Page 63 of 70 SEC Filing
| 46. | Hiroo Mahtani and Maya Mahtani (JT TEN) beneficially own and have sole dispositive power over 350,000 shares of Common Stock, or 0.1% of the issued and outstanding Common Stock. Hiroo Mahtani and Maya Mahtani (JT TEN) may be deemed to have shared voting power over the 350,000 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
| 47. | Man Kwon Fong beneficially owns and has sole dispositive power over 12,483,266 shares of Common Stock, or 4.2% of the issued and outstanding Common Stock. Man Kwon Fong may be deemed to have shared voting power over the 12,483,266 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
| 48. | David Wung Pok LIU beneficially owns and has sole dispositive power over 3,376,760 shares of Common Stock, or 1.1% of the issued and outstanding Common Stock. David Wung Pok LIU may be deemed to have shared voting power over the 3,376,760 shares of Common Stock by virtue of the Voting Agreement and Joinder Agreement. |
| 49. | Kerry Ka Yan Ng beneficially owns and has shared voting and dispositive power over 1,496,078 shares of Common Stock, or 0.5% of the issued and outstanding Common Stock. |
Each Reporting Person disclaims beneficial ownership of any shares of Common Stock beneficially owned by any other Reporting Person.
As of the date hereof, no Reporting Person owns any shares of Common Stock other than those set forth in this Item 5.
(c) During the last 60 days no Reporting Person had any transactions in the shares of Common Stock of the Issuer.
(d) Not applicable
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
As previously disclosed, on April 12, 2013 the Reporting Persons at the time of the filing of the Schedule 13D entered into a Voting Agreement (the
“Voting Agreement”), pursuant to which, among other things, such Reporting Persons agreed to form a group for the purposes of engaging in communications with stockholders, officers, members of the board of directors and/or representatives
of the Issuer regarding the Issuer, the Issuer’s operations, the acquisition by persons of additional common shares of the Issuer, an extraordinary corporate transaction involving the Issuer, possible changes in the board of directors or
management of the Issuer, and plans of the group and for the purpose of taking all other actions necessary to achieve the foregoing (collectively, the “Purposes”). The foregoing description of the Voting Agreement is qualified in its
entirety by reference to the Voting Agreement, which is filed as Exhibit B to the Schedule 13D as filed with the SEC on April 12, 2013 and incorporated herein by reference.
On or about October 26, 2015, the additional Reporting Persons in this Schedule 13D Amendment No. 2 entered into a Joinder Agreement
to that Voting Agreement. The foregoing description of the Joinder Agreement is qualified in its entirety by reference to the Joinder Agreement, which is filed as Exhibit D hereto and is incorporated herein by reference.
Item 7. Material to be Filed as Exhibits
Exhibit A
– Joint Filing Agreement – incorporated by reference to Exhibit A to the Schedule 13D as filed with the SEC on April 12, 2013.
Exhibit B
– Voting Agreement – incorporated by reference to Exhibit B to the Schedule 13D as filed with the SEC on April 12, 2013.
Exhibit C –
Letter to the Board of Directors dated April 16, 2013 – incorporated by reference to Exhibit C to Amendment 1 to the Schedule 13D as filed with the SEC on April 17, 2013.