/22/2020   2,498    3.4021 
01/23/2020   1,818    3.4164 
01/24/2020   2,746    3.4159 
01/27/2020   561    3.3875 
01/28/2020   1,494    3.289 
01/29/2020   876    3.338 
01/30/2020   1,323    3.3611 
01/31/2020   1,291    3.4259 
02/03/2020   498    3.456 
02/04/2020   1,450    3.3183 
02/05/2020   250    3.35 
02/06/2020   800    3.3788 
02/07/2020   1,419    3.3316 

 

 

(1)All shares were purchased pursuant to a Rule 10b5-1 trading plan entered into by Fundamental Global Investors, LLC on behalf of the funds managed by it.
(2)Except for the price per share reported for the trades on December 26, 2019 and February 5, 2020, the price per share reported is the weighted average price. The Reporting Persons undertake to provide to the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price.

 

 

CUSIP No. 05851610513DPage 16 of 17 Pages

 

 

Schedule A (continued)

 

Transactions in the Common Stock in the Past 60 Days:

 

Fundamental Activist Fund I, LP:

 

Transaction
Date		  Number of Shares
Bought/(Sold)(1)		   Price
Per Share ($)(2)		 
12/12/2019   1,511    2.7562 
12/13/2019   195    2.7797 
12/16/2019   1,892    2.7372 
12/17/2019   1,892    2.6607 
12/18/2019   1,891    2.7435 
12/19/2019   255    2.8102 
12/20/2019   902    2.8772 
12/23/2019   2,393    2.9608 
12/24/2019   250    3.044 
12/26/2019   350    2.99 
12/27/2019   2,393    3.0326 
12/30/2019   2,790    3.1773 
12/31/2019   2,791    3.1921 
01/02/2020   2,790    3.3381 
01/03/2020   2,790    3.3223 
01/06/2020   2,841    3.3185 
01/07/2020   2,840    3.3309 
01/08/2020   2,840    3.3309 
01/09/2020   2,840    3.3396 
01/10/2020   1,424    3.2102 
01/13/2020   2,994    3.3243 
01/14/2020   936    3.247 
01/15/2020   1,060    3.2533 
01/16/2020   2,994    3.3123 
01/17/2020   2,994    3.4515 
01/21/2020   2,746    3.4208 
01/22/2020   2,498    3.4021 
01/23/2020   1,819    3.4164 
01/24/2020   2,746    3.4159 
01/27/2020   562    3.3875 
01/28/2020   1,494    3.289 
01/29/2020   876    3.338 
01/30/2020   1,323    3.3611 
01/31/2020   1,292    3.4259 
02/03/2020   498    3.456 
02/04/2020   1,450    3.3183 
02/05/2020   250    3.35 
02/06/2020   800    3.3788 
02/07/2020   1,419    3.3316 

 

 

(1)All shares were purchased pursuant to a Rule 10b5-1 trading plan entered into by Fundamental Global Investors, LLC on behalf of the funds managed by it.
(2)Except for the price per share reported for the trades on December 26, 2019 and February 5, 2020, the price per share reported is the weighted average price. The Reporting Persons undertake to provide to the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price.

 

 

CUSIP No. 05851610513DPage 17 of 17 Pages

 

 

Schedule A (continued)

 

Transactions in the Common Stock in the Past 60 Days:

 

Customer Accounts Managed by CWA Asset Management Group, LLC:

 

Transaction
Date		  Number of Shares
Bought/(Sold)		   Price
Per Share ($)(1)		 
12/13/2019   (570)   2.7818 
12/13/2019   (400)   2.7950 
12/13/2019   (200)   2.7798 
12/13/2019   (300)   2.7698 
12/16/2019   (1,266)   2.8031 
12/16/2019   (7,073)   2.8031 
12/16/2019   (456)   2.8031 
12/16/2019   (1,524)   2.8031 
12/16/2019   (2,085)   2.8031 
12/16/2019   (2,734)   2.8031 
12/17/2019   (248)   2.6998 
12/20/2019   (8,771)   2.8523 
12/27/2019   (213)   2.9948 
12/30/2019   (78)   3.1697 
12/30/2019   (1,363)   3.1399 
02/07/2020   (170)   3.0661 

 

 

(1)The price per share reported is the weighted average price. The Reporting Persons undertake to provide to the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price.