BSG Series CM, LLC → Z Squared Inc. ZSQR

The Reporting Person acquired the Subject Shares as merger consideration in connection with the Merger as more fully described under Item 3 above. The Reporting Person presently intends to distribute all or substantially all of the Subject Shares pro rata to its members in accordance with its operating agreement and applicable law (such distribution, the "Member Distribution"), at such time or times as the Reporting Person may determine. Any Member Distribution will be effected, and any subsequent disposition by transferees of any Subject Shares so distributed will be permitted, only in compliance with the lock-up and leak-out provisions described under Item 6 below and applicable federal and state securities laws. Following any Member Distribution, each member receiving Subject Shares will continue to be subject to the lock-up and leak-out provisions described under Item 6 below as a transferee thereof. Except as set forth in this Item 4 and in Item 6 below, the Reporting Person has no present plans or proposals that relate to or would result in any of the actions enumerated in clauses (a) through (j) of Item 4 of Schedule 13D. The Reporting Person reserves the right at any time and from time to time, in light of its evaluation of various factors, to formulate other purposes, plans, or proposals regarding the Issuer or any of its securities, and to take any actions with respect to the Issuer or its securities (including any actions described in clauses (a) through (j) of Item 4 of Schedule 13D), in each case to the extent the Reporting Person deems advisable.