13D Filing: Cannell Capital and Liberty Tax Inc (TAX)

Page 4 of 8 – SEC Filing

CUSIP No. 53128T102 Page 4 of 8 pages
Item 4.   Purpose of Transaction

Mr. Cannell, on behalf of the Investment Vehicles, identified the Company as an entity satisfying each
Investment Vehicle’s investment criteria. The Investment Vehicles acquired and continue to hold
the Shares as a long-term investment.

Above and beyond the action summarized above, Mr. Cannell reserves the right to discuss various views and opinions with respect to the
Company and its business plans with the Company or the members of its senior management. The discussion of such views and opinions may
extend from ordinary day-to-day business operations to matters such as nominees for representation on the Company’s board of directors,
senior management decisions and extraordinary business transactions. Mr. Cannell reserves the right to take such action as he may deem
necessary from time to time to seek to maximize the value of the Shares. Such actions may include, but may not necessarily be limited to,
pursuit of strategic initiatives to enhance shareholder value.

Mr. Cannell reserves the right to engage in any of the actions specified in Items 4(a) through 4(j) of the Schedule 13D general instructions.

Except as set forth above, Mr. Cannell has no present plans or proposals that relate to or would result in any of
the transactions described in Item 4 of Schedule 13D.

Item 5.   Interest in Securities of the Issuer
Based on information set forth in the Company’s Form 10-Q as filed with the
Securities and Exchange Commission on September 11, 2017, there were 12,683,459
Common Shares issued and outstanding as of September 1, 2017.

(a)  As of the Reporting Date, for the purposes of Reg. Section 240.13d-3, Cannell
Capital LLC may be deemed to beneficially own 958,890 Shares, or approximately
7.56% of the Shares deemed issued and outstanding as of the Reporting Date.

(b)  Cannell Capital LLC possesses the sole power to vote and to direct
the disposition of the Shares held by the Investment Vehicles.

(c)  The following table details the transactions during the sixty days on or prior
to the Reporting Date in Shares, or securities convertible into, exercisable for or
exchangeable for Shares, by Cannell Capital LLC or any other person or entity
controlled by him or any person or entity for which he possesses voting or
investment control over the securities thereof (each of which was effected in
an ordinary brokerage transaction by Cannell Capital LLC on behalf
of the Investment Vehicles).

Entity Date Quantity Price

Per Share

Form Of

Transaction

&nbsp
Cuttyhunk 02/01/2018 1,024 10.36 Buy
Tonga 02/01/2018 4,733 10.36 Buy
Tristan Offshore 02/01/2018 3,812 10.36 Buy
Tristan 02/01/2018 5,408 10.36 Buy
Cuttyhunk 02/02/2018 955 10.30 Buy
Tonga 02/02/2018 4,412 10.30 Buy
Tristan Offshore 02/02/2018 3,554 10.30 Buy
Tristan 02/02/2018 5,041 10.30 Buy
Cuttyhunk 02/05/2018 1,369 10.12 Buy
Tonga 02/05/2018 6,321 10.12 Buy
Tristan Offshore 02/05/2018 5,092 10.12 Buy
Tristan 02/05/2018 7,218 10.12 Buy
Cuttyhunk 02/06/2018 1,369 10.27 Buy
Tonga 02/06/2018 6,321 10.27 Buy
Tristan Offshore 02/06/2018 5,092 10.27 Buy
Tristan 02/06/2018 7,218 10.27 Buy
&nbsp

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