UNITED STATES
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SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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(AMENDMENT No. 3)*
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SCHEDULE 13D
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Under the Securities Exchange Act of 1934
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XERIUM TECHNOLOGIES, INC.
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(Name of Issuer)
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Common Stock, par value $0.001 per share
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(Title of Class of Securities)
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98416J118
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(CUSIP Number)
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James Forbes Wilson
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with a copy to:
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Carl Marks Management Company, LLC
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Allen B. Levithan, Esq.
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900 Third Avenue, 33rd Floor
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Lowenstein Sandler PC
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New York, New York 10022
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65 Livingston Avenue
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(212) 909-8444
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Roseland, New Jersey 07068
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(973) 597-2500
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(Name, Address and Telephone Number of Person
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Authorized to Receive Notices and Communications)
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August 29, 2012
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(Date of Event which Requires Filing of this Statement)
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1.
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Names of Reporting Persons.
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I.R.S. Identification Nos. of above persons (entities only):
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Carl Marks Management Company, LLC*
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions):
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(a) o
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(b) x
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions): OO
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
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6.
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Citizenship or Place of Organization: Delaware
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7.
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Sole Voting Power: 0
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Number of
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Shares Beneficially
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8.
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Shared Voting Power: 2,064,452
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Owned by
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Each Reporting
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9.
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Sole Dispositive Power: 0
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Person With
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10.
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Shared Dispositive Power: 2,064,452
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person: 2,064,452
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares
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(See Instructions): o
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13.
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Percent of Class Represented by Amount in Row (11): 13.5%**
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14.
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Type of Reporting Person (See Instructions): PN
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**
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As of the date of filing of this Amendment No. 3 (this “Amendment”) to Schedule 13D, the above Reporting Person may be deemed to beneficially own 2,064,452 shares of common stock, $0.001 par value per share (“Common Stock”), of Xerium Technologies, Inc., a Delaware corporation (the “Issuer”), or 13.5% of the shares of Common Stock deemed issued and outstanding as of such date. As of August 29, 2012, the date of event which requires filing of this Amendment (the “Event Date”), the above Reporting Person may be deemed to beneficially own 2,047,282 shares of Common Stock of the Issuer, or 13.4% of the shares of Common Stock deemed issued and outstanding as of
such date. The foregoing beneficial ownership percentages are based upon 15,245,620 shares of Common Stock issued and outstanding as of August 1, 2012, as reported by the Issuer in its Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2012 (File No. 001-32498), filed with the Securities and Exchange Commission on August 7, 2012.
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1.
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Names of Reporting Persons.
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I.R.S. Identification Nos. of above persons (entities only):
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Andrew M. Boas*
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions):
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(a) o
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(b) x
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions): OO
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
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6.
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Citizenship or Place of Organization: United States Citizen
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7.
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Sole Voting Power: 0
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Number of
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Shares Beneficially
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8.
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Shared Voting Power: 2,064,452
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Owned by
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Each Reporting
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9.
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Sole Dispositive Power: 0
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Person With
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10.
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Shared Dispositive Power: 2,064,452
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person: 2,064,452
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares
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(See Instructions): o
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13.
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Percent of Class Represented by Amount in Row (11): 13.5%**
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** | |
14.
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Type of Reporting Person (See Instructions): IN
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**
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As of the Filing Date, the above Reporting Person may be deemed to beneficially own 2,064,452 shares of Common Stock of the Issuer, or 13.5% of the shares of Common Stock deemed issued and outstanding as of such date. As of the Event Date, the above Reporting Person may be deemed to beneficially own 2,047,282 shares of Common Stock of the Issuer, or 13.4% of the shares of Common Stock deemed issued and outstanding as of such date. The foregoing beneficial ownership percentages are based upon 15,245,620 shares of Common Stock issued and outstanding as of August 1, 2012, as reported by the Issuer in its Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2012 (File No.
001-32498), filed with the Securities and Exchange Commission on August 7, 2012.
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1.
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Names of Reporting Persons.
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I.R.S. Identification Nos. of above persons (entities only):
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Robert C. Ruocco*
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions):
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(a) o
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(b) x
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions): OO
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
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6.
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Citizenship or Place of Organization: United States Citizen
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7.
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Sole Voting Power: 0
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Number of
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Shares Beneficially
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8.
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Shared Voting Power: 2,064,452
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Owned by
|
||
Each Reporting
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9.
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Sole Dispositive Power: 0
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Person With
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10.
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Shared Dispositive Power: 2,064,452
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person: 2,064,452
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares
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(See Instructions): o
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13.
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Percent of Class Represented by Amount in Row (11): 13.5%**
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14.
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Type of Reporting Person (See Instructions): IN
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**
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As of the Filing Date, the above Reporting Person may be deemed to beneficially own 2,064,452 shares of Common Stock of the Issuer, or 13.5% of the shares of Common Stock deemed issued and outstanding as of such date. As of the Event Date, the above Reporting Person may be deemed to beneficially own 2,047,282 shares of Common Stock of the Issuer, or 13.4% of the shares of Common Stock deemed issued and outstanding as of such date. The foregoing beneficial ownership percentages are based upon 15,245,620 shares of Common Stock issued and outstanding as of August 1, 2012, as reported by the Issuer in its Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2012 (File No. 001-32498), filed with the Securities and Exchange Commission on August 7,
2012.
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1.
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Names of Reporting Persons.
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I.R.S. Identification Nos. of above persons (entities only):
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James Forbes Wilson*
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions):
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(a) o
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(b) x
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions): OO
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
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6.
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Citizenship or Place of Organization: United States Citizen
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7.
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Sole Voting Power: 13,460
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Number of
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Shares Beneficially
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8.
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Shared Voting Power: 2,064,452
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Owned by
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Each Reporting
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9.
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Sole Dispositive Power: 13,460
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Person With
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10.
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Shared Dispositive Power: 2,064,452
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person: 2,077,912
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares
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(See Instructions): o
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13.
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Percent of Class Represented by Amount in Row (11): 13.6%**
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14.
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Type of Reporting Person (See Instructions): IN
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**
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As of the Filing Date, the above Reporting Person may be deemed to beneficially own 2,077,912 shares of Common Stock of the Issuer, or 13.6% of the shares of Common Stock deemed issued and outstanding as of such date. As of the Event Date, the above Reporting Person may be deemed to beneficially own 2,060,742 shares of Common Stock of the Issuer, or 13.5% of the shares of Common Stock deemed issued and outstanding as of such date. The foregoing beneficial ownership percentages are based upon 15,245,620 shares of Common Stock issued and outstanding as of August 1, 2012, as reported by the Issuer in its Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2012 (File No.
001-32498), filed with the Securities and Exchange Commission on August 7, 2012.
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·
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On August 29, 2012, CMSI purchased an aggregate of 23,728 shares of Common Stock and CMSO purchased an aggregate of 76,572 shares of Common Stock. All of the shares of Common Stock purchased on August 29, 2012, were purchased at a price of $4.25 per share.
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·
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On August 30, 2012, CMSI purchased an aggregate of 1,088 shares of Common Stock and CMSO purchased an aggregate of 3,512 shares of Common Stock. The shares of Common Stock purchased on August 30, 2012, were purchased at a weighted-average purchase price of $4.2442 per share, and were purchased in multiple transactions at prices ranging from $4.22 to $4.25, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the Staff of the SEC, upon request, full and complete information regarding the number of shares of Common Stock purchased at each separate price within the foregoing price
range.
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·
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On August 31, 2012, CMSI purchased an aggregate of 2,974 shares of Common Stock and CMSO purchased an aggregate of 9,596 shares of Common Stock. The shares of Common Stock purchased on August 31, 2012, were purchased at a weighted-average purchase price of $4.3322 per share, and were purchased in multiple transactions at prices ranging from $4.25 to $4.36, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the Staff of the SEC, upon request, full and complete information regarding the number of shares of Common Stock purchased at each separate price within the foregoing price
range.
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CARL MARKS MANAGEMENT COMPANY, LLC
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By: /s/ James Forbes Wilson
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Name: James Forbes Wilson
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Title: Managing Member
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/s/ Andrew M. Boas
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Andrew M. Boas
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/s/ Robert C. Ruocco
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Robert C. Ruocco
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/s/ James Forbes Wilson
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James Forbes Wilson
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CARL MARKS MANAGEMENT COMPANY, LLC
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By: /s/ James Forbes Wilson
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Name: James Forbes Wilson
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Title: Managing Member
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/s/ Andrew M. Boas
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Andrew M. Boas
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/s/ Robert C. Ruocco
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Robert C. Ruocco
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/s/ James Forbes Wilson
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James Forbes Wilson
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