* |
If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** |
Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) |
Includes an aggregate of 30,583 shares of common stock held directly by the TOG Liquidating Trust ("Liquidating Trust") which may be issued to the Reporting Person upon the exercise of certain warrants held by him and Triple GGG, LLC of The One Group, LLC, now a wholly-owned subsidiary of the Issuer ("One Group"). In the event all outstanding One Group warrants are not exercised, the shares of Issuer common stock underlying such One Group Warrants held by the Liquidating Trust will be distributed pro rata amongst all of the former One Group Members. The amount of additional shares of Issuer common stock which could be distributed to the Reporting Peron in such event is not determinable at this time. |
(2) |
Pursuant to the Merger Agreement, by and among Committed Capital Acquisition Corporation, CCAC Acquisition Sub, LLC, a Delaware limited liability company, One Group, and Samuel Goldfinger, as representative of the owners of One Group Membership Interests, a portion of the common shares ("Escrow Shares") issued as consideration are being held by Continental Stock Transfer & Trust Company, as escrow agent, and are subject to forfeiture during the eighteen month period following the merger to satisfy indemnification claims. This amount includes 80,111 shares owned by Mr. Giannuzzi and 8,345 shares held by Triple GGG, LLC, respective, as Escrow Shares. |
(3) |
The Reporting Person disclaims beneficial ownership of the shares of common stock reported herein except to the extent of his pecuniary interest therein, and this report shall not be deemed to be an admission that the Reporting Person is the beneficial owner of such shares of common stock for purposes of Section 16 or for any other purpose. |