Attached files
| file | filename |
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| EX-31.4 - EXHIBIT314 - ORANGEHOOK, INC. | exhibit314.htm |
| EX-31.3 - EXHIBIT313 - ORANGEHOOK, INC. | exhibit313.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
Amendment No. 1
☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2016
Commission file number 0-54249
OrangeHook, Inc.
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State of Incorporation: Florida
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I.R.S. Employer Identification No. 27-1230588
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Principal executive offices: 319 Barry Ave South, Suite 300, Wayzata, MN 55391
Telephone number: (442) 500-4665
Securities registered pursuant to section 12(b) of the Act: None
Securities registered pursuant to section 12(g) of the Act:
Title of Class: Common Stock, par value $0.001 per share
Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒
Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of Registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ☐
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.
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Large accelerated filer ☐
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Accelerated filer ☐
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Non-accelerated filer ☐
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Smaller reporting company ☒
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Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒
The aggregate market value of voting and non-voting common equity held by non-affiliates of the Registrant as of June 30, 2016 (the last business day of the Registrant's most recently completed second quarter) was approximately $2,615,288 based on the closing bid price of $0.15 per share as reported on the OTC Pink Marketplace.
Shares of common stock outstanding at April 10, 2017: 6,686,706
DOCUMENTS INCORPORATED BY REFERENCE: Portions of our definitive proxy statement relating to our 2017 Annual Meeting of Shareholders is incorporated by reference into Part III of our annual report on Form 10-K filed with the Securities Exchange Commission on April 17, 2017.
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| Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | 3 |
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5
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| SIGNATURES | |
| EXHIBIT INDEX |
- 2 -
Explanatory Note
OrangeHook, Inc. (the "Company") is filing this Amendment No. 1 on Form 10-K/A ("Amendment No. 1") to the Company's annual report on Form 10-K for the year ended December 31, 2016 (the "Form 10-K"), filed with the Securities and Exchange Commission ("SEC") on April 17, 2017 (the "Original Filing Date"), solely to (i) indicate by check mark that the registrant has submitted electronically and posted on its corporate web site every interactive data file required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months; (ii) amend and restate our Item 5 disclosures to include information related to the sale of unregistered securities, which was inadvertently omitted from our original filing; and (iii) furnish Exhibit 101 to the Form 10-K in accordance with Rule 405 of Regulation S-T. Exhibit 101 consists of the following materials from the Company's Form 10-K, formatted in eXtensible Business Reporting Language (XBRL):
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101.INS
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XBRL Instance Document
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101.SCH
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XBRL Taxonomy Extension Schema Document
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101.CAL
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XBRL Taxonomy Extension Calculation Linkbase Document
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101.LAB
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XBRL Taxonomy Extension Label Linkbase Document
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101.PRE
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XBRL Taxonomy Extension Presentation Linkbase Document
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101.DEF
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XBRL Taxonomy Extension Definition Linkbase Document
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No other changes have been made to the Form 10-K. This Amendment speaks as of the Original Filing Date, does not reflect events that may have occurred subsequent to the Original Filing Date, and does not modify or update in any way disclosures made in the Form 10-K.
Pursuant to Rule 406T of Regulation S-T, the interactive data files attached as Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
OrangeHook common stock trades under the symbol "ORHK" on the OTC Pink Marketplace. On March 9, 2017, the high and low bid quotations per share of OrangeHook common stock as reported on the OTC Pink Marketplace were $1.16 and $1.38, respectively (as adjusted for the Reverse Stock Split).
The following table sets forth, for the calendar quarters indicated, the reported high and low bid quotations per share of OrangeHook Common Stock as reported on the OTC Pink Marketplace. Such quotations reflect inter-dealer quotations without retail mark-up, markdowns or commissions, and may not necessarily represent actual transactions. Trading in stocks quoted on the OTC Pink Marketplace is often limited and characterized by wide fluctuations in trading prices due to many factors that may have little to do with a company's operations or business prospects. Bid quotations for shares of OrangeHook Common Stock have been limited historically, and we cannot assure you that an active trading market for OrangeHook Common Stock will develop in the future.
On December 27, 2016, we effected a one-for-1,200,000 reverse stock split of our common stock. In connection with and immediately upon completion of the Reverse Stock Split, all outstanding shares of Series OH-1 Convertible Preferred Stock and Series D Convertible Preferred Stock, as well as approximately $1.166 million in aggregate principal amount of then-outstanding convertible promissory notes, converted automatically into fully paid and non-assessable shares of OrangeHook common stock. Share and per share information below respecting securities affected by the Reverse Stock Split and related Conversions has been adjusted to reflect the results thereof.
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High
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Low
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Fiscal Year Ended December 31, 2016
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First Quarter
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$
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1.75
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$
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1.09
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Second Quarter
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$
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1.38
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$
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1.09
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Third Quarter
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$
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2.91
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$
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1.02
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Fourth Quarter
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$
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1.82
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$
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1.82
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Fiscal Year Ended December 31, 2015
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First Quarter
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$
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4.22
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$
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0.73
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Second Quarter
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$
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2.04
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$
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1.09
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Third Quarter
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$
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1.09
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$
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1.09
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Fourth Quarter
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$
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1.60
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$
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1.02
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Holders
The number of record holders of OrangeHook common stock as of April 10, 2017 was approximately 99 based on information received from our transfer agent. This amount excludes an indeterminate number of shareholders whose shares are held in "street" or "nominee" name with a brokerage firm or other fiduciary.
Dividends
Holders of OrangeHook common stock are entitled to receive dividends if and when declared by OrangeHook's board of directors out of funds legally available for the payment of dividends. OrangeHook has never paid a cash dividend on its common stock and presently intends to retain any earnings to fund the development of its business. OrangeHook does not anticipate paying any dividends on its common stock for the foreseeable future.
Due to OrangeHook's current cash flow position, OrangeHook is unable to declare or pay any dividends on its common stock. Any future determination as to declaration and payment of dividends will be made at the discretion of OrangeHook's board of directors and will depend on earnings, financing requirements and other factors.
Recent Sales of Unregistered Securities
Sale of Series OH-2 Convertible Preferred Stock and Warrants
On December 30, 2016, OrangeHook issued and sold to one accredited investor 150 Units in exchange for $150,000, with each Unit consisting of one share of Series OH-2 Convertible Preferred Stock and an attached 7-year warrant to purchase 71.5 shares of our common stock at a price of $7.00 per share. The securities were issued in reliance upon exemptions from the registration requirements pursuant to Section 4(a)(2) under the Securities Act and/or Regulation D promulgated under the Securities Act and/or Regulation S promulgated under the Securities Act. There was no general solicitation or advertising with respect to the private placement and the purchaser provided written representations of an intent to acquire the securities for investment only and not with a view to or for sale in connection with any distribution of the securities. An appropriate legend was affixed by OrangeHook to the share certificate representing shares issued in the private placement.
Conversion of Series D Convertible Preferred Stock and Convertible Promissory Notes
On December 27, 2016, we amended and restated our Articles of Incorporation to, among other things, effect a one-for-1,200,000 reverse stock split of the our issued and outstanding shares of common stock (the "Reverse Stock Split"). Immediately following the Reverse Stock Split, all of our 1,767,358 issued and outstanding shares of Series D Convertible Preferred Stock and approximately $1.166 million in aggregate principal amount of convertible promissory notes automatically converted into a total of 458,591 shares of our post-Reverse Stock Split common stock. The conversions were made in accordance with the terms of irrevocable notices of conversion from the holders of all issued and outstanding shares of our Series D Convertible Preferred Stock and note conversion agreements with the noteholders. These securities were issued in reliance on the exemption from registration provided by Regulation D promulgated under the Securities Act and/or Section 4(a)(2) of the Securities Act, since the issuance did not involve a public offering, the recipients took the securities for investment and not resale, OrangeHook has taken appropriate measures to restrict transfer, OrangeHook has reason to believe that the recipient, either alone or through a purchaser representative, had knowledge and experience in financial and business matters such that each was capable of evaluating the risks of the investment, and the recipients had access to information regarding OrangeHook.
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Financial Statements
We filed the following financial statements with our Form 10-K on the Original Filing Date:
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Item
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Report of Independent Registered Public Accounting Firm
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Consolidated Balance Sheets
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Consolidated Statements of Operations
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Consolidated Statements of Changes in Stockholders' Equity
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Consolidated Statements of Cash Flows
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Notes to Consolidated Financial Statements
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Financial Statement Schedules
None.
Exhibits
See the exhibit index immediately following the signature page to this Amendment No. 1 on Form 10-K/A, which is incorporated herein by reference.
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Pursuant to the requirements of Section 13 or 15(d) of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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ORANGEHOOK, INC.
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Date: April 26, 2017
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By:
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/s/ James L. Mandel
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James L. Mandel
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Chief Executive Officer
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Date: April 26, 2017
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By:
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/s/ David C. Carlson
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David C. Carlson
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Chief Financial Officer
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- 6 -
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Exhibit Number
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Description
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2.1
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Plan of Merger between Nuvel Holdings, Inc. and HRMY Sub, Inc., dated March 20, 2012.(1)
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2.2
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Agreement and Plan of Merger dated July 1, 2016 by and among Nuvel Holdings, Inc., OH Acquisition Corp., and OrangeHook, Inc.(2)
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2.3
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Amendment No. 1 to Agreement and Plan of Merger dated October 14, 2016 by and among OrangeHook, Inc., Nuvel Holdings, Inc., and OH Acquisition Corp.(3)
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2.4
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Agreement and Plan of Merger dated October 1, 2015 by and among OrangeHook, Inc., Salamander Technologies, LLC, Salamander Technologies, Inc., and the other parties named therein.(15)
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2.5
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Membership Unit Purchase Agreement dated January 4, 2016 by and among OrangeHook, Inc., Agilivant, LLC, and the members of the Agilivant, LLC. (15)
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2.6
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Amended and Restated Agreement and Plan of Merger dated May 31, 2016 by and among OrangeHook, Inc., OH Solutions, Inc., LifeMed ID, Inc., and the principal shareholders of LifeMed ID, Inc. (15)
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2.7
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Purchase Agreement dated December 31, 2013 by and among TruSec ID, Inc., and the two parties named therein. (15)
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2.8
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First Amendment to Purchase Agreement dated July 31, 2015 Salamander Technologies, Inc., TruSec ID, Inc., OrangeHook, Inc., and the other parties named therein. (15)
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2.9
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Purchase Agreement dated December 31, 2013 by and among Salamander Technologies, Inc., TruSec ID, Inc., and the numerous other parties named therein. (15)
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2.10
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Share Exchange Agreement by and among Nuvel Holdings, Inc., certain former shareholders of Nuvel Holdings, Inc., Nuvel, Inc. and Shareholders of Nuvel, Inc., dated December 30, 2011.(10)
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2.11
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Asset Purchase Agreement, dated May 2, 2016 between Spring Grove Finance, S.A. and OrangeHook. (15)
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3.1
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Articles of Incorporation of Nuvel Holdings, Inc., dated June 15, 2010.(4)
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3.2
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Articles of Merger of Nuvel Holdings, Inc. filed with the State of Florida on March 21, 2012.(1)
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3.3
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Articles of Amendment to Articles of Incorporation, filed with the State of Florida on August 5, 2014.(5)
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3.4
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Bylaws of Nuvel Holdings, Inc.(4)
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4.1
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Certificate of Designations, Preferences and Rights of Series A Preferred Stock, filed with the State of Florida on August 10, 2012.(6)
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4.2
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Certificate of Designations, Preferences and Rights of Series B Preferred Stock, filed with the State of Florida on May 19, 2014.(5)
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4.3
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Certificate of Designations, Preferences and Rights of Series C Preferred Stock, filed with the State of Florida on May 22, 2014.(5)
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4.4
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Certificate of Designations, Preferences and Rights of Series D Preferred Stock, filed with the State of Florida on May 2, 2014.(5)
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4.5
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Certificate of Designation of Series OH-1 Convertible Preferred Stock of Nuvel Holdings, Inc.(3)
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4.6
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Certificate of Designation of Series OH-2 Convertible Preferred Stock of Nuvel Holdings, Inc.(3)
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4.7
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Amendment to Certificate of Designation of Series OH-2 Convertible Preferred Stock of Nuvel Holdings, Inc.(19)
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10.1
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Form of Bridge Notes pursuant to an Amended and Restated Subscription Agreement, dated December 30, 2011.(7)
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10.2
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Form of Bridge Warrants pursuant to an Amended and Restated Subscription Agreement, dated December 30, 2011.(7)
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10.3
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Form of Paragon Note issued to Paragon Capital Offshore LP, dated December 30, 2011.(7)
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10.4
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Form of Paragon Warrant issued to Paragon Capital LP, dated December 30, 2011.(7)
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10.5
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Form of Series A Warrant issued to Series A Preferred Investors in August 2012. (6)
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10.6
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Form of Note issued to Alpha Capital Anstalt in November 2012.(8)
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10.7
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Form of Warrant issued to Alpha Capital Anstalt in November 2012.(8)
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10.8
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Form of Extension Warrant issued to Bridge Note Investors in November 2012.(5)
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10.9
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Form of New Bridge Note issued pursuant to the New Bridge Subscription Agreement.(9)
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Exhibit Number
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Description | |
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10.10
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Form of New Bridge Warrant issued pursuant to the New Bridge Subscription Agreement.(9)
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10.11
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Form of OrangeHook, Inc. Convertible Promissory Note for the 2015 Convertible Note Offering.(15)
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10.12
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Form of OrangeHook, Inc. Amended and Restated Convertible Promissory Note. (15)
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10.13
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Form of OrangeHook, Inc. Promissory Note. (15)
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10.14
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Form of OrangeHook, Inc. Warrant Agreement. (15)
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10.15*
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OrangeHook, Inc. 2016 Equity Incentive Plan.(15)
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10.16*
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Form of OrangeHook, Inc. Incentive Stock Option Agreement. (15)
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10.17*
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Form of OrangeHook, Inc. Restricted Stock Agreement. (15)
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10.18*
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Form of OrangeHook, Inc. Nonqualified Stock Option Agreement. (15)
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10.19*
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Form of OrangeHook, Inc. Restricted Stock Unit Agreement. (15)
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10.20
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Business Loan Agreement, dated March 30, 2016, between OrangeHook, Inc. and Signature Bank. (15)
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10.21
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Promissory Note, dated March 30, 2016, issued by OrangeHook, Inc. to Signature Bank. (15)
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10.22
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Change in Terms Agreement, dated July 8, 2016, between OrangeHook, Inc. and Signature Bank. (15)
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10.23
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Change in Terms Agreement, dated September 28, 2016, between OrangeHook, Inc. and Signature Bank. (15)
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10.24*
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Employment Agreement dated July 1, 2015 between OrangeHook and James Mandel. (15)
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10.25*
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Employment Agreement dated February 2, 2015 between OrangeHook and David Carlson. (15)
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10.26*
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Employment Agreement dated April 23, 2014 between OrangeHook and Robert F. Riess. (15)
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10.27*
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Amended and Restated Employment Agreement dated March 15, 2016 by and among LifeMed ID, Inc., OrangeHook, Inc. and David Batchelor. (15)
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10.28*
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Amendment No. 1 to Employment Agreement dated May 31, 2016 by and among LifeMed ID, Inc., OrangeHook, Inc. and David Batchelor. (15)
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10.29*
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Registration Rights and Put Option Agreement entered into as of March 23, 2016 between OrangeHook, Inc. and David Batchelor. (15)
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10.30*
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Amendment to Registration Rights and Put Option Agreement dated May 31, 2016 between OrangeHook, Inc. and David Batchelor. (15)
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10.31*
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Nonqualified Stock Option Agreement, dated May 31, 2016, between OrangeHook, Inc. and David Batchelor. (15)
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10.32*
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Employment Agreement, effective July 1, 2015, between OrangeHook, Inc. and Jeffrey Hattara.(15)
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10.33*
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Employment Agreement, effective October 21, 2016, between OrangeHook, Inc. and Colleen Davenport. (15)
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10.34*
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Amendment No. 1 to Employment Agreement, dated November 29, 2016, between OrangeHook, Inc. and Colleen Davenport. (15)
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10.35*
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Employment Agreement, effective December 1, 2016, between Nuvel Holdings, Inc. and Richard Resnick. (15)
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10.36*
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Employment Agreement, effective November 9, 2016, between OrangeHook, Inc. and Robert Philbin. (15)
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10.37
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Commercial Lease, dated October 1, 2015, between Milwhe Properties, LLC and Salamander. (15)
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10.38
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Commercial Lease, dated October 1, 2015, between OrangeHook and Norway, LLC. (15)
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10.39
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Commercial Lease, dated December 1, 2015, between OrangeHook and Norway, LLC. (15)
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10.40
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Sublease Agreement, dated December 15, 2014, between OrangeHook and Manada Technologies, Inc. (15)
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10.41
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Office Building Lease, dated March 7, 2016, between BEP Roseville Investors LLC and OrangeHook, Inc. (15)
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10.42
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Lease Agreement, dated May 6, 2010, between Stonemill Business Park, L.L.C. and Agilivant, LLC, as assignee. (15)
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10.43
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Restatement of and First Amendment to Lease between Stonemill Business Park, LLC and Agilivant, LLC, dated September 25, 2013. (15)
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10.44
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Business Partnership Agreement, dated March 10, 2016, between Lenovo PC HK Limited, LifeMed ID, Inc. and OrangeHook, Inc.(14) (16)
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10.45
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Amendment 2 to Business Partner Agreement MA-13-000677, dated September 1, 2016, between Lenovo PC HK Limited, LifeMed ID, Inc. and OrangeHook, Inc.(14) (15)
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| Exhibit Number | Description | |
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10.46
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Commercial Promissory Note, dated July 26, 2016, issued by OrangeHook to MEZ Capital, LLC. (15)
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10.47
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Letter Agreement re: Satisfaction of Obligations Owed to LifeMed ID, Inc., dated November 2, 2016, between OrangeHook, Inc. and David Batchelor. (15)
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10.48*
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Restricted Stock Agreement, dated December 1, 2016, between Nuvel and Richard Resnick. (15)
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10.49
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Security Agreement between Nuvel, Inc. and Paragon Capital Offshore LP, dated December 30, 2011. (7)
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10.50
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Form of Guaranty of Nuvel Holdings, Inc. for the Paragon Note, dated December 30, 2011. (7)
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10.51
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Form of Lockup Agreement between certain shareholders and Nuvel Holdings, Inc., dated December 30, 2011.(7)
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10.52*
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Form of Nuvel Holdings, Inc. Employment Agreement.(7)
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10.53
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Form of Nuvel Holdings, Inc. Proprietary Information and Inventions Agreement.(7)
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10.54
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Assignment and Assumption Agreement between Nuvel Holdings, Inc. and Sahej Holdings, Inc., dated February 1, 2012.(7)
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10.55
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Third Amendment to the Subscription Agreement between Nuvel Holdings, Inc. and the investor named therein, dated December 30, 2011.(1)
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10.56
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Subscription Agreement between Nuvel Holdings, Inc. and Alpha Capital Anstalt, dated November 21, 2012.(8)
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10.57
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Security Agreement between Nuvel Holdings, Inc. and Alpha Capital Anstalt, dated November 21, 2012.(8)
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10.58
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Lockup Agreement between Nuvel Holdings, Inc. and Alpha Capital Anstalt, dated November 21, 2012.(8)
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10.59
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Form of Extension and Amendment Agreement, between Nuvel Holdings, Inc. and Bridge Investors, dated November 16, 2012.(5)
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10.60
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First Amendment to Subscription Agreement, between Nuvel Holdings, Inc. and Alpha Capital Anstalt, dated April 8, 2014.(5)
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10.61
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First Amendment to Secured Convertible Promissory Notes, among Nuvel Holdings, Inc., Alpha Capital Anstalt and Chi Squared Capital Inc., dated April 8, 2014.(5)
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10.62
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First Amendment to Security Agreement, between Nuvel Holdings, Inc. and Alpha Capital Anstalt, dated April 8, 2014.(5)
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10.63
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Note Waiver and Amendment Agreement, dated May 5, 2014.(5)
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10.64
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New Bridge Agreement, dated May 5, 2014.(9)
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10.65
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Contractor Agreement, dated March 11, 2014, between Nuvel Holdings, Inc. and Richard Resnick.(11)
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10.66
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Separation Agreement between Nuvel Holdings Inc. and Jay Elliot.(12)
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10.67
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ACA Note Conversion Agreement.(13)
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10.68
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Chi Note Conversion Agreement.(13)
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10.69
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Settlement Agreement with Apptology.(13)
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10.70
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Form of Indemnification Agreement for Executive Officers and Directors. (15)
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10.71
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Form of Indemnification Agreement for James Mandel and Richard Resnick. (15)
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10.72*
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Nonqualified Stock Option Agreement, dated December 1, 2016, between Nuvel Holdings, Inc. and Richard Resnick. (15)
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10.73
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OrangeHook, Inc. 2016 Equity Incentive Plan. (17)
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10.74
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Amendment 1 to Business Partner Agreement MA-13-000677, dated August 19, 2016, between Lenovo PC HK Limited, LifeMed ID, Inc. and OrangeHook, Inc.(14)
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10.75
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AGL System Rights Agreement, dated April 19, 2016, between Agilivant, LLC, Corporate Resources Australia Limited, and WAIV International Pty Ltd. (14)
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10.76
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Lender Agreement, dated December 6, 2016, between OrangeHook, Inc. and Richard Bernstein.(20)
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- 9 -
| Exhibit Number | Description | |
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10.77
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Lender Agreement, dated January 19, 2017, between OrangeHook, Inc. and Richard Bernstein.(20)
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10.78
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Amendment to Lender Agreement, dated January 25, 2017, between OrangeHook, Inc. and Richard Bernstein.(20)
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10.79
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Modification of Commercial Promissory Note, dated December 23, 2016, between OrangeHook, Inc. and MEZ Capital, LLC.(20)
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10.80
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Participation and Repayment Priority Agreement, dated March 31, 2017, between OrangeHook, Inc., James L. Mandel, Donald M. Miller, Whitney E. Peyton, Jeffrey J. Hattara and Thomas Hudson.(20)
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14.1
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Code of Ethical Business Conduct for Senior Financials Officers(18)
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21.1
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Significant Subsidiaries of OrangeHook, Inc.(20)
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31.1
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Certification of principal executive officer pursuant to Rule 13a-14(a)/15d-14(a)(20)
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31.2
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Certification of principal financial officer pursuant to Rule 13a-14(a)/15d-14(a)(20)
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31.3
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31.4
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32.1
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Certification of principal executive officer and principal financial officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002(20)
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101
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OrangeHook, Inc.'s audited consolidated financial statements for the year ended December 31, 2016 formatted in eXtensible Business Reporting Language (XBRL)
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*
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Management compensatory plan or arrangement.
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(1)
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Included as an exhibit to the Annual Report on Form 10-K for the year ended December 31, 2011, filed on April 13, 2012.
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(2)
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Included as an exhibit to the Current Report on Form 8-K, filed on July 8, 2016.
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(3)
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Included as an exhibit to the Current Report on Form 8-K, filed on October 14, 2016.
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(4)
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Included as an exhibit to the Registration Statement on Form S-1, filed on November 5, 2010.
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(5)
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Included as an exhibit to the Annual Report on Form 10-K for the year ended December 31, 2013, filed on November 25, 2014.
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(6)
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Included as an exhibit to the Current Report on Form 8-K, filed on August 20, 2012.
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(7)
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Included as an exhibit to Amendment No. 2 to the Current Report on Form 8-K/A, filed on March 19, 2012.
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(8)
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Included as an exhibit to the Current Report on Form 8-K, filed on November 28, 2012.
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(9)
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Included as an exhibit to the Annual Report on Form 10-K for the year ended December 31, 2014, filed on June 23, 2015.
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(10)
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Included as an exhibit to the Current Report on Form 8-K, filed on January 6, 2012.
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(11)
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Included as an exhibit to the Current Report on Form 8-K, filed on February 27, 2015.
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(12)
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Included as an exhibit to the Current Report on Form 8-K, filed on August 4, 2015.
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(13)
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Included as an exhibit to the Annual Report on Form 10-K for the year ended December 31, 2015, filed on April 5, 2016.
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(14)
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Certain portions of this exhibit have been omitted pursuant to a request for confidential treatment under Rule 24b-2 of the Exchange Act. The entire exhibit has been separately filed with the Securities and Exchange Commission.
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(15)
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Included as an exhibit to the Current Report on Form 8-K, filed on December 5, 2016.
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(16)
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Included as an exhibit to the Current Report on Form 8-K, filed on April 11, 2017.
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(17)
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Included as an exhibit to the Current Report on Form 8-K, filed on January 3, 2017.
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(18)
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Included as an exhibit to the Current Report on Form 8-K, filed on March 7, 2017.
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(19)
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Included as an exhibit to the Current Report on Form 8-K, filed on January 25, 2017.
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(20)
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Included as an exhibit to the Annual Report on Form 10-K, filed on April 17, 2017.
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