<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
I-Sector Corporation
------------------------------------------------------------------------------
(Name of Issuer)
Common Stock
------------------------------------------------------------------------------
(Title of Class of Securities)
45031W 10 7
----------------------------------------
(CUSIP Number)
PEAK6 Capital Management, LLC
209 S. LaSalle Street, Suite 200
Chicago, Illinois 60604
------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
December 1, 2000
------------------------------------------------------------
(Date of Event which Requires Filing of this Statement
If the filing person has previously filed a statement on Schedule 13G to report
the acquisitions which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box / /.
NOTE: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) for other parties to whom copies are to be
sent.
*The Remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
t be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the act (however, see the
Notes).
<PAGE>
_______________________________________________________________________________
CUSIP No. 45031W 10 7 SCHEDULE 13D Page 2 of 15
_______________________________________________________________________________
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Jennifer J. Makowiec
______________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [x]
(b) [ ]
______________________________________________________________________________
3 SEC USE ONLY
______________________________________________________________________________
4 SOURCE OF FUNDS*
WC
______________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(E) [ ]
______________________________________________________________________________
6 CITIZENSHIP OR PLACE OR ORGANIZATION
United States citizen
_______________________________________________________________________________
| |
NUMBER OF | 7 | SOLE VOTING POWER
SHARES | |
BENEFICIALLY |_____|________________________________________________________
OWNED BY | |
EACH | 8 | SHARED VOTING POWER
REPORTING | | 205,300 shares
PERSON WITH |_____|________________________________________________________
| |
| 9 | SOLE DISPOSITIVE POWER
| |
|_____|________________________________________________________
| |
| 10 | SHARED DISPOSITIVE POWER
| | 205,300 shares
_______________|_____|_________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
205,300 shares
______________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES* [ ]
______________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.1%
______________________________________________________________________________
14 TYPE OF REPORTING PERSON
IN
_____________________________________________________________________________
<PAGE>
_______________________________________________________________________________
CUSIP No. 45031W 10 7 SCHEDULE 13D Page 3 of 15
_______________________________________________________________________________
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Matthew N. Hulsizer
______________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [x]
(b) [ ]
______________________________________________________________________________
3 SEC USE ONLY
______________________________________________________________________________
4 SOURCE OF FUNDS*
WC
______________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(E) [ ]
______________________________________________________________________________
6 CITIZENSHIP OR PLACE OR ORGANIZATION
United States citizen
_______________________________________________________________________________
| |
NUMBER OF | 7 | SOLE VOTING POWER
SHARES | |
BENEFICIALLY |_____|________________________________________________________
OWNED BY | |
EACH | 8 | SHARED VOTING POWER
REPORTING | | 205,300 shares
PERSON WITH |_____|________________________________________________________
| |
| 9 | SOLE DISPOSITIVE POWER
| |
|_____|________________________________________________________
| |
| 10 | SHARED DISPOSITIVE POWER
| | 205,300 shares
_______________|_____|_________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
205,300 shares
______________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES* [ ]
______________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.1%
______________________________________________________________________________
14 TYPE OF REPORTING PERSON
IN
_____________________________________________________________________________
<PAGE>
_______________________________________________________________________________
CUSIP No. 45031W 10 7 SCHEDULE 13D Page 4 of 15
_______________________________________________________________________________
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
PEAK6 Capital Management, LLC
______________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [x]
(b) [ ]
______________________________________________________________________________
3 SEC USE ONLY
______________________________________________________________________________
4 SOURCE OF FUNDS*
WC
______________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(E) [ ]
______________________________________________________________________________
6 CITIZENSHIP OR PLACE OR ORGANIZATION
Delaware
_______________________________________________________________________________
| |
NUMBER OF | 7 | SOLE VOTING POWER
SHARES | | 205,300 shares
BENEFICIALLY |_____|________________________________________________________
OWNED BY | |
EACH | 8 | SHARED VOTING POWER
REPORTING | |
PERSON WITH |_____|________________________________________________________
| |
| 9 | SOLE DISPOSITIVE POWER
| | 205,300 shares
|_____|________________________________________________________
| |
| 10 | SHARED DISPOSITIVE POWER
| |
_______________|_____|_________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
205,300 shares
______________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES* [ ]
______________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.1%
______________________________________________________________________________
14 TYPE OF REPORTING PERSON
BD
_____________________________________________________________________________
<PAGE>
_______________________________________________________________________________
CUSIP No. 45031W 10 7 SCHEDULE 13D Page 5 of 15
_______________________________________________________________________________
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
PEAK6 Investments, L.P.
______________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [x]
(b) [ ]
______________________________________________________________________________
3 SEC USE ONLY
______________________________________________________________________________
4 SOURCE OF FUNDS*
WC
______________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(E) [ ]
______________________________________________________________________________
6 CITIZENSHIP OR PLACE OR ORGANIZATION
Delaware
_______________________________________________________________________________
| |
NUMBER OF | 7 | SOLE VOTING POWER
SHARES | |
BENEFICIALLY |_____|________________________________________________________
OWNED BY | |
EACH | 8 | SHARED VOTING POWER
REPORTING | | 205,300 shares
PERSON WITH |_____|________________________________________________________
| |
| 9 | SOLE DISPOSITIVE POWER
| |
|_____|________________________________________________________
| |
| 10 | SHARED DISPOSITIVE POWER
| | 205,300 shares
_______________|_____|_________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
205,300 shares
______________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES* [ ]
______________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.1%
______________________________________________________________________________
14 TYPE OF REPORTING PERSON
PN
_____________________________________________________________________________
<PAGE>
_______________________________________________________________________________
CUSIP No. 45031W 10 7 SCHEDULE 13D Page 6 of 15
_______________________________________________________________________________
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
PEAK6, LLC
______________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [x]
(b) [ ]
______________________________________________________________________________
3 SEC USE ONLY
______________________________________________________________________________
4 SOURCE OF FUNDS*
WC
______________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(E) [ ]
______________________________________________________________________________
6 CITIZENSHIP OR PLACE OR ORGANIZATION
Delaware
_______________________________________________________________________________
| |
NUMBER OF | 7 | SOLE VOTING POWER
SHARES | |
BENEFICIALLY |_____|________________________________________________________
OWNED BY | |
EACH | 8 | SHARED VOTING POWER
REPORTING | | 205,300 shares
PERSON WITH |_____|________________________________________________________
| |
| 9 | SOLE DISPOSITIVE POWER
| |
|_____|________________________________________________________
| |
| 10 | SHARED DISPOSITIVE POWER
| | 205,300 shares
_______________|_____|_________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
205,300 shares
______________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES* [ ]
______________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.1%
______________________________________________________________________________
14 TYPE OF REPORTING PERSON
OO
_____________________________________________________________________________
<PAGE>
SCHEDULE 13-D
I-Sector Corporation
Filed by PEAK6 Capital Management, LLC ("PEAK6"),
PEAK6 Investments, L.P. ("LP"), PEAK6, LLC ("LLC"),
Jennifer J. Makowiec ("Makowiec"), and Matthew N. Hulsizer ("Hulsizer")
Item 1. Security and Issuer:
I-Sector Corporation
6401 Southwest Freeway
Houston, Texas 77074
Common Stock
Items 2-6 Inclusive for PEAK6:
Item 2. Identity and Background:
(a) PEAK6 Capital Management, LLC, a Delaware limited
liability company
(b) Address of Principal Business:
209 S. LaSalle Street, Suite 200
Chicago, Illinois 60604
(c) Principal Business: Investment and technology
solutions provider. The address of PEAK6's principal
business and its principal office is the address
given in Item 2(b) above.
(d) PEAK6 has not been involved in any criminal proceedings.
(e) PEAK6 has never been a party to any civil
judicial or administrative proceeding in
which there has been any finding of any
violation of any federal or state securities
laws.
Item 3. Source and Amount of Funds or Other Considerations:
All acquisitions of the common stock of the Issuer were
acquired by PEAK6 using working capital funds.
Item 4. Purpose of Transaction:
Investment purposes. PEAK6 does have an intent to acquire
additional securities of the Issuer if such additional
securities become available at a price PEAK6 considers
reasonable.
Item 5. Interest in Securities of the Issuer.
(a) PEAK6 owns 205,300 shares of Issuer directly, which
is 5.1% of the outstanding common stock of Issuer.
Page 7 OF 15
<PAGE>
(b) PEAK6 has sole voting power and sole dispositive
power with respect to such 205,300 shares of
common stock of Issuer.
(c) In the past sixty days, PEAK6 has made the
following open market transactions in the
Issuer's stock, all effectuated in their own
account located in Chicago, Illinois:
Purchases
DATE - 2000 # OF SHARES SHARE PRICE
----------- ----------- -----------
September 30, 2000 10,000 $1.65
October 7, 2000 7,000 $1.65
October 7, 2000 1,000 $1.69
October 13, 2000 13,000 $1.25
October 14, 2000 23,800 $1.13
October 14, 2000 1,200 $1.25
October 14, 2000 15,000 $1.31
October 16, 2000 1,000 $1.00
November 28, 2000 1,600 $0.8125
November 28, 2000 2,000 $0.875
December 1, 2000 4,000 $0.8125
December 5, 2000 2,100 $0.875
(d) PEAK6 is a Delaware limited liability
company. The managing member of PEAK6 is the
LP. The general partner of the LP is the
LLC. The two (2) managing members of the LLC
are Makowiec and Hulsizer. PEAK6, the LP,
the LLC, Makowiec (as a managing member of
the LLC) and Hulsizer (as a managing member
of the LLC) have the right to receive or the
power to direct the receipt of dividends
from, or the proceeds of sale of, the shares
of Issuer common stock owned by PEAK6.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the
Issuer.
None.
Items 2-6 Inclusive for the LP.
Item 2. Identity and Background:
(a) PEAK6 Investments, L.P., a Delaware limited
partnership.
(b) Address of Principal Business:
209 S. LaSalle Street, Suite 200
Chicago, Illinois 60604
(c) Principal Business: Investment and
technology solutions provider.
Page 8 of 15
<PAGE>
(d) The LP has not been involved in any criminal
proceedings.
(e) The LP has never been a party to any civil
judicial or administrative proceeding in
which there has been any finding of any
violation of any federal or state securities
laws.
Item 3. Source and Amount of Funds or Other Considerations.
The LP indirectly owns the 205,300 shares of Issuer
owned by PEAK6 by virtue of directly owning 100.00%
of the membership interests of PEAK6 and being the
managing member of PEAK6. See PEAK6's response to
Item 3 herein.
Item 4. Purpose of Transaction.
The LP acquired its shares of common stock of Issuer
for the same purposes as PEAK6. See PEAK6's response
to Item 4 herein.
Item 5. Interest in Securities of the Issuer.
(a) By virtue of owning 100.00% of the
outstanding membership interests of PEAK6,
the LP beneficially owns the 205,300 shares
of common stock of Issuer owned by PEAK6,
which is 5.1% of the outstanding shares of
Issuer.
(b) By virtue of owning 100.00% of the
outstanding membership interests of PEAK6,
the LP has shared voting power and shared
dispositive power with respect to the
205,300 shares of common stock of Issuer
owned by PEAK6.
(c) See PEAK6's response to Item 5(c) herein.
(d) The LP is controlled by its general partner,
the LLC, of which Makowiec and Hulsizer are
the managing members. Makowiec and Hulsizer
are the only two persons known to have the
right to receive, or the power to direct,
the receipt of dividends from, or the
proceeds from the sale of, the shares of
Issuer owned by PEAK6.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the
Issuer.
None.
Page 9 of 15
<PAGE>
Items 2-6 Inclusive for the LLC.
Item 2. Identity and Background:
(a) PEAK6, LLC, a Delaware limited liability
company.
(b) Address of Principal Business:
209 S. LaSalle Street, Suite 200
Chicago, Illinois 60604
(c) Principal Business: Investment and
technology solutions provider.
(d) The LLC has not been involved in any
criminal proceedings.
(e) The LLC has never been a party to any civil
judicial or administrative proceeding in
which there has been any finding of any
violation of any federal or state securities
laws.
Item 3. Source and Amount of Funds or Other Considerations.
The LLC indirectly owns the 205,300 shares of Issuer
owned by PEAK6 by virtue of directly owning 82% of
the LP and being the general partner of the LP. See
PEAK6's response to Item 3 herein.
Item 4. Purpose of Transaction.
The LLC acquired its shares of common stock of Issuer
for the same purposes as PEAK6. See PEAK6's response
to Item 4 herein.
Item 5. Interest in Securities of the Issuer.
(a) By virtue of owning 82% of the LP, and all
votes of the LP, the LLC beneficially
controls the 205,300 shares of common stock
of Issuer owned by PEAK6, which is 5.1% of
the outstanding shares of Issuer.
(b) By virtue of owning 82% of the LP, the LLC
has shared voting power and shared
dispositive power with respect to the
205,300 shares of common stock of Issuer
owned by PEAK6.
(c) See PEAK6's response to Item 5(c) herein.
(d) The LLC is controlled by its managing
members, namely Makowiec and Hulsizer.
Makowiec and Hulsizer are the only two
persons known to have the right to receive,
or the power to direct, the receipt of
dividends from, or the proceeds from the
sale of, the shares of Issuer owned by
PEAK6.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the
Issuer.
Page 10 of 15
<PAGE>
Items 2-6 Inclusive for Makowiec.
Item 2. (a) Jennifer J. Makowiec.
(b) Principal Business Address:
209 S. LaSalle Street, Suite 200
Chicago, Illinois 60604
(c) Principal Business: Managing member of the
LLC.
(d) Makowiec has not been involved in any
criminal proceedings.
(e) Makowiec has never been a party to any civil
judicial or administrative proceeding in
which there has been any finding of any
violation of any federal or state securities
laws.
(f) Citizen of United States.
Item 3. Source and Amount of Other Considerations.
Makowiec is a managing member of the LLC. See PEAK6's
and LP's responses to Item 3 herein.
Item 4. Purpose of Transaction.
Makowiec acquired her shares of common stock of
Issuer for the same purposes as PEAK6. See response
of PEAK6 to Item 4 herein.
Item 5. Interest in Securities of the Issuer.
(a) By virtue of being a managing member of LLC,
Makowiec beneficially controls the 205,300
shares of common stock of Issuer owned by
PEAK6. The LLC is the general partner of the
LP, which owns 100.00% of the membership
interests of PEAK6.
(b) By virtue of being a managing member of the
LLC, Makowiec has shared voting power and
shared dispositive power with respect to the
205,300 shares of common stock of Issuer
owned by PEAK6.
(c) See PEAK6's response to Item 5(c) herein.
(d) Makowiec shares control of the LLC with
Hulsizer. Makowiec and Hulsizer are the only
two persons known to the have the right to
receive or the power to direct the receipt
of dividends from, or the proceeds from the
sale of, the shares of Issuer owned by
PEAK6.
(e) Not applicable.
Page 11 of 15
<PAGE>
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the
Issuer.
None.
Items 2-6 Inclusive for Hulsizer.
Item 2. Identity and Background:
(a) Matthew N. Hulsizer
(b) Principal Business Address:
209 LaSalle St., Suite 200
Chicago, Illinois 60604
(c) Managing Member of the LLC.
(d) Hulsizer has not been involved in any
criminal proceedings.
(e) Hulsizer has never been a party to any civil
judicial or administrative proceeding in
which there has been any finding of any
violation of any federal or state securities
laws.
(f) United States Citizen.
Item 3. Sources and Amount of Funds or Other Consideration.
Hulsizer is a managing member of the LLC. See
responses of PEAK6 to Item 3 herein.
Item 4. Purpose of the Transaction.
Hulsizer acquired the shares of common stock of
Issuer for the same purposes as PEAK6. See response
of PEAK6 to Item 4 herein.
Item 5. Interest in Securities of the Issuer.
(a) By virtue of being a managing member of the
LLC, Hulsizer beneficially controls the
205,300 shares of common stock of Issuer
owned by PEAK6. The LLC is the general
partner of the LP, which owns 100.00% of
PEAK6.
(b) By virtue of being a managing member of the
LLC, Hulsizer has shared voting power and
shared dispositive power with respect to the
205,300 shares of common stock of Issuer
owned by PEAK6.
(c) See PEAK6's response to Item 5(c) herein.
(d) Hulsizer shares control of the LLC with
Makowiec. Makowiec and Hulsizer are the only
two persons known to the have the right to
receive or the power to direct the receipt
of dividends from, or the proceeds from the
sale of, the shares of Issuer owned by
PEAK6.
(e) Not applicable.
Page 12 of 15
<PAGE>
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the
Issuer.
None.
A joint filing statement is filed as an exhibit to this
Schedule 13D.
Page 13 of 15
<PAGE>
Signatures.
After reasonable inquiry and to the best of our knowledge and belief,
and undersigned certify that the information set forth in this statement is
true.
December 6, 2000
PEAK6 CAPITAL MANAGEMENT, LLC
By: PEAK6 Investments, L.P., its
managing member
By: PEAK6, LLC, its general partner
By: /s/Jennifer Makowiec
-------------------------------
Jennifer J. Makowiec
Managing Member
By: /s/Matthew N. Hulsizer
--------------------------------
Matthew N. Hulsizer
Managing Member
PEAK6 INVESTMENTS, L.P.
By: PEAK6, LLC, its general partner
By: /s/Jennifer J. Makowiec
-------------------------------
Jennifer J. Makowiec
Managing Member
By: /s/Matthew N. Hulsizer
--------------------------------
Matthew N. Hulsizer
Managing Member
PEAK6, LLC
By: /s/Jennifer J. Makowiec
-------------------------------
Jennifer J. Makowiec
Managing Member
By: /s/Matthew N. Hulsizer
--------------------------------
Matthew N. Hulsizer
Managing Member
/s/Jennifer J. Makowiec
-----------------------------------
Jennifer J. Makowiec
/s/Matthew N. Hulsizer
-----------------------------------
Matthew N. Hulsizer
Page 14 of 15
<PAGE>
EXHIBIT TO SCHEDULE 13D
DATED DECEMBER 1, 2000, OF
JENNIFER J. MAKOWIEC, MATTHEW N. HULSIZER
PEAK6, LLC, PEAK6 CAPITAL MANAGEMENT, LLC
AND PEAK6 INVESTMENTS, L.P.
JOINT FILING AGREEMENT
PEAK6 Capital Management, LLC ("PEAK6"), PEAK6 Investments, L.P.
("LP"), PEAK6, LLC ("LLC"), Jennifer J. Makowiec ("Makowiec"), and Matthew N.
Hulsizer ("Hulsizer") hereby agree that the Schedule 13D to which this statement
is attached is filed on behalf of PEAK6, the LP, the LLC, Makowiec, and
Hulsizer, and that any amendments to this Schedule 13D may be filed on behalf of
PEAK6, the LP, the LLC, Makowiec and Hulsizer.
PEAK6 CAPITAL MANAGEMENT, LLC
By: PEAK6 INVESTMENTS, L.P.,
its managing member
By: PEAK6, LLC, its general partner
By: /s/Jennifer J. Makowiec
-------------------------------
Jennifer J. Makowiec
Managing Member
By: /s/Matthew N. Hulsizer
--------------------------------
Matthew N. Hulsizer
Managing Member
PEAK6 INVESTMENTS, L.P.
By: PEAK6, LLC, its general partner
By: /s/Jennifer J. Makowiec
-------------------------------
Jennifer J. Makowiec
Managing Member
By: /s/Matthew N. Hulsizer
--------------------------------
Matthew N. Hulsizer
Managing Member
PEAK6, LLC
By: /s/Jennifer J. Makowiec
-------------------------------
Jennifer J. Makowiec
Managing Member
By: /s/Matthew N. Hulsizer
--------------------------------
Matthew N. Hulsizer
Managing Member
/s/Jennifer J. Makowiec
-----------------------------------
Jennifer J. Makowiec
/s/Matthew N. Hulsizer
-----------------------------------
Matthew N. Hulsizer
Page 15 of 15