Item 4 — Purpose of Transaction
The Reporting Persons have formed a voting group within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934 as amended (the "1934 Act"), solely for the purpose of exercising rights of holders of the Issuer's Series A Cumulative Redeemable Perpetual Preferred Stock under the Articles Supplementary governing such securities. Pursuant to the Joint Filing Agreement filed as Exhibit 99.B hereto relating solely to the exercise of voting rights with respect to the Series A Preferred Stock and matters arising under Section 8 of the Articles Supplementary, the Reporting Persons may be deemed to share voting power with respect to an aggregate of approximately 11.1% of the outstanding Series A Preferred Stock with respect thereto. Except with respect to matters arising under Section 8 of the Articles Supplementary as described herein, each Reporting Person retains sole voting power over the shares beneficially owned by such Reporting Person. Each Reporting Person retains sole dispositive power over the shares beneficially owned by such Reporting Person. Except as expressly described herein with respect to matters arising under Section 8 of the Articles Supplementary, the Reporting Persons disclaim beneficial ownership of the shares beneficially owned by the other Reporting Persons or being or acting as a group under Section 13(d) of the 1934 Act. Specifically, Clause 8(a) of the Articles Supplementary provides that, as a result of the Issuer failing to pay dividends on the Series A Cumulative Redeemable Perpetual Preferred Stock for 6 or more quarters, if the holders of at least ten percent (10%) of the outstanding shares of Series A Preferred Stock so request, the Issuer must call a special election meeting for the purpose of the preferred stockholders electing two trustees to the Board of Trustees of the Issuer. As a result of forming the voting arrangements described herein, the Reporting Persons may be deemed to share voting power with respect to approximately 11.1% of the outstanding Series A Preferred Stock and are delivering a notice to the Board of Trustees of the Issuer requiring that the Issuer initiate the preferred stockholder election process contemplated by Clause 8(a) of the Articles Supplementary, with (i) Alexander Kachmar and (ii) David Cacciapaglia as the trustee nominees for the preferred stockholder trustee election. A copy of the Reporting Persons' letter to the Board of Trustees is attached hereto as Exhibit 99.C and is incorporated herein by reference. The Reporting Persons may continue to communicate with one another, the Issuer, the Board of Trustees, other stockholders and other interested parties regarding matters relating to the preferred stockholder election process, the governance, operations, capitalization, strategic direction and future plans of the Issuer. Except as set forth herein, none of the Reporting Persons currently has any plans or proposals that would relate to or result in any of the matters set forth in Items 4(a) through (j) of Schedule 13D, although each Reporting Person independently reserves the right to formulate such plans or proposals in the future.