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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><I>As filed with the Securities and Exchange
  Commission on August 7, 2017</I></P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: right">&nbsp;<B>Registration No. 333-193160</B></P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>&nbsp;</B></P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>UNITED STATES</B></P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>SECURITIES AND EXCHANGE COMMISSION</B></P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>Washington, D.C. 20549</B></P>
  
  <!-- Field: Rule-Page --><DIV ALIGN="CENTER" STYLE="margin-top: 3pt; margin-bottom: 3pt"><DIV STYLE="font-size: 1pt; border-top: Black 1pt solid; width: 20%">&nbsp;</DIV></DIV><!-- Field: /Rule-Page -->
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"></P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>Form 8-K</B></P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>Current Report</B></P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>Pursuant to Section 13 or 15(d) of The
  Securities Exchange Act of 1934</B></P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"></P>
  
  <!-- Field: Rule-Page --><DIV ALIGN="CENTER" STYLE="margin-top: 3pt; margin-bottom: 3pt"><DIV STYLE="font-size: 1pt; border-top: Black 1pt solid; width: 20%">&nbsp;</DIV></DIV><!-- Field: /Rule-Page -->
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"></P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>NCM Financial, Inc.</B></P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">(Exact Name of Small Business Issuer in
  its Charter)&nbsp;</P>
  
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      <TD STYLE="width: 34%; border-bottom: Black 1pt solid; padding-bottom: 8pt; text-align: center; font-size: 10pt"><FONT STYLE="font-family: Times New Roman, Times, Serif"><B>Texas</B></FONT></TD>
      <TD STYLE="width: 1%; padding-bottom: 8pt; font-size: 10pt">&nbsp;</TD>
      <TD STYLE="width: 32%; border-bottom: Black 1pt solid; padding-bottom: 8pt; text-align: center; font-size: 10pt"><FONT STYLE="font-family: Times New Roman, Times, Serif"><B>7372</B></FONT></TD>
      <TD STYLE="width: 1%; padding-bottom: 8pt; font-size: 10pt">&nbsp;</TD>
      <TD STYLE="width: 32%; border-bottom: Black 1pt solid; padding-bottom: 8pt; text-align: center; font-size: 10pt"><FONT STYLE="font-family: Times New Roman, Times, Serif"><B>20-4859853</B></FONT></TD></TR>
  <TR>
      <TD>
          <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">(State or other Jurisdiction of</P>
          <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">Incorporation)</P></TD>
      <TD STYLE="vertical-align: top; padding-bottom: 8pt; font-size: 10pt">&nbsp;</TD>
      <TD STYLE="vertical-align: top">
          <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">(Primary Standard</P>
          <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">Classification Code)</P></TD>
      <TD STYLE="vertical-align: top; padding-bottom: 8pt; font-size: 10pt">&nbsp;</TD>
      <TD STYLE="vertical-align: top">
          <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">(IRS Employer</P>
          <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">Identification No.)</P></TD></TR>
  </TABLE>
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">&nbsp;&nbsp;<B>Rosewood Court 2101 Cedar
  Springs Road, </B></P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>Suite 1050 </B></P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>Dallas, TX 75201</B></P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center"><B>Tel. No.: 800-686-3259</B></P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">&nbsp;(Address and Telephone Number of Registrant&rsquo;s
  Principal</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">Executive Offices and Principal Place&nbsp;of
  Business)</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">Check the appropriate box below if the Form 8-K filing is intended
  to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (<I>see</I> General Instruction
  A.2. below):</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
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      <TD STYLE="width: 4%; text-align: justify"><FONT STYLE="font-family: Times New Roman, Times, Serif">&#9744;</FONT></TD>
      <TD STYLE="text-align: justify"><FONT STYLE="font-family: Times New Roman, Times, Serif">Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)</FONT></TD></TR>
  <TR STYLE="vertical-align: top">
      <TD STYLE="text-align: justify">&nbsp;</TD>
      <TD STYLE="text-align: justify"></TD></TR>
  <TR STYLE="vertical-align: top">
      <TD STYLE="text-align: justify"><FONT STYLE="font-family: Times New Roman, Times, Serif">&#9744;</FONT></TD>
      <TD STYLE="text-align: justify"><FONT STYLE="font-family: Times New Roman, Times, Serif">Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)</FONT></TD></TR>
  <TR STYLE="vertical-align: top">
      <TD STYLE="text-align: justify">&nbsp;</TD>
      <TD STYLE="text-align: justify">&nbsp;</TD></TR>
  <TR STYLE="vertical-align: top">
      <TD STYLE="text-align: justify"><FONT STYLE="font-family: Times New Roman, Times, Serif">&#9744;</FONT></TD>
      <TD STYLE="text-align: justify"><FONT STYLE="font-family: Times New Roman, Times, Serif">Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))</FONT></TD></TR>
  <TR STYLE="vertical-align: top">
      <TD STYLE="text-align: justify">&nbsp;</TD>
      <TD STYLE="text-align: justify">&nbsp;</TD></TR>
  <TR STYLE="vertical-align: top">
      <TD STYLE="text-align: justify"><FONT STYLE="font-family: Times New Roman, Times, Serif">&#9744;</FONT></TD>
      <TD STYLE="text-align: justify"><FONT STYLE="font-family: Times New Roman, Times, Serif">Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)</FONT></TD></TR>
  </TABLE>
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <TABLE CELLSPACING="0" CELLPADDING="0" STYLE="font: 10pt Times New Roman, Times, Serif; width: 100%">
  <TR STYLE="vertical-align: top">
      <TD STYLE="width: 96px"><FONT STYLE="font-family: Times New Roman, Times, Serif"><B>Item 3.02 </B></FONT></TD>
      <TD><FONT STYLE="font-family: Times New Roman, Times, Serif"><B>Unregistered Sales of Equity Securities. </B></FONT></TD></TR>
  </TABLE>
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"><I>Preferred Exchange and Registration Rights Agreement</I></P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: left; text-indent: 0in"><B>Exchange</B></P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: left; text-indent: 0in">The Effective date of July
  20, 2016, upon the terms and subject to the conditions of this Agreement, shareholders of common stock in the <FONT STYLE="text-transform: uppercase">EXCHANGE
  AND REGISTRATION RIGHTS AGREEMENT</FONT> shall exchange the two year anti-dilution rights with and into the Company (the &ldquo;Exchange&rdquo;)
  in accordance with the Texas Statutes. At the Effective Time, the separate existence of the anti-dilution rights of common shareholders
  in the <FONT STYLE="text-transform: uppercase">EXCHANGE AND REGISTRATION RIGHTS AGREEMENT</FONT> of NCM Financial, INC shall cease
  and NCM Financial, Inc. shall retain the rights in the surviving corporation in the exchange (the &ldquo;Surviving Corporation&rdquo;).</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: left; text-indent: 0in"><B>Total Exchange Consideration</B></P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: left; text-indent: 0in">The total consideration
  to be paid to the Shareholders in connection with the Exchange (the &ldquo;Total Exchange Consideration&rdquo;) shall be the&nbsp;issuance
  of restricted shares of preferred stock &ldquo;Series A&rdquo; of NCM Financial, Inc. based on the dilution factor of the capital
  raise with a minimum of 100 shares down to the beneficial holder level. To Clarify, each common shareholder of NCM Financial, INC
  in the <FONT STYLE="text-transform: uppercase">EXCHANGE AND REGISTRATION RIGHTS AGREEMENT</FONT> will be issued a minimum of 100
  restricted shares of Preferred Stock of NCM Financial, Inc., par value $5.00 per share (the &ldquo;NCM Financial Inc. Preferred
  Shares&rdquo;), to the Shareholders on the Closing Date represented by the shareholder list in the <FONT STYLE="text-transform: uppercase">EXCHANGE
  AND REGISTRATION RIGHTS AGREEMENT</FONT>. Each new shareholder of NCM Financial, Inc. has the right to register the preferred stock
  following the required holding period following the execution date of the <FONT STYLE="text-transform: uppercase">PREFERRED EXCHANGE
  AND REGISTRATION RIGHTS AGREEMENT.</FONT></P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: left; text-indent: 0in"><B>Shareholder&rsquo;s Rights
  Upon Exchange </B></P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: left; text-indent: 0in">Upon consummation of the
  Exchange, the Shareholders shall cease to have any rights with respect to the two year anti-dilution rights of NCM Financial, INC.
  which theretofore represented shares of NCM Financial, Inc., and, subject to applicable laws and this Agreement, shall only have
  the right to receive their pro rata share of the Total Exchange Consideration, including their pro rata share of the number of
  NCM Financial, Inc. Preferred Class Series A Shares into which the anti-dilution rights have been exchanged pursuant to this Agreement
  and the Exchange.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: left; text-indent: 0in"><B>Surrender of Anti-Dilution
  Rights</B></P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: left; text-indent: 0in">In connection with the Closing,
  upon receipt of notice from the Company and Somerset Capital Ltd. of the Effective Time, the Shareholders in <FONT STYLE="text-transform: uppercase">EXCHANGE
  AND REGISTRATION RIGHTS AGREEMENT</FONT> shall surrender the two year anti-dilution rights for each common shareholder. Effectively
  following the execution of the PREFERRED EXCHANGE AND REGISTRATION RIGHTS AGREEMENT, each outstanding common class A shareholder
  with anti-dilutive rights granted in the EXCHANGE AND REIGSTRATION RIGHTS AGREEMENT after the Effective Time shall be deemed for
  all purposes to evidence only the right to receive the Total Exchange Consideration set forth herein.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to LEVENT AKDUMAN
  in the name of LEVENT AKDUMAN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ALPHA CAPITAL
  AG in the name of ALPHA CAPITAL AG at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ALPINE SECURITIES
  CORP in the name of ALPINE SECURITIES CORP at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CHARLES N ALWORTH
  in the name of CHARLES N ALWORTH at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to AMERICAN ENTERPRISE
  INVESTMENT SERVICES in the name of AMERICAN ENTERPRISE INVESTMENT SERVICES at 7.81 per share as a shareholder in the Preferred
  Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RAYMOND C ARNOLD
  in the name of RAYMOND C ARNOLD at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ASCO NOMINEES
  LIMITED in the name of ASCO NOMINEES LIMITED at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GEORGE W AUCLAIR
  JR in the name of GEORGE W AUCLAIR JR at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NEAL I AZROLAN
  in the name of NEAL I AZROLAN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JACOB BAKKER in
  the name of JACOB BAKKER at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to BANKINTER SA in
  the name of BANKINTER SA at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SCOTT M BARROW
  in the name of SCOTT M BARROW at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SOURBH BAWEJA
  in the name of SOURBH BAWEJA at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JOHN HOUSTON BEEBE
  in the name of JOHN HOUSTON BEEBE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JOSEPH D BELL
  JR in the name of JOSEPH D BELL JR at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CUSTODIAN
  SIMPLE TIME RECORDERS in the name of NFS CUSTODIAN SIMPLE TIME RECORDERS at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  SEPP FBO in the name of NFS CO CUST IRA SEPP FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to BMO NESBITT BURNS
  INC in the name of BMO NESBITT BURNS INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to BNP PARIBAS SECURITIES
  CORP. in the name of BNP PARIBAS SECURITIES CORP. at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to FRITZ BOOTHE &amp;
  in the name of FRITZ BOOTHE &amp; at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to LAUREN MICHELLE
  BOUCHER in the name of LAUREN MICHELLE BOUCHER at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HILLIARD LYONS
  C/F in the name of HILLIARD LYONS C/F at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 5 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ROGER N BOWMER
  in the name of ROGER N BOWMER at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to AMBER BOYD in
  the name of AMBER BOYD at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to BARBARA A BOYK
  in the name of BARBARA A BOYK at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CUSTODIAN
  ROTH IRA FBO in the name of NFS CUSTODIAN ROTH IRA FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JASON BRANDI in
  the name of JASON BRANDI at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to BROWN BROTHERS
  HARRIMAN &amp; CO in the name of BROWN BROTHERS HARRIMAN &amp; CO at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to LOREN BROWN in
  the name of LOREN BROWN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DAVID BROWN in
  the name of DAVID BROWN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 6 -->
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ALBERTO BUCKERIDGE
  in the name of ALBERTO BUCKERIDGE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CUSTODIAN
  ROTH IRA FBO in the name of NFS CUSTODIAN ROTH IRA FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to C EDWARD VENERABLE
  in the name of C EDWARD VENERABLE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CAIXA BANCO DE
  in the name of CAIXA BANCO DE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CAIXA BANCO DE
  in the name of CAIXA BANCO DE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to KI SUN CALAMIA
  in the name of KI SUN CALAMIA at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to WELLS FARGO INVESTMENTS
  in the name of WELLS FARGO INVESTMENTS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 7 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GUY A CALAMIA
  &amp; in the name of GUY A CALAMIA &amp; at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CANACCORD CAPITAL
  CORPORATION in the name of CANACCORD CAPITAL CORPORATION at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS TTEE TN VALLEY
  AUTHORITY 401K in the name of NFS TTEE TN VALLEY AUTHORITY 401K at 7.81 per share as a shareholder in the Preferred Exchange and
  Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the
  Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CDS &amp; CO in
  the name of CDS &amp; CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CEDE &amp; CO
  in the name of CEDE &amp; CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CEEBO CORPORATION
  in the name of CEEBO CORPORATION at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CHARLES SCHWAB
  &amp; CO INC in the name of CHARLES SCHWAB &amp; CO INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO TTEE FRP
  PA A/C SNPS LLC FBO in the name of NFS CO TTEE FRP PA A/C SNPS LLC FBO at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 8 -->
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CIBC OPPENHEIMER
  CORP in the name of CIBC OPPENHEIMER CORP at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CITIGROUP GLOBAL
  MARKETS INC in the name of CITIGROUP GLOBAL MARKETS INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to COMMERZBANK AG
  in the name of COMMERZBANK AG at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ROBERT W CONNELL
  in the name of ROBERT W CONNELL at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS ROTH IRA FBO
  in the name of NFS ROTH IRA FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ROBERT CHRISTOPHE
  COSTELLO in the name of ROBERT CHRISTOPHE COSTELLO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to LISA R COVAL in
  the name of LISA R COVAL at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 9 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MARK CROSSEN in
  the name of MARK CROSSEN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DALE FINANCIAL
  CONSULTING GROUP in the name of DALE FINANCIAL CONSULTING GROUP at 7.81 per share as a shareholder in the Preferred Exchange and
  Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the
  Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DONATO W DANZI
  in the name of DONATO W DANZI at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PENSON FINANCIAL
  SERVICES CANADA INC in the name of PENSON FINANCIAL SERVICES CANADA INC at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JIM DELUTES in
  the name of JIM DELUTES at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PAUL J DEMOPOULOS
  in the name of PAUL J DEMOPOULOS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DESJARDINS SECURITIES
  INC in the name of DESJARDINS SECURITIES INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DESJARDINS SECURITIES
  INC in the name of DESJARDINS SECURITIES INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 10 -->
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DANIEL R DILLON
  in the name of DANIEL R DILLON at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MARK DOORNBOS
  in the name of MARK DOORNBOS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to BILLY L DOVE in
  the name of BILLY L DOVE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CUST ROTH
  IRA FBO in the name of NFS CUST ROTH IRA FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DOWNSHIRE CAPITAL
  INC. in the name of DOWNSHIRE CAPITAL INC. at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DUNDEE SECURITIES
  CORPORATION in the name of DUNDEE SECURITIES CORPORATION at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to E*TRADE CAPITAL
  MARKETS LLC in the name of E*TRADE CAPITAL MARKETS LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 11 -->
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to E*TRADE CLEARING
  LLC in the name of E*TRADE CLEARING LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to EDWARD D. JONES
  &amp; CO in the name of EDWARD D. JONES &amp; CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to STEVEN M EISCHEN
  in the name of STEVEN M EISCHEN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RICHARD M ENGEMAN
  in the name of RICHARD M ENGEMAN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to EQUITILINK LLC
  in the name of EQUITILINK LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GREGG N FARRAR
  in the name of GREGG N FARRAR at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ANTONIO FAZZARI
  in the name of ANTONIO FAZZARI at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PETER FICZERE
  in the name of PETER FICZERE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 12 -->
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NICK FINA in the
  name of NICK FINA at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized
  the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock
  based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to FIRST CLEARING
  LLC in the name of FIRST CLEARING LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to FIRST CLEARING
  LLC in the name of FIRST CLEARING LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to FISERV TRUST COMPANY
  in the name of FISERV TRUST COMPANY at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to STATE STREET BANK
  TTEE CINGULAR in the name of STATE STREET BANK TTEE CINGULAR at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DAISY FLORES in
  the name of DAISY FLORES at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 13 -->
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HUMBERTO FLORES
  in the name of HUMBERTO FLORES at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to FORTIS BANK (NETHERLAND)
  NV in the name of FORTIS BANK (NETHERLAND) NV at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to FORTIS BANK (NETHERLAND)
  NV in the name of FORTIS BANK (NETHERLAND) NV at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RICHARD GALANTE
  in the name of RICHARD GALANTE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MLPF &amp; S CUST
  FPO RICHARD GALANTE in the name of MLPF &amp; S CUST FPO RICHARD GALANTE at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MORGAN STANLEY
  INC in the name of MORGAN STANLEY INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 14 -->
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to J. PETER GARTHWAITE
  in the name of J. PETER GARTHWAITE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GERLACH &amp;
  CO in the name of GERLACH &amp; CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GERLACH &amp;
  CO in the name of GERLACH &amp; CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GERLACH &amp;
  CO in the name of GERLACH &amp; CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GERLACH &amp;
  CO in the name of GERLACH &amp; CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RENE C GIARD in
  the name of RENE C GIARD at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GOLDMAN SACHS
  EXECUTION &amp; CLEARING LP in the name of GOLDMAN SACHS EXECUTION &amp; CLEARING LP at 7.81 per share as a shareholder in the
  Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GOLDMAN SACHS
  EXECUTION &amp; CLEARING LP in the name of GOLDMAN SACHS EXECUTION &amp; CLEARING LP at 7.81 per share as a shareholder in the
  Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 15 -->
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GOLDMAN SACHS
  EXECUTION &amp; CLEARING LP in the name of GOLDMAN SACHS EXECUTION &amp; CLEARING LP at 7.81 per share as a shareholder in the
  Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GOLDMAN SACHS
  EXECUTION &amp; CLEARING LP in the name of GOLDMAN SACHS EXECUTION &amp; CLEARING LP at 7.81 per share as a shareholder in the
  Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to VICTOR A GOLDSTEIN
  in the name of VICTOR A GOLDSTEIN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DANA GORBAHN in
  the name of DANA GORBAHN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to KENNETH L GREGORY
  in the name of KENNETH L GREGORY at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to J ROBERT GROVES
  in the name of J ROBERT GROVES at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GUNDYCO in the
  name of GUNDYCO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized
  the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock
  based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GUNDYCO in the
  name of GUNDYCO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized
  the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock
  based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 16 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to H&amp;R BLOCK
  FINANCIAL ADVISORS in the name of H&amp;R BLOCK FINANCIAL ADVISORS at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PRUDENTIAL BANK
  &amp; TRUST FSB IRA in the name of PRUDENTIAL BANK &amp; TRUST FSB IRA at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HARE &amp; CO
  in the name of HARE &amp; CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HARE &amp; CO
  in the name of HARE &amp; CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HARE &amp; CO
  in the name of HARE &amp; CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HARE &amp; CO
  in the name of HARE &amp; CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HARE &amp; CO
  in the name of HARE &amp; CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HARE &amp; CO
  in the name of HARE &amp; CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 17 -->
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RICHARD HERB in
  the name of RICHARD HERB at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PAUL HESS &amp;
  in the name of PAUL HESS &amp; at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to TREVOR HOSKINS
  in the name of TREVOR HOSKINS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HSBC TRINKAUS
  &amp; BURKHARDT KGAA in the name of HSBC TRINKAUS &amp; BURKHARDT KGAA at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HSBC SECURITIES
  (CANADA) INC in the name of HSBC SECURITIES (CANADA) INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ICCREA BANCA SPA
  in the name of ICCREA BANCA SPA at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SUSAN A ICKES
  in the name of SUSAN A ICKES at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 18 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to INCORE BANK AG
  in the name of INCORE BANK AG at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ING BELGIUM SA/NV
  in the name of ING BELGIUM SA/NV at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ING BANK GLOBAL
  CUSTODY NV in the name of ING BANK GLOBAL CUSTODY NV at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to INTERACTIVE BROKERS
  LLC in the name of INTERACTIVE BROKERS LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to INVESTOR COMPANY
  in the name of INVESTOR COMPANY at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to INVESTOR COMPANY
  in the name of INVESTOR COMPANY at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CLAUDE JAQUEMOT
  in the name of CLAUDE JAQUEMOT at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 19 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MATTHEW JANES
  in the name of MATTHEW JANES at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to THOMAS J JANIK
  in the name of THOMAS J JANIK at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JANNEY MONTGOMERY
  SCOTT LLC in the name of JANNEY MONTGOMERY SCOTT LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JEFCO in the name
  of JEFCO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized
  the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock
  based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MARTHA E JENKINS
  in the name of MARTHA E JENKINS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to THOMAS H JOHNSON
  in the name of THOMAS H JOHNSON at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to BETH C JOHNSON
  in the name of BETH C JOHNSON at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SUNIL KANKURE
  in the name of SUNIL KANKURE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 20 -->
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PETER KENNEDY
  in the name of PETER KENNEDY at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to WILLIAM MORRIS
  KING JR in the name of WILLIAM MORRIS KING JR at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to BRIAN K KISTLER
  in the name of BRIAN K KISTLER at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to BETH L KOROTKIN
  in the name of BETH L KOROTKIN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ROLF KUHN in the
  name of ROLF KUHN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized
  the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock
  based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RONALD C LAMB
  in the name of RONALD C LAMB at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to LANC FAMILY PARTNERS
  LP in the name of LANC FAMILY PARTNERS LP at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 21 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
      <!-- Field: /Page -->
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to FRANCOIS LAPORTE
  in the name of FRANCOIS LAPORTE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to LARKO in the name
  of LARKO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized
  the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock
  based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JEFFERY H LEE
  in the name of JEFFERY H LEE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  FBO in the name of NFS CO CUST IRA FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  FBO in the name of NFS CO CUST IRA FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to THOMAS A LEWIS
  CUST in the name of THOMAS A LEWIS CUST at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to THOMAS A LEWIS
  CUST in the name of THOMAS A LEWIS CUST at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 22 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to THOMAS A LEWIS
  in the name of THOMAS A LEWIS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to COLIN LIM in the
  name of COLIN LIM at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized
  the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock
  based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to THOMAS LOCKERBIE
  in the name of THOMAS LOCKERBIE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SCOTT J LYFTOGT
  in the name of SCOTT J LYFTOGT at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MADISON &amp;
  WALL WORLDWIDE INC in the name of MADISON &amp; WALL WORLDWIDE INC at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MAGID &amp; CO
  in the name of MAGID &amp; CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 23 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
      <!-- Field: /Page -->
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CUSTODIAN
  ROTH IRA FBO in the name of NFS CUSTODIAN ROTH IRA FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to TERRY E MALIN
  in the name of TERRY E MALIN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to R WILLIAM MANNING
  in the name of R WILLIAM MANNING at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JACK MANZI in
  the name of JACK MANZI at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PANKAJ MARATHE
  in the name of PANKAJ MARATHE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to WARREN MARKS in
  the name of WARREN MARKS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SCOTT ARNOLD MARTIN
  in the name of SCOTT ARNOLD MARTIN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MICHAEL A MATRONE
  in the name of MICHAEL A MATRONE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 24 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
      <!-- Field: /Page -->
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS IRA FBO ROBERT
  J MATTEIS in the name of NFS IRA FBO ROBERT J MATTEIS at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GEMMA MATTHEWS
  in the name of GEMMA MATTHEWS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JOHN D MCCLOSKEY
  in the name of JOHN D MCCLOSKEY at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to WALTER MCGOWAN
  in the name of WALTER MCGOWAN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to STEPHEN MCKAY
  in the name of STEPHEN MCKAY at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to KENNETH MCKINNY
  in the name of KENNETH MCKINNY at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GILBERT MCWHIRTER
  in the name of GILBERT MCWHIRTER at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 25 -->
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RAUL MELECIO in
  the name of RAUL MELECIO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MERRILL LYNCH
  PIERCE FENNER &amp; SMITH INC in the name of MERRILL LYNCH PIERCE FENNER &amp; SMITH INC at 7.81 per share as a shareholder in
  the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the
  anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MERRILL LYNCH
  PIERCE FENNER &amp; SMITH INC in the name of MERRILL LYNCH PIERCE FENNER &amp; SMITH INC at 7.81 per share as a shareholder in
  the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the
  anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MESIROW FINANCIAL
  INC in the name of MESIROW FINANCIAL INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PAUL R METIVIER
  in the name of PAUL R METIVIER at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CUSTODIAN
  SIMPLE PAUL R METIVIER in the name of NFS CUSTODIAN SIMPLE PAUL R METIVIER at 7.81 per share as a shareholder in the Preferred
  Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to LORI METZGER in
  the name of LORI METZGER at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HILLIARD LYONS
  C/F in the name of HILLIARD LYONS C/F at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 26 -->
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DARYL W MICHAELS
  in the name of DARYL W MICHAELS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to EDWARD R MIERS
  in the name of EDWARD R MIERS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MORGAN KEEGAN
  &amp; CO INC in the name of MORGAN KEEGAN &amp; CO INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MORGAN STANLEY
  INC in the name of MORGAN STANLEY INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MORGAN STANLEY
  INC in the name of MORGAN STANLEY INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MORGAN STANLEY
  INC in the name of MORGAN STANLEY INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MORGAN STANLEY
  INC in the name of MORGAN STANLEY INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 27 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS TTEE EQUISTAR
  NONREPRESENTED in the name of NFS TTEE EQUISTAR NONREPRESENTED at 7.81 per share as a shareholder in the Preferred Exchange and
  Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the
  Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS TTEE UPS/IPA
  401K SAVINGS PLAN in the name of NFS TTEE UPS/IPA 401K SAVINGS PLAN at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NATIONAL FINANCIAL
  SERVICES LLC in the name of NATIONAL FINANCIAL SERVICES LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NATIXIS BLEICHROEDER
  INC in the name of NATIXIS BLEICHROEDER INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NBCN INC. in the
  name of NBCN INC. at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized
  the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock
  based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RICK NEITENBACH
  in the name of RICK NEITENBACH at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 28 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to EMMETT A LARKIN
  CO INC in the name of EMMETT A LARKIN CO INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NEWEDGE USA LLC
  in the name of NEWEDGE USA LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HAN N NGUYEN in
  the name of HAN N NGUYEN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to IGNATIUS NORONHA
  in the name of IGNATIUS NORONHA at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NORTH AMERICAN
  CLEARING INC in the name of NORTH AMERICAN CLEARING INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NANCY J NOYES
  in the name of NANCY J NOYES at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DENNIS J OLSON
  in the name of DENNIS J OLSON at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to OPPENHEIMER &amp;
  CO INC in the name of OPPENHEIMER &amp; CO INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 29 -->
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to OPTIONSXPRESS
  INC in the name of OPTIONSXPRESS INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to OPTIONSXPRESS
  INC in the name of OPTIONSXPRESS INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to OPTIONSXPRESS
  INC in the name of OPTIONSXPRESS INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SINNADURAI PARAMADEVAN
  in the name of SINNADURAI PARAMADEVAN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SINNADURAI PARAMADEVAN
  in the name of SINNADURAI PARAMADEVAN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to BRADLEY R PARKER
  in the name of BRADLEY R PARKER at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SYLVIA PAWLYSHYN
  in the name of SYLVIA PAWLYSHYN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 30 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
      <!-- Field: /Page -->
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PENSON FINANCIAL
  SERVICES CANADA INC in the name of PENSON FINANCIAL SERVICES CANADA INC at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PENSON FINANCIAL
  SERVICES CANADA INC in the name of PENSON FINANCIAL SERVICES CANADA INC at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PENSON FINANCIAL
  SERVICES CANADA INC in the name of PENSON FINANCIAL SERVICES CANADA INC at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PENSON FINANCIAL
  SERVICES CANADA INC in the name of PENSON FINANCIAL SERVICES CANADA INC at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PENSON FINANCIAL
  SERVICES INC in the name of PENSON FINANCIAL SERVICES INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PENSON FINANCIAL
  SERVICES INC in the name of PENSON FINANCIAL SERVICES INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PENSON FINANCIAL
  SERVICES INC in the name of PENSON FINANCIAL SERVICES INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 31 -->
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PERELMAN-CARLEY
  &amp; ASSOCIATES INC in the name of PERELMAN-CARLEY &amp; ASSOCIATES INC at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PERSHING LLC in
  the name of PERSHING LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PERSHING LLC in
  the name of PERSHING LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PERSHING LLC in
  the name of PERSHING LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PERSHING LLC in
  the name of PERSHING LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PFSI FBO KENNETH
  F TROFATTER R/O IRA in the name of PFSI FBO KENNETH F TROFATTER R/O IRA at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CHRISTOPHER JOHN
  PHILPOT in the name of CHRISTOPHER JOHN PHILPOT at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RALPH POGUE in
  the name of RALPH POGUE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 32 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to WILLIAM R POTTS
  in the name of WILLIAM R POTTS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DELAWARE CHARTER
  GUARANTEE &amp; TRU CO in the name of DELAWARE CHARTER GUARANTEE &amp; TRU CO at 7.81 per share as a shareholder in the Preferred
  Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to R DAVID PRESTON
  in the name of R DAVID PRESTON at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PRIMEVEST FINANCIAL
  SERVICES INC in the name of PRIMEVEST FINANCIAL SERVICES INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PRIVATBANK IHAG
  ZURICH AG in the name of PRIVATBANK IHAG ZURICH AG at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JPMORGAN CHASE
  BANK ROTH CUST IRA OF in the name of JPMORGAN CHASE BANK ROTH CUST IRA OF at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to KAYLEE PUSTI in
  the name of KAYLEE PUSTI at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to QTRADE SECURITIES
  INC in the name of QTRADE SECURITIES INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 33 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RAYMOND JAMES
  &amp; ASSOCIATES in the name of RAYMOND JAMES &amp; ASSOCIATES at 7.81 per share as a shareholder in the Preferred Exchange and
  Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the
  Exchange and Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RBC DOMINION SECURITIES
  INC in the name of RBC DOMINION SECURITIES INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RENTA 4 SOCIEDAD
  DE in the name of RENTA 4 SOCIEDAD DE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JOSE V RESTREPO
  TOD ON FILE in the name of JOSE V RESTREPO TOD ON FILE at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to STEVEN W. RICH
  in the name of STEVEN W. RICH at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ROBERT W BAIRD
  &amp; CO in the name of ROBERT W BAIRD &amp; CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to THOMAS C ROSE
  in the name of THOMAS C ROSE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 34 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
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  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MARCO ROTERT in
  the name of MARCO ROTERT at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to TIMOTHY ROTH in
  the name of TIMOTHY ROTH at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  FBO in the name of NFS CO CUST IRA FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CHRIS SCIBELLI
  in the name of CHRIS SCIBELLI at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SCOTIA CAPITAL
  INC in the name of SCOTIA CAPITAL INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  111 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SCOTTRADE INC
  in the name of SCOTTRADE INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $866.91 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to AUBREY SEILER
  in the name of AUBREY SEILER at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.</P>
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <!-- Field: Page; Sequence: 35 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
      <!-- Field: /Page -->
  
  <P STYLE="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">&nbsp;</P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to NFS ROLLOVER IRA FBO BUNRID in the name of NFS ROLLOVER IRA FBO BUNRID at 7.81 per
  share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value
  of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to SHARE NOMINEES LTD in the name of SHARE NOMINEES LTD at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to TOVIA SHMELTZER in the name of TOVIA SHMELTZER at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to SIGLER &amp; CO. in the name of SIGLER &amp; CO. at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to NFS CUSTODIAN ROTH IRA FBO in the name of NFS CUSTODIAN ROTH IRA FBO at 7.81 per
  share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value
  of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to BRENT J SMITH in the name of BRENT J SMITH at 7.81 per share as a shareholder in
  the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the
  anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to NFS CO CUST IRA ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81
  per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to EDWARD J SMITH in the name of EDWARD J SMITH at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font: 10pt Times New Roman, Times, Serif"></FONT></P>
  
  <!-- Field: Page; Sequence: 36 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
      <!-- Field: /Page -->
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font: 10pt Times New Roman, Times, Serif">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 1137 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to SOMERSET CAPITAL LTD in the name of SOMERSET CAPITAL LTD at 7.81 per share as a
  shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $8,879.97
  to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to SOUTHWEST SECURITIES INC in the name of SOUTHWEST SECURITIES INC at 7.81 per share
  as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of
  $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to DAVID M SPEARS in the name of DAVID M SPEARS at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to STATE STREET BANK &amp; TRUST CO in the name of STATE STREET BANK &amp; TRUST CO
  at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair
  market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based
  acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to MARLA J STAUTH in the name of MARLA J STAUTH at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to STERNE AGEE &amp; LEACH INC in the name of STERNE AGEE &amp; LEACH INC at 7.81 per
  share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value
  of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to STIFEL NICOLAUS &amp; CO in the name of STIFEL NICOLAUS &amp; CO at 7.81 per share
  as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of
  $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font: 10pt Times New Roman, Times, Serif"></FONT></P>
  
  <!-- Field: Page; Sequence: 37 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
      <!-- Field: /Page -->
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font: 10pt Times New Roman, Times, Serif">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to NFS TTEE LLGM THRIFT PLAN FBO in the name of NFS TTEE LLGM THRIFT PLAN FBO at 7.81
  per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to NFS CO CUST IRA ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81
  per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to SWISS AMERICAN SECURITIES INC in the name of SWISS AMERICAN SECURITIES INC at 7.81
  per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to SWISS AMERICAN SECURITIES INC in the name of SWISS AMERICAN SECURITIES INC at 7.81
  per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to SWISS AMERICAN SECURITIES INC in the name of SWISS AMERICAN SECURITIES INC at 7.81
  per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to SWISS AMERICAN SECURITIES INC in the name of SWISS AMERICAN SECURITIES INC at 7.81
  per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to DEANE W TABER in the name of DEANE W TABER at 7.81 per share as a shareholder in
  the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the
  anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font: 10pt Times New Roman, Times, Serif"></FONT></P>
  
  <!-- Field: Page; Sequence: 38 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
      <!-- Field: /Page -->
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font: 10pt Times New Roman, Times, Serif">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to AG TAFLIAFERRO TTEE ANAREIDA N in the name of AG TAFLIAFERRO TTEE ANAREIDA N at
  7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to L JEANNE TANNER in the name of L JEANNE TANNER at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to CONNIE TANNER in the name of CONNIE TANNER at 7.81 per share as a shareholder in
  the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the
  anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to PANITNAN TANTAPAKUL in the name of PANITNAN TANTAPAKUL at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to LYNDA TAN in the name of LYNDA TAN at 7.81 per share as a shareholder in the Preferred
  Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to KEITH BARRY TAYLOR in the name of KEITH BARRY TAYLOR at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to TD AMERITRADE CLEARING INC in the name of TD AMERITRADE CLEARING INC at 7.81 per
  share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value
  of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to BASEL A TEFFAHA in the name of BASEL A TEFFAHA at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font: 10pt Times New Roman, Times, Serif"></FONT></P>
  
  <!-- Field: Page; Sequence: 39 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
      <!-- Field: /Page -->
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font: 10pt Times New Roman, Times, Serif">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to MARK A TELLINGER in the name of MARK A TELLINGER at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to TERRA NOVA FINANCIAL LLC in the name of TERRA NOVA FINANCIAL LLC at 7.81 per share
  as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of
  $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to NFS CUST ROTH IRA FBO in the name of NFS CUST ROTH IRA FBO at 7.81 per share as
  a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00
  to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to JOHN ALFRED TETZLAFF in the name of JOHN ALFRED TETZLAFF at 7.81 per share as a
  shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00
  to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to ROBERT THOMAS in the name of ROBERT THOMAS at 7.81 per share as a shareholder in
  the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the
  anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to NFS CO CUST IRA ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81
  per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to NFS CO CUST IRA ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81
  per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font: 10pt Times New Roman, Times, Serif"></FONT></P>
  
  <!-- Field: Page; Sequence: 40 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
      <!-- Field: /Page -->
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font: 10pt Times New Roman, Times, Serif">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to NFS CO CUST IRA FBO in the name of NFS CO CUST IRA FBO at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to ADRIAN JERMAINE THOMPSON in the name of ADRIAN JERMAINE THOMPSON at 7.81 per share
  as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of
  $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to DIANA THORNOCK in the name of DIANA THORNOCK at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to ROANA THORNOCK in the name of ROANA THORNOCK at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to RYAN R TURRI in the name of RYAN R TURRI at 7.81 per share as a shareholder in the
  Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to UBS FINANCIAL SERVICES in the name of UBS FINANCIAL SERVICES at 7.81 per share as
  a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00
  to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to UBS FINANCIAL SERVICES INC in the name of UBS FINANCIAL SERVICES INC at 7.81 per
  share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value
  of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font: 10pt Times New Roman, Times, Serif"></FONT></P>
  
  <!-- Field: Page; Sequence: 41 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
      <!-- Field: /Page -->
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font: 10pt Times New Roman, Times, Serif">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to UBS SECURITIES LLC in the name of UBS SECURITIES LLC at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to UNION SECURITIES LTD in the name of UNION SECURITIES LTD at 7.81 per share as a
  shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00
  to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to UNION VALOREN AG in the name of UNION VALOREN AG at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to HILLIARD LYONS C/F in the name of HILLIARD LYONS C/F at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to US BANCORP INVESTMENTS INC. in the name of US BANCORP INVESTMENTS INC. at 7.81 per
  share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value
  of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to USAA INVESTMENT MANAGEMENT CO in the name of USAA INVESTMENT MANAGEMENT CO at 7.81
  per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to RICHARD L VANDENBERGH in the name of RICHARD L VANDENBERGH at 7.81 per share as
  a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00
  to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font: 10pt Times New Roman, Times, Serif"></FONT></P>
  
  <!-- Field: Page; Sequence: 42 -->
      <DIV STYLE="margin-top: 12pt; margin-bottom: 6pt; border-bottom: Black 2pt solid"><P STYLE="margin-top: 0pt; text-align: center; margin-bottom: 0pt; font: 10pt Times New Roman, Times, Serif">&nbsp;</P></DIV>
      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
      <!-- Field: /Page -->
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font: 10pt Times New Roman, Times, Serif">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to VANGUARD BROKERAGE SERVICES in the name of VANGUARD BROKERAGE SERVICES at 7.81 per
  share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value
  of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to VANGUARD BROKERAGE SERVICES in the name of VANGUARD BROKERAGE SERVICES at 7.81 per
  share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value
  of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to VANGUARD BROKERAGE SERVICES in the name of VANGUARD BROKERAGE SERVICES at 7.81 per
  share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value
  of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to WACHOVIA SECURITIES LLC in the name of WACHOVIA SECURITIES LLC at 7.81 per share
  as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of
  $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to KENNETH WALDNER in the name of KENNETH WALDNER at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to AMY WATSON in the name of AMY WATSON at 7.81 per share as a shareholder in the Preferred
  Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to WELLS FARGO INVESTMENTS LLC in the name of WELLS FARGO INVESTMENTS LLC at 7.81 per
  share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value
  of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to DWONE WILLIAMS in the name of DWONE WILLIAMS at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font: 10pt Times New Roman, Times, Serif"></FONT></P>
  
  <!-- Field: Page; Sequence: 43 -->
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      <DIV STYLE="page-break-before: always; margin-top: 6pt; margin-bottom: 6pt"><P STYLE="margin: 0pt">&nbsp;</P></DIV>
      <!-- Field: /Page -->
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font: 10pt Times New Roman, Times, Serif">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to AMY WINE in the name of AMY WINE at 7.81 per share as a shareholder in the Preferred
  Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to DALE WORRELL AND in the name of DALE WORRELL AND at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to RICHARD MICHAEL WRAY in the name of RICHARD MICHAEL WRAY at 7.81 per share as a
  shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00
  to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to TIMOTHY C WRIGHT in the name of TIMOTHY C WRIGHT at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to RYAN YAMNIUK in the name of RYAN YAMNIUK at 7.81 per share as a shareholder in the
  Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to DANIEL J YECKLEY in the name of DANIEL J YECKLEY at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to EPHIREM YEGEZU in the name of EPHIREM YEGEZU at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font: 10pt Times New Roman, Times, Serif"></FONT></P>
  
  <!-- Field: Page; Sequence: 44 -->
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  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font: 10pt Times New Roman, Times, Serif">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to ANTHONY M ZELISKO &amp; in the name of ANTHONY M ZELISKO &amp; at 7.81 per share
  as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of
  $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <TABLE CELLSPACING="0" CELLPADDING="0" STYLE="width: 100%; font-size: 10pt">
  <TR STYLE="vertical-align: top">
      <TD STYLE="width: 0.9in"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt"><B>Item 3.03 </B></FONT></TD>
      <TD><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt"><B>Material Modification to Rights of Security
      Holders</B></FONT></TD></TR>
  </TABLE>
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt"><B>&nbsp;</B></FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font: 10pt Times New Roman, Times, Serif"><B>Conversion
  of Series A Preferred Stock</B></FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">The
  Holders of the Series A Preferred Stock shall be entitled the percentage of the ownership of the Company on a fully-diluted basis
  and without the payment of additional consideration by the Holder thereof, at any time, based on the following calculation, subject
  to adjustment as provided in Section 6 of this Designation.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <TABLE CELLPADDING="0" CELLSPACING="0" STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin-top: 0; margin-bottom: 6pt; width: 100%"><TR STYLE="vertical-align: top; text-align: justify">
  <TD STYLE="width: 35pt; text-align: right"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt"></FONT></TD><TD STYLE="width: 20pt"></TD><TD STYLE="text-align: justify"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&ldquo;Controlling
  Class Divisor&rdquo; shall mean and be fixed at 2.5.</FONT></TD>
  </TR></TABLE>
  
  <TABLE CELLPADDING="0" CELLSPACING="0" STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin-top: 0; margin-bottom: 6pt; width: 100%"><TR STYLE="vertical-align: top; text-align: justify">
  <TD STYLE="width: 35pt; text-align: right"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt"></FONT></TD><TD STYLE="width: 20pt"></TD><TD STYLE="text-align: justify"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&ldquo;Preferred
  Class Conversion&rdquo; shall equal to Controlling Class Divisor * 5,000,000 * percentage of total Common Stock outstanding owned</FONT></TD>
  </TR></TABLE>
  
  <TABLE CELLPADDING="0" CELLSPACING="0" STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin-top: 0; margin-bottom: 6pt; width: 100%"><TR STYLE="vertical-align: top; text-align: justify">
  <TD STYLE="width: 35pt; text-align: right"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt"></FONT></TD><TD STYLE="width: 20pt"></TD><TD STYLE="text-align: justify"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&ldquo;Total
  Preferred Stock Conversion&rdquo; shall equal to (((total number of Common Stock outstanding*(1/(1&ndash;percentage of total number
  of Series A Preferred Stock outstanding)))) &ndash;total number of Common Stock outstanding)</FONT></TD>
  </TR></TABLE>
  
  <TABLE CELLPADDING="0" CELLSPACING="0" STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin-top: 0; margin-bottom: 6pt; width: 100%"><TR STYLE="vertical-align: top; text-align: justify">
  <TD STYLE="width: 35pt; text-align: right"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt"></FONT></TD><TD STYLE="width: 20pt"></TD><TD STYLE="text-align: justify"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&ldquo;Conversion
  Rate&rdquo; shall equal to ((Total number of Series A Preferred Stock owned/(Total number of Preferred Shares issued)) * Total
  Preferred Stock Conversion)</FONT></TD>
  </TR></TABLE>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0 0pt 0.5in"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">For
  the sake of clarify, each share of Series A Preferred Stock shall be converted into shares of Common Stock at the Conversion Rate
  defined above.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt"><B>Voting
  Rights</B></FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">Except
  as otherwise required by law or expressly provided herein, each share of Series A Preferred Stock shall be entitled to vote on
  all matters (except election or removal of directors of the Corporation) submitted or required to be submitted to a vote of the
  stockholders of the Corporation and shall be entitled to such number of votes equivalent to the number of Common Stock on a fully-diluted
  basis, at the record date for the determination of stockholders entitled to vote on such matters or, if no such record date is
  established, at the date such vote is taken or any written consent of stockholders is solicited. In each such case, except as
  otherwise required by law or expressly provided herein, the holders of shares of Series A Preferred Stock and Common Stock shall
  vote together and not as separate classes.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt"><B>Liquidation</B></FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">Upon
  any liquidation, dissolution or winding-up of the Corporation, whether voluntary or involuntary (a &ldquo;Liquidation&rdquo;),
  for each share of Series A Preferred Stock, the Holders shall not be entitled to receive any amount out of the assets, whether
  capital or surplus, of the Corporation.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font: 10pt Times New Roman, Times, Serif"></FONT></P>
  
  <!-- Field: Page; Sequence: 45 -->
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  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font: 10pt Times New Roman, Times, Serif">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt"><B>Certain
  Adjustments</B></FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0 0pt 0.5in"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">a)
  <B>Stock Dividends and Stock Splits</B> If the Corporation, at any time while the Series A Preferred Stock is outstanding: (i)
  pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock or any other Common
  Stock Equivalents on shares of Common Stock, (ii) subdivides outstanding shares of Common Stock into a larger number of shares,
  (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares,
  or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Corporation,
  then the Vote Multiplier shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock
  (excluding any treasury shares of the Corporation) outstanding immediately after such event, and of which the denominator shall
  be the number of shares of Common Stock outstanding immediately before such event. Any adjustment made pursuant to this Section
  6(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend
  or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0 0pt 0.5in"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0 0pt 0.5in"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">b)
  <B>Calculations</B> All calculations under this Section 7 shall be made to the nearest cent or the nearest 1/100th of a share,
  as the case may be. For purposes of this Section 7, the number of shares of Common Stock deemed to be issued and outstanding as
  of a given date shall be the sum of the number of shares of Common Stock (excluding any treasury shares of the Corporation) issued
  and outstanding.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0 0pt 0.5in"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt"><B>Redemption</B></FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">The
  Series A Preferred Stock may be redeemed by the Corporation at a redemption price to be mutually agreed upon by and between the
  Holder and the Company, subject to other terms and conditions of such redemption agreement thereof.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt"><B>Anti-dilution</B></FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">Series
  A Preferred Stock shall not be diluted or be caused to the same effect by any issuance of other class of common stock, preferred
  stock, options, warrants or convertible securities.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0; text-align: center"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt"><B>SIGNATURES
  </B></FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0; text-align: center"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0; text-indent: 22.5pt"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">Pursuant
  to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf
  by the undersigned hereunto duly authorized.</FONT></P>
  
  <P STYLE="font: 10pt Arial, Helvetica, Sans-Serif; margin: 0pt 0; text-indent: 22.5pt"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></P>
  
  <TABLE CELLSPACING="0" CELLPADDING="0" STYLE="width: 100%; font-size: 10pt">
  <TR STYLE="vertical-align: top">
      <TD><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></TD>
      <TD COLSPAN="2"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt"><B>NCM
      FINANCIAL, INC.</B></FONT></TD></TR>
  <TR STYLE="vertical-align: top">
      <TD><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></TD>
      <TD COLSPAN="2"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></TD></TR>
  <TR STYLE="vertical-align: top">
      <TD STYLE="width: 58%; padding-bottom: 8pt"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></TD>
      <TD STYLE="width: 3%; padding-bottom: 8pt"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">By:</FONT></TD>
      <TD STYLE="width: 39%; border-bottom: black 1pt solid; padding-bottom: 8pt"><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt"><I>/s/
      Michael Noel</I></FONT></TD></TR>
  <TR STYLE="vertical-align: top">
      <TD><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">Dated: <I>August 7, 2017</I></FONT></TD>
      <TD><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></TD>
      <TD><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">Michael Noel</FONT></TD></TR>
  <TR STYLE="vertical-align: top">
      <TD>&nbsp;</TD>
      <TD>&nbsp;</TD>
      <TD>&nbsp;</TD></TR>
  <TR STYLE="vertical-align: top">
      <TD><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></TD>
      <TD><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">&nbsp;</FONT></TD>
      <TD><FONT STYLE="font-family: Times New Roman, Times, Serif; font-size: 10pt">Chief Executive
      Officer and Director (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer).</FONT></TD></TR>
  </TABLE>
  
  
  <P STYLE="margin: 0">&nbsp;</P>
  
  <P STYLE="margin: 0"></P>
  
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metadata_documents: [{"type": "8-K", "sequence": "1", "filename": "ncm8k080517.htm", "secsgml_size_bytes": 271669}]
metadata_filer: {"company-data": {"conformed-name": "NCM Financial", "cik": "0001530983", "assigned-sic": "7372", "irs-number": "204859853", "state-of-incorporation": "TX", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "333-193160", "film-number": "171010000"}, "business-address": {"street1": "2101 CEDAR SPRINGS ROAD, SUITE 1050", "city": "DALLAS", "state": "TX", "zip": "75201", "phone": "1-800-686-3259"}, "mail-address": {"street1": "2101 CEDAR SPRINGS ROAD, SUITE 1050", "city": "DALLAS", "state": "TX", "zip": "75201"}}
text: As filed with the Securities and Exchange
  Commission on August 7, 2017
  Registration No. 333-193160
  UNITED STATES
  SECURITIES AND EXCHANGE COMMISSION
  Washington, D.C. 20549
  Form 8-K
  Current Report
  Pursuant to Section 13 or 15(d) of The
  Securities Exchange Act of 1934
  NCM Financial, Inc.
  (Exact Name of Small Business Issuer in
  its Charter)
  Texas
  7372
  20-4859853
  (State or other Jurisdiction of
  Incorporation)
  (Primary Standard
  Classification Code)
  (IRS Employer
  Identification No.)
  Rosewood Court 2101 Cedar
  Springs Road,
  Suite 1050
  Dallas, TX 75201
  Tel. No.: 800-686-3259
  (Address and Telephone Number of Registrant's
  Principal
  Executive Offices and Principal Place of
  Business)
  Check the appropriate box below if the Form 8-K filing is intended
  to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (
  see
  General Instruction
  A.2. below):
  ☐
  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
  ☐
  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
  ☐
  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
  ☐
  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)
  Item 3.02
  Unregistered Sales of Equity Securities.
  Preferred Exchange and Registration Rights Agreement
  Exchange
  The Effective date of July
  20, 2016, upon the terms and subject to the conditions of this Agreement, shareholders of common stock in the
  EXCHANGE
  AND REGISTRATION RIGHTS AGREEMENT
  shall exchange the two year anti-dilution rights with and into the Company (the "Exchange")
  in accordance with the Texas Statutes. At the Effective Time, the separate existence of the anti-dilution rights of common shareholders
  in the
  EXCHANGE AND REGISTRATION RIGHTS AGREEMENT
  of NCM Financial, INC shall cease
  and NCM Financial, Inc. shall retain the rights in the surviving corporation in the exchange (the "Surviving Corporation").
  Total Exchange Consideration
  The total consideration
  to be paid to the Shareholders in connection with the Exchange (the "Total Exchange Consideration") shall be the issuance
  of restricted shares of preferred stock "Series A" of NCM Financial, Inc. based on the dilution factor of the capital
  raise with a minimum of 100 shares down to the beneficial holder level. To Clarify, each common shareholder of NCM Financial, INC
  in the
  EXCHANGE AND REGISTRATION RIGHTS AGREEMENT
  will be issued a minimum of 100
  restricted shares of Preferred Stock of NCM Financial, Inc., par value $5.00 per share (the "NCM Financial Inc. Preferred
  Shares"), to the Shareholders on the Closing Date represented by the shareholder list in the
  EXCHANGE
  AND REGISTRATION RIGHTS AGREEMENT
  . Each new shareholder of NCM Financial, Inc. has the right to register the preferred stock
  following the required holding period following the execution date of the
  PREFERRED EXCHANGE
  AND REGISTRATION RIGHTS AGREEMENT.
  Shareholder's Rights
  Upon Exchange
  Upon consummation of the
  Exchange, the Shareholders shall cease to have any rights with respect to the two year anti-dilution rights of NCM Financial, INC.
  which theretofore represented shares of NCM Financial, Inc., and, subject to applicable laws and this Agreement, shall only have
  the right to receive their pro rata share of the Total Exchange Consideration, including their pro rata share of the number of
  NCM Financial, Inc. Preferred Class Series A Shares into which the anti-dilution rights have been exchanged pursuant to this Agreement
  and the Exchange.
  Surrender of Anti-Dilution
  Rights
  In connection with the Closing,
  upon receipt of notice from the Company and Somerset Capital Ltd. of the Effective Time, the Shareholders in
  EXCHANGE
  AND REGISTRATION RIGHTS AGREEMENT
  shall surrender the two year anti-dilution rights for each common shareholder. Effectively
  following the execution of the PREFERRED EXCHANGE AND REGISTRATION RIGHTS AGREEMENT, each outstanding common class A shareholder
  with anti-dilutive rights granted in the EXCHANGE AND REIGSTRATION RIGHTS AGREEMENT after the Effective Time shall be deemed for
  all purposes to evidence only the right to receive the Total Exchange Consideration set forth herein.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to LEVENT AKDUMAN
  in the name of LEVENT AKDUMAN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ALPHA CAPITAL
  AG in the name of ALPHA CAPITAL AG at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ALPINE SECURITIES
  CORP in the name of ALPINE SECURITIES CORP at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CHARLES N ALWORTH
  in the name of CHARLES N ALWORTH at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to AMERICAN ENTERPRISE
  INVESTMENT SERVICES in the name of AMERICAN ENTERPRISE INVESTMENT SERVICES at 7.81 per share as a shareholder in the Preferred
  Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RAYMOND C ARNOLD
  in the name of RAYMOND C ARNOLD at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ASCO NOMINEES
  LIMITED in the name of ASCO NOMINEES LIMITED at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GEORGE W AUCLAIR
  JR in the name of GEORGE W AUCLAIR JR at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NEAL I AZROLAN
  in the name of NEAL I AZROLAN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JACOB BAKKER in
  the name of JACOB BAKKER at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to BANKINTER SA in
  the name of BANKINTER SA at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SCOTT M BARROW
  in the name of SCOTT M BARROW at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SOURBH BAWEJA
  in the name of SOURBH BAWEJA at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JOHN HOUSTON BEEBE
  in the name of JOHN HOUSTON BEEBE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JOSEPH D BELL
  JR in the name of JOSEPH D BELL JR at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CUSTODIAN
  SIMPLE TIME RECORDERS in the name of NFS CUSTODIAN SIMPLE TIME RECORDERS at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  SEPP FBO in the name of NFS CO CUST IRA SEPP FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to BMO NESBITT BURNS
  INC in the name of BMO NESBITT BURNS INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to BNP PARIBAS SECURITIES
  CORP. in the name of BNP PARIBAS SECURITIES CORP. at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to FRITZ BOOTHE &
  in the name of FRITZ BOOTHE & at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to LAUREN MICHELLE
  BOUCHER in the name of LAUREN MICHELLE BOUCHER at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HILLIARD LYONS
  C/F in the name of HILLIARD LYONS C/F at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ROGER N BOWMER
  in the name of ROGER N BOWMER at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to AMBER BOYD in
  the name of AMBER BOYD at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to BARBARA A BOYK
  in the name of BARBARA A BOYK at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CUSTODIAN
  ROTH IRA FBO in the name of NFS CUSTODIAN ROTH IRA FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JASON BRANDI in
  the name of JASON BRANDI at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to BROWN BROTHERS
  HARRIMAN & CO in the name of BROWN BROTHERS HARRIMAN & CO at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to LOREN BROWN in
  the name of LOREN BROWN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DAVID BROWN in
  the name of DAVID BROWN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ALBERTO BUCKERIDGE
  in the name of ALBERTO BUCKERIDGE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CUSTODIAN
  ROTH IRA FBO in the name of NFS CUSTODIAN ROTH IRA FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to C EDWARD VENERABLE
  in the name of C EDWARD VENERABLE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CAIXA BANCO DE
  in the name of CAIXA BANCO DE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CAIXA BANCO DE
  in the name of CAIXA BANCO DE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to KI SUN CALAMIA
  in the name of KI SUN CALAMIA at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to WELLS FARGO INVESTMENTS
  in the name of WELLS FARGO INVESTMENTS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GUY A CALAMIA
  & in the name of GUY A CALAMIA & at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CANACCORD CAPITAL
  CORPORATION in the name of CANACCORD CAPITAL CORPORATION at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS TTEE TN VALLEY
  AUTHORITY 401K in the name of NFS TTEE TN VALLEY AUTHORITY 401K at 7.81 per share as a shareholder in the Preferred Exchange and
  Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the
  Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CDS & CO in
  the name of CDS & CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CEDE & CO
  in the name of CEDE & CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CEEBO CORPORATION
  in the name of CEEBO CORPORATION at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CHARLES SCHWAB
  & CO INC in the name of CHARLES SCHWAB & CO INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO TTEE FRP
  PA A/C SNPS LLC FBO in the name of NFS CO TTEE FRP PA A/C SNPS LLC FBO at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CIBC OPPENHEIMER
  CORP in the name of CIBC OPPENHEIMER CORP at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CITIGROUP GLOBAL
  MARKETS INC in the name of CITIGROUP GLOBAL MARKETS INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to COMMERZBANK AG
  in the name of COMMERZBANK AG at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ROBERT W CONNELL
  in the name of ROBERT W CONNELL at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS ROTH IRA FBO
  in the name of NFS ROTH IRA FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ROBERT CHRISTOPHE
  COSTELLO in the name of ROBERT CHRISTOPHE COSTELLO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to LISA R COVAL in
  the name of LISA R COVAL at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MARK CROSSEN in
  the name of MARK CROSSEN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DALE FINANCIAL
  CONSULTING GROUP in the name of DALE FINANCIAL CONSULTING GROUP at 7.81 per share as a shareholder in the Preferred Exchange and
  Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the
  Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DONATO W DANZI
  in the name of DONATO W DANZI at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PENSON FINANCIAL
  SERVICES CANADA INC in the name of PENSON FINANCIAL SERVICES CANADA INC at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JIM DELUTES in
  the name of JIM DELUTES at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PAUL J DEMOPOULOS
  in the name of PAUL J DEMOPOULOS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DESJARDINS SECURITIES
  INC in the name of DESJARDINS SECURITIES INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DESJARDINS SECURITIES
  INC in the name of DESJARDINS SECURITIES INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DANIEL R DILLON
  in the name of DANIEL R DILLON at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MARK DOORNBOS
  in the name of MARK DOORNBOS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to BILLY L DOVE in
  the name of BILLY L DOVE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CUST ROTH
  IRA FBO in the name of NFS CUST ROTH IRA FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DOWNSHIRE CAPITAL
  INC. in the name of DOWNSHIRE CAPITAL INC. at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DUNDEE SECURITIES
  CORPORATION in the name of DUNDEE SECURITIES CORPORATION at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to E*TRADE CAPITAL
  MARKETS LLC in the name of E*TRADE CAPITAL MARKETS LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to E*TRADE CLEARING
  LLC in the name of E*TRADE CLEARING LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to EDWARD D. JONES
  & CO in the name of EDWARD D. JONES & CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to STEVEN M EISCHEN
  in the name of STEVEN M EISCHEN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RICHARD M ENGEMAN
  in the name of RICHARD M ENGEMAN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to EQUITILINK LLC
  in the name of EQUITILINK LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GREGG N FARRAR
  in the name of GREGG N FARRAR at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ANTONIO FAZZARI
  in the name of ANTONIO FAZZARI at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PETER FICZERE
  in the name of PETER FICZERE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NICK FINA in the
  name of NICK FINA at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized
  the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock
  based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to FIRST CLEARING
  LLC in the name of FIRST CLEARING LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to FIRST CLEARING
  LLC in the name of FIRST CLEARING LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to FISERV TRUST COMPANY
  in the name of FISERV TRUST COMPANY at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to STATE STREET BANK
  TTEE CINGULAR in the name of STATE STREET BANK TTEE CINGULAR at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DAISY FLORES in
  the name of DAISY FLORES at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HUMBERTO FLORES
  in the name of HUMBERTO FLORES at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to FORTIS BANK (NETHERLAND)
  NV in the name of FORTIS BANK (NETHERLAND) NV at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to FORTIS BANK (NETHERLAND)
  NV in the name of FORTIS BANK (NETHERLAND) NV at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RICHARD GALANTE
  in the name of RICHARD GALANTE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MLPF & S CUST
  FPO RICHARD GALANTE in the name of MLPF & S CUST FPO RICHARD GALANTE at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MORGAN STANLEY
  INC in the name of MORGAN STANLEY INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to J. PETER GARTHWAITE
  in the name of J. PETER GARTHWAITE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GERLACH &
  CO in the name of GERLACH & CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GERLACH &
  CO in the name of GERLACH & CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GERLACH &
  CO in the name of GERLACH & CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GERLACH &
  CO in the name of GERLACH & CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RENE C GIARD in
  the name of RENE C GIARD at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GOLDMAN SACHS
  EXECUTION & CLEARING LP in the name of GOLDMAN SACHS EXECUTION & CLEARING LP at 7.81 per share as a shareholder in the
  Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GOLDMAN SACHS
  EXECUTION & CLEARING LP in the name of GOLDMAN SACHS EXECUTION & CLEARING LP at 7.81 per share as a shareholder in the
  Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GOLDMAN SACHS
  EXECUTION & CLEARING LP in the name of GOLDMAN SACHS EXECUTION & CLEARING LP at 7.81 per share as a shareholder in the
  Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GOLDMAN SACHS
  EXECUTION & CLEARING LP in the name of GOLDMAN SACHS EXECUTION & CLEARING LP at 7.81 per share as a shareholder in the
  Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to VICTOR A GOLDSTEIN
  in the name of VICTOR A GOLDSTEIN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DANA GORBAHN in
  the name of DANA GORBAHN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to KENNETH L GREGORY
  in the name of KENNETH L GREGORY at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to J ROBERT GROVES
  in the name of J ROBERT GROVES at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GUNDYCO in the
  name of GUNDYCO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized
  the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock
  based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GUNDYCO in the
  name of GUNDYCO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized
  the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock
  based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to H&R BLOCK
  FINANCIAL ADVISORS in the name of H&R BLOCK FINANCIAL ADVISORS at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PRUDENTIAL BANK
  & TRUST FSB IRA in the name of PRUDENTIAL BANK & TRUST FSB IRA at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HARE & CO
  in the name of HARE & CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HARE & CO
  in the name of HARE & CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HARE & CO
  in the name of HARE & CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HARE & CO
  in the name of HARE & CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HARE & CO
  in the name of HARE & CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HARE & CO
  in the name of HARE & CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RICHARD HERB in
  the name of RICHARD HERB at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PAUL HESS &
  in the name of PAUL HESS & at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to TREVOR HOSKINS
  in the name of TREVOR HOSKINS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HSBC TRINKAUS
  & BURKHARDT KGAA in the name of HSBC TRINKAUS & BURKHARDT KGAA at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HSBC SECURITIES
  (CANADA) INC in the name of HSBC SECURITIES (CANADA) INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ICCREA BANCA SPA
  in the name of ICCREA BANCA SPA at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SUSAN A ICKES
  in the name of SUSAN A ICKES at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to INCORE BANK AG
  in the name of INCORE BANK AG at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ING BELGIUM SA/NV
  in the name of ING BELGIUM SA/NV at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ING BANK GLOBAL
  CUSTODY NV in the name of ING BANK GLOBAL CUSTODY NV at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to INTERACTIVE BROKERS
  LLC in the name of INTERACTIVE BROKERS LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to INVESTOR COMPANY
  in the name of INVESTOR COMPANY at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to INVESTOR COMPANY
  in the name of INVESTOR COMPANY at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CLAUDE JAQUEMOT
  in the name of CLAUDE JAQUEMOT at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MATTHEW JANES
  in the name of MATTHEW JANES at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to THOMAS J JANIK
  in the name of THOMAS J JANIK at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JANNEY MONTGOMERY
  SCOTT LLC in the name of JANNEY MONTGOMERY SCOTT LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JEFCO in the name
  of JEFCO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized
  the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock
  based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MARTHA E JENKINS
  in the name of MARTHA E JENKINS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to THOMAS H JOHNSON
  in the name of THOMAS H JOHNSON at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to BETH C JOHNSON
  in the name of BETH C JOHNSON at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SUNIL KANKURE
  in the name of SUNIL KANKURE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PETER KENNEDY
  in the name of PETER KENNEDY at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to WILLIAM MORRIS
  KING JR in the name of WILLIAM MORRIS KING JR at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to BRIAN K KISTLER
  in the name of BRIAN K KISTLER at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to BETH L KOROTKIN
  in the name of BETH L KOROTKIN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ROLF KUHN in the
  name of ROLF KUHN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized
  the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock
  based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RONALD C LAMB
  in the name of RONALD C LAMB at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to LANC FAMILY PARTNERS
  LP in the name of LANC FAMILY PARTNERS LP at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to FRANCOIS LAPORTE
  in the name of FRANCOIS LAPORTE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to LARKO in the name
  of LARKO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized
  the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock
  based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JEFFERY H LEE
  in the name of JEFFERY H LEE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  FBO in the name of NFS CO CUST IRA FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  FBO in the name of NFS CO CUST IRA FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to THOMAS A LEWIS
  CUST in the name of THOMAS A LEWIS CUST at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to THOMAS A LEWIS
  CUST in the name of THOMAS A LEWIS CUST at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to THOMAS A LEWIS
  in the name of THOMAS A LEWIS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to COLIN LIM in the
  name of COLIN LIM at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized
  the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock
  based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to THOMAS LOCKERBIE
  in the name of THOMAS LOCKERBIE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SCOTT J LYFTOGT
  in the name of SCOTT J LYFTOGT at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MADISON &
  WALL WORLDWIDE INC in the name of MADISON & WALL WORLDWIDE INC at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MAGID & CO
  in the name of MAGID & CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CUSTODIAN
  ROTH IRA FBO in the name of NFS CUSTODIAN ROTH IRA FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to TERRY E MALIN
  in the name of TERRY E MALIN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to R WILLIAM MANNING
  in the name of R WILLIAM MANNING at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JACK MANZI in
  the name of JACK MANZI at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PANKAJ MARATHE
  in the name of PANKAJ MARATHE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to WARREN MARKS in
  the name of WARREN MARKS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SCOTT ARNOLD MARTIN
  in the name of SCOTT ARNOLD MARTIN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MICHAEL A MATRONE
  in the name of MICHAEL A MATRONE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS IRA FBO ROBERT
  J MATTEIS in the name of NFS IRA FBO ROBERT J MATTEIS at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GEMMA MATTHEWS
  in the name of GEMMA MATTHEWS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JOHN D MCCLOSKEY
  in the name of JOHN D MCCLOSKEY at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to WALTER MCGOWAN
  in the name of WALTER MCGOWAN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to STEPHEN MCKAY
  in the name of STEPHEN MCKAY at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to KENNETH MCKINNY
  in the name of KENNETH MCKINNY at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to GILBERT MCWHIRTER
  in the name of GILBERT MCWHIRTER at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RAUL MELECIO in
  the name of RAUL MELECIO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MERRILL LYNCH
  PIERCE FENNER & SMITH INC in the name of MERRILL LYNCH PIERCE FENNER & SMITH INC at 7.81 per share as a shareholder in
  the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the
  anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MERRILL LYNCH
  PIERCE FENNER & SMITH INC in the name of MERRILL LYNCH PIERCE FENNER & SMITH INC at 7.81 per share as a shareholder in
  the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the
  anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MESIROW FINANCIAL
  INC in the name of MESIROW FINANCIAL INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PAUL R METIVIER
  in the name of PAUL R METIVIER at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CUSTODIAN
  SIMPLE PAUL R METIVIER in the name of NFS CUSTODIAN SIMPLE PAUL R METIVIER at 7.81 per share as a shareholder in the Preferred
  Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to LORI METZGER in
  the name of LORI METZGER at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HILLIARD LYONS
  C/F in the name of HILLIARD LYONS C/F at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DARYL W MICHAELS
  in the name of DARYL W MICHAELS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to EDWARD R MIERS
  in the name of EDWARD R MIERS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MORGAN KEEGAN
  & CO INC in the name of MORGAN KEEGAN & CO INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MORGAN STANLEY
  INC in the name of MORGAN STANLEY INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MORGAN STANLEY
  INC in the name of MORGAN STANLEY INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MORGAN STANLEY
  INC in the name of MORGAN STANLEY INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MORGAN STANLEY
  INC in the name of MORGAN STANLEY INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS TTEE EQUISTAR
  NONREPRESENTED in the name of NFS TTEE EQUISTAR NONREPRESENTED at 7.81 per share as a shareholder in the Preferred Exchange and
  Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the
  Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS TTEE UPS/IPA
  401K SAVINGS PLAN in the name of NFS TTEE UPS/IPA 401K SAVINGS PLAN at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NATIONAL FINANCIAL
  SERVICES LLC in the name of NATIONAL FINANCIAL SERVICES LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NATIXIS BLEICHROEDER
  INC in the name of NATIXIS BLEICHROEDER INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NBCN INC. in the
  name of NBCN INC. at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized
  the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock
  based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RICK NEITENBACH
  in the name of RICK NEITENBACH at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to EMMETT A LARKIN
  CO INC in the name of EMMETT A LARKIN CO INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NEWEDGE USA LLC
  in the name of NEWEDGE USA LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to HAN N NGUYEN in
  the name of HAN N NGUYEN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to IGNATIUS NORONHA
  in the name of IGNATIUS NORONHA at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NORTH AMERICAN
  CLEARING INC in the name of NORTH AMERICAN CLEARING INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NANCY J NOYES
  in the name of NANCY J NOYES at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DENNIS J OLSON
  in the name of DENNIS J OLSON at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to OPPENHEIMER &
  CO INC in the name of OPPENHEIMER & CO INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to OPTIONSXPRESS
  INC in the name of OPTIONSXPRESS INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to OPTIONSXPRESS
  INC in the name of OPTIONSXPRESS INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to OPTIONSXPRESS
  INC in the name of OPTIONSXPRESS INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SINNADURAI PARAMADEVAN
  in the name of SINNADURAI PARAMADEVAN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SINNADURAI PARAMADEVAN
  in the name of SINNADURAI PARAMADEVAN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to BRADLEY R PARKER
  in the name of BRADLEY R PARKER at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SYLVIA PAWLYSHYN
  in the name of SYLVIA PAWLYSHYN at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PENSON FINANCIAL
  SERVICES CANADA INC in the name of PENSON FINANCIAL SERVICES CANADA INC at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PENSON FINANCIAL
  SERVICES CANADA INC in the name of PENSON FINANCIAL SERVICES CANADA INC at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PENSON FINANCIAL
  SERVICES CANADA INC in the name of PENSON FINANCIAL SERVICES CANADA INC at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PENSON FINANCIAL
  SERVICES CANADA INC in the name of PENSON FINANCIAL SERVICES CANADA INC at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PENSON FINANCIAL
  SERVICES INC in the name of PENSON FINANCIAL SERVICES INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PENSON FINANCIAL
  SERVICES INC in the name of PENSON FINANCIAL SERVICES INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PENSON FINANCIAL
  SERVICES INC in the name of PENSON FINANCIAL SERVICES INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PERELMAN-CARLEY
  & ASSOCIATES INC in the name of PERELMAN-CARLEY & ASSOCIATES INC at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PERSHING LLC in
  the name of PERSHING LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PERSHING LLC in
  the name of PERSHING LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PERSHING LLC in
  the name of PERSHING LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PERSHING LLC in
  the name of PERSHING LLC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PFSI FBO KENNETH
  F TROFATTER R/O IRA in the name of PFSI FBO KENNETH F TROFATTER R/O IRA at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CHRISTOPHER JOHN
  PHILPOT in the name of CHRISTOPHER JOHN PHILPOT at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RALPH POGUE in
  the name of RALPH POGUE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to WILLIAM R POTTS
  in the name of WILLIAM R POTTS at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to DELAWARE CHARTER
  GUARANTEE & TRU CO in the name of DELAWARE CHARTER GUARANTEE & TRU CO at 7.81 per share as a shareholder in the Preferred
  Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to R DAVID PRESTON
  in the name of R DAVID PRESTON at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PRIMEVEST FINANCIAL
  SERVICES INC in the name of PRIMEVEST FINANCIAL SERVICES INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to PRIVATBANK IHAG
  ZURICH AG in the name of PRIVATBANK IHAG ZURICH AG at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JPMORGAN CHASE
  BANK ROTH CUST IRA OF in the name of JPMORGAN CHASE BANK ROTH CUST IRA OF at 7.81 per share as a shareholder in the Preferred Exchange
  and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights
  in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to KAYLEE PUSTI in
  the name of KAYLEE PUSTI at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to QTRADE SECURITIES
  INC in the name of QTRADE SECURITIES INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RAYMOND JAMES
  & ASSOCIATES in the name of RAYMOND JAMES & ASSOCIATES at 7.81 per share as a shareholder in the Preferred Exchange and
  Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the
  Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RBC DOMINION SECURITIES
  INC in the name of RBC DOMINION SECURITIES INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to RENTA 4 SOCIEDAD
  DE in the name of RENTA 4 SOCIEDAD DE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to JOSE V RESTREPO
  TOD ON FILE in the name of JOSE V RESTREPO TOD ON FILE at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to STEVEN W. RICH
  in the name of STEVEN W. RICH at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to ROBERT W BAIRD
  & CO in the name of ROBERT W BAIRD & CO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights
  Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration
  Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to THOMAS C ROSE
  in the name of THOMAS C ROSE at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to MARCO ROTERT in
  the name of MARCO ROTERT at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to TIMOTHY ROTH in
  the name of TIMOTHY ROTH at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company
  recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement
  as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration
  Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and
  Registration Rights Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to NFS CO CUST IRA
  FBO in the name of NFS CO CUST IRA FBO at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to CHRIS SCIBELLI
  in the name of CHRIS SCIBELLI at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SCOTIA CAPITAL
  INC in the name of SCOTIA CAPITAL INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement.
  The Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  111 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to SCOTTRADE INC
  in the name of SCOTTRADE INC at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $866.91 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On July 20, 2016, the Company entered into an agreement to issue
  100 shares of its preferred stock to shareholders in the Preferred Exchange and Registration Rights Agreement to AUBREY SEILER
  in the name of AUBREY SEILER at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The
  Company recognized the fair market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights
  Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to NFS ROLLOVER IRA FBO BUNRID in the name of NFS ROLLOVER IRA FBO BUNRID at 7.81 per
  share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value
  of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to SHARE NOMINEES LTD in the name of SHARE NOMINEES LTD at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to TOVIA SHMELTZER in the name of TOVIA SHMELTZER at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to SIGLER & CO. in the name of SIGLER & CO. at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to NFS CUSTODIAN ROTH IRA FBO in the name of NFS CUSTODIAN ROTH IRA FBO at 7.81 per
  share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value
  of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to BRENT J SMITH in the name of BRENT J SMITH at 7.81 per share as a shareholder in
  the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the
  anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to NFS CO CUST IRA ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81
  per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to EDWARD J SMITH in the name of EDWARD J SMITH at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 1137 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to SOMERSET CAPITAL LTD in the name of SOMERSET CAPITAL LTD at 7.81 per share as a
  shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $8,879.97
  to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to SOUTHWEST SECURITIES INC in the name of SOUTHWEST SECURITIES INC at 7.81 per share
  as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of
  $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to DAVID M SPEARS in the name of DAVID M SPEARS at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to STATE STREET BANK & TRUST CO in the name of STATE STREET BANK & TRUST CO
  at 7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair
  market value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based
  acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to MARLA J STAUTH in the name of MARLA J STAUTH at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to STERNE AGEE & LEACH INC in the name of STERNE AGEE & LEACH INC at 7.81 per
  share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value
  of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to STIFEL NICOLAUS & CO in the name of STIFEL NICOLAUS & CO at 7.81 per share
  as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of
  $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to NFS TTEE LLGM THRIFT PLAN FBO in the name of NFS TTEE LLGM THRIFT PLAN FBO at 7.81
  per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to NFS CO CUST IRA ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81
  per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to SWISS AMERICAN SECURITIES INC in the name of SWISS AMERICAN SECURITIES INC at 7.81
  per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to SWISS AMERICAN SECURITIES INC in the name of SWISS AMERICAN SECURITIES INC at 7.81
  per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to SWISS AMERICAN SECURITIES INC in the name of SWISS AMERICAN SECURITIES INC at 7.81
  per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to SWISS AMERICAN SECURITIES INC in the name of SWISS AMERICAN SECURITIES INC at 7.81
  per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to DEANE W TABER in the name of DEANE W TABER at 7.81 per share as a shareholder in
  the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the
  anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to AG TAFLIAFERRO TTEE ANAREIDA N in the name of AG TAFLIAFERRO TTEE ANAREIDA N at
  7.81 per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to L JEANNE TANNER in the name of L JEANNE TANNER at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to CONNIE TANNER in the name of CONNIE TANNER at 7.81 per share as a shareholder in
  the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the
  anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to PANITNAN TANTAPAKUL in the name of PANITNAN TANTAPAKUL at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to LYNDA TAN in the name of LYNDA TAN at 7.81 per share as a shareholder in the Preferred
  Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to KEITH BARRY TAYLOR in the name of KEITH BARRY TAYLOR at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to TD AMERITRADE CLEARING INC in the name of TD AMERITRADE CLEARING INC at 7.81 per
  share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value
  of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to BASEL A TEFFAHA in the name of BASEL A TEFFAHA at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to MARK A TELLINGER in the name of MARK A TELLINGER at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to TERRA NOVA FINANCIAL LLC in the name of TERRA NOVA FINANCIAL LLC at 7.81 per share
  as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of
  $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to NFS CUST ROTH IRA FBO in the name of NFS CUST ROTH IRA FBO at 7.81 per share as
  a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00
  to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to JOHN ALFRED TETZLAFF in the name of JOHN ALFRED TETZLAFF at 7.81 per share as a
  shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00
  to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to ROBERT THOMAS in the name of ROBERT THOMAS at 7.81 per share as a shareholder in
  the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the
  anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to NFS CO CUST IRA ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81
  per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to NFS CO CUST IRA ROLLOVER FBO in the name of NFS CO CUST IRA ROLLOVER FBO at 7.81
  per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to NFS CO CUST IRA FBO in the name of NFS CO CUST IRA FBO at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to ADRIAN JERMAINE THOMPSON in the name of ADRIAN JERMAINE THOMPSON at 7.81 per share
  as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of
  $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to DIANA THORNOCK in the name of DIANA THORNOCK at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to ROANA THORNOCK in the name of ROANA THORNOCK at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to RYAN R TURRI in the name of RYAN R TURRI at 7.81 per share as a shareholder in the
  Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to UBS FINANCIAL SERVICES in the name of UBS FINANCIAL SERVICES at 7.81 per share as
  a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00
  to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to UBS FINANCIAL SERVICES INC in the name of UBS FINANCIAL SERVICES INC at 7.81 per
  share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value
  of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to UBS SECURITIES LLC in the name of UBS SECURITIES LLC at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to UNION SECURITIES LTD in the name of UNION SECURITIES LTD at 7.81 per share as a
  shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00
  to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to UNION VALOREN AG in the name of UNION VALOREN AG at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to HILLIARD LYONS C/F in the name of HILLIARD LYONS C/F at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to US BANCORP INVESTMENTS INC. in the name of US BANCORP INVESTMENTS INC. at 7.81 per
  share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value
  of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to USAA INVESTMENT MANAGEMENT CO in the name of USAA INVESTMENT MANAGEMENT CO at 7.81
  per share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market
  value of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to RICHARD L VANDENBERGH in the name of RICHARD L VANDENBERGH at 7.81 per share as
  a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00
  to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to VANGUARD BROKERAGE SERVICES in the name of VANGUARD BROKERAGE SERVICES at 7.81 per
  share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value
  of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to VANGUARD BROKERAGE SERVICES in the name of VANGUARD BROKERAGE SERVICES at 7.81 per
  share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value
  of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to VANGUARD BROKERAGE SERVICES in the name of VANGUARD BROKERAGE SERVICES at 7.81 per
  share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value
  of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to WACHOVIA SECURITIES LLC in the name of WACHOVIA SECURITIES LLC at 7.81 per share
  as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of
  $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to KENNETH WALDNER in the name of KENNETH WALDNER at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to AMY WATSON in the name of AMY WATSON at 7.81 per share as a shareholder in the Preferred
  Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to WELLS FARGO INVESTMENTS LLC in the name of WELLS FARGO INVESTMENTS LLC at 7.81 per
  share as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value
  of $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition
  expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to DWONE WILLIAMS in the name of DWONE WILLIAMS at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to AMY WINE in the name of AMY WINE at 7.81 per share as a shareholder in the Preferred
  Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to DALE WORRELL AND in the name of DALE WORRELL AND at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to RICHARD MICHAEL WRAY in the name of RICHARD MICHAEL WRAY at 7.81 per share as a
  shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00
  to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to TIMOTHY C WRIGHT in the name of TIMOTHY C WRIGHT at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to RYAN YAMNIUK in the name of RYAN YAMNIUK at 7.81 per share as a shareholder in the
  Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire the anti-dilution
  rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to DANIEL J YECKLEY in the name of DANIEL J YECKLEY at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to EPHIREM YEGEZU in the name of EPHIREM YEGEZU at 7.81 per share as a shareholder
  in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of $781.00 to acquire
  the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  On
  July 20, 2016, the Company entered into an agreement to issue 100 shares of its preferred stock to shareholders in the Preferred
  Exchange and Registration Rights Agreement to ANTHONY M ZELISKO & in the name of ANTHONY M ZELISKO & at 7.81 per share
  as a shareholder in the Preferred Exchange and Registration Rights Agreement. The Company recognized the fair market value of
  $781.00 to acquire the anti-dilution rights in the Exchange and Registration Rights Agreement as a stock based acquisition expense.
  Item 3.03
  Material Modification to Rights of Security
      Holders
  Conversion
  of Series A Preferred Stock
  The
  Holders of the Series A Preferred Stock shall be entitled the percentage of the ownership of the Company on a fully-diluted basis
  and without the payment of additional consideration by the Holder thereof, at any time, based on the following calculation, subject
  to adjustment as provided in Section 6 of this Designation.
  "Controlling
  Class Divisor" shall mean and be fixed at 2.5.
  "Preferred
  Class Conversion" shall equal to Controlling Class Divisor * 5,000,000 * percentage of total Common Stock outstanding owned
  "Total
  Preferred Stock Conversion" shall equal to (((total number of Common Stock outstanding*(1/(1–percentage of total number
  of Series A Preferred Stock outstanding)))) –total number of Common Stock outstanding)
  "Conversion
  Rate" shall equal to ((Total number of Series A Preferred Stock owned/(Total number of Preferred Shares issued)) * Total
  Preferred Stock Conversion)
  For
  the sake of clarify, each share of Series A Preferred Stock shall be converted into shares of Common Stock at the Conversion Rate
  defined above.
  Voting
  Rights
  Except
  as otherwise required by law or expressly provided herein, each share of Series A Preferred Stock shall be entitled to vote on
  all matters (except election or removal of directors of the Corporation) submitted or required to be submitted to a vote of the
  stockholders of the Corporation and shall be entitled to such number of votes equivalent to the number of Common Stock on a fully-diluted
  basis, at the record date for the determination of stockholders entitled to vote on such matters or, if no such record date is
  established, at the date such vote is taken or any written consent of stockholders is solicited. In each such case, except as
  otherwise required by law or expressly provided herein, the holders of shares of Series A Preferred Stock and Common Stock shall
  vote together and not as separate classes.
  Liquidation
  Upon
  any liquidation, dissolution or winding-up of the Corporation, whether voluntary or involuntary (a "Liquidation"),
  for each share of Series A Preferred Stock, the Holders shall not be entitled to receive any amount out of the assets, whether
  capital or surplus, of the Corporation.
  Certain
  Adjustments
  a)
  Stock Dividends and Stock Splits
  If the Corporation, at any time while the Series A Preferred Stock is outstanding: (i)
  pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock or any other Common
  Stock Equivalents on shares of Common Stock, (ii) subdivides outstanding shares of Common Stock into a larger number of shares,
  (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares,
  or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Corporation,
  then the Vote Multiplier shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock
  (excluding any treasury shares of the Corporation) outstanding immediately after such event, and of which the denominator shall
  be the number of shares of Common Stock outstanding immediately before such event. Any adjustment made pursuant to this Section
  6(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend
  or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
  b)
  Calculations
  All calculations under this Section 7 shall be made to the nearest cent or the nearest 1/100th of a share,
  as the case may be. For purposes of this Section 7, the number of shares of Common Stock deemed to be issued and outstanding as
  of a given date shall be the sum of the number of shares of Common Stock (excluding any treasury shares of the Corporation) issued
  and outstanding.
  Redemption
  The
  Series A Preferred Stock may be redeemed by the Corporation at a redemption price to be mutually agreed upon by and between the
  Holder and the Company, subject to other terms and conditions of such redemption agreement thereof.
  Anti-dilution
  Series
  A Preferred Stock shall not be diluted or be caused to the same effect by any issuance of other class of common stock, preferred
  stock, options, warrants or convertible securities.
  SIGNATURES
  Pursuant
  to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf
  by the undersigned hereunto duly authorized.
  NCM
      FINANCIAL, INC.
  By:
  /s/
      Michael Noel
  Dated:
  August 7, 2017
  Michael Noel
  Chief Executive
      Officer and Director (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer).