Amended Statement of Ownership (sc 13g/a)
February 12 2020 - 03:48PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
AAC Holdings, Inc. |
(Name of Issuer) |
Common Stock, $0.001 par
value |
(Title of Class of
Securities) |
December 31, 2019 |
(Date of Event Which Requires Filing
of this Statement) |
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
[X] Rule 13d-1(b)
[_]
Rule 13d-1(c)
[_]
Rule 13d-1(d)
__________
*The
remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing
information which would alter the disclosures provided in a prior
cover page.
The information required in the remainder of this cover page shall
not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the
liabilities of that section of the Act but shall be subject to all
other provisions of the Act (however, see the Notes).
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1. |
NAME OF REPORTING
PERSONS |
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I.R.S. IDENTIFICATION NOS. OF
ABOVE PERSONS (ENTITIES ONLY) |
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Altrinsic Global Advisors,
LLC |
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2. |
CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
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(a) [_] |
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(b) [x] |
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3. |
SEC USE ONLY |
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4. |
CITIZENSHIP OR PLACE OF
ORGANIZATION |
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Delaware |
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NUMBER OF SHARES
BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
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5. |
SOLE VOTING POWER |
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0 |
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6. |
SHARED VOTING POWER |
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1,574,370 |
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7. |
SOLE DISPOSITIVE
POWER |
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0 |
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8. |
SHARED DISPOSITIVE
POWER |
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1,574,370 |
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9. |
AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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1,574,370 |
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10. |
CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
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[_] |
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11. |
PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW (9) |
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6.3% |
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12. |
TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS) |
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IA |
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1. |
NAME OF REPORTING
PERSONS |
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I.R.S. IDENTIFICATION NOS. OF
ABOVE PERSONS (ENTITIES ONLY) |
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John Hock |
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2. |
CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
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(a) [_] |
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(b) [x] |
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3. |
SEC USE ONLY |
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4. |
CITIZENSHIP OR PLACE OF
ORGANIZATION |
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United States of
America |
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NUMBER OF SHARES
BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
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5. |
SOLE VOTING POWER |
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0 |
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6. |
SHARED VOTING POWER |
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1,574,370 |
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7. |
SOLE DISPOSITIVE
POWER |
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0 |
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8. |
SHARED DISPOSITIVE
POWER |
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1,574,370 |
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9. |
AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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1,574,370 |
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10. |
CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
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[_] |
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11. |
PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW (9) |
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6.3% |
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12. |
TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS) |
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HC |
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Item
1. |
(a). |
Name of
Issuer: |
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AAC Holdings, Inc. (the “Issuer”) |
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(b). |
Address of
issuer's principal executive offices: |
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AAC Holdings, Inc. |
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200 Powell Place |
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Brentwood, TN 37027 |
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Item
2. |
(a). |
Name of person
filing: |
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This statement is being filed
by: |
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(i)
Altrinsic Global Advisors, LLC (“Altrinsic”)
(ii)
John Hock (together with Altrinsic, the “Reporting Persons”)
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(b). |
Address or
principal business office or, if none, residence: |
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The address of the Reporting
Persons is: |
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Altrinsic Global Advisors,
LLC |
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8 Sound Shore Drive |
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Greenwich, CT 06830 |
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(c). |
Citizenship: |
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Altrinsic Global Advisors, LLC is
organized under the laws of Delaware. |
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Mr. Hock is a citizen of the United States of
America. |
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(d). |
Title of class
of securities: |
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Common Stock, $0.001 par value (“Common
Stock”) |
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(e). |
CUSIP
No.: |
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000307108 |
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Item
3. |
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If This
Statement is filed pursuant to §§.240.13d-1(b) or 240.13d-2(b), or
(c), check whether the person filing is a |
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(a) |
[_] |
Broker or
dealer registered under section 15 of the Act (15 U.S.C.
78o). |
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(b) |
[_] |
Bank as
defined in section 3(a)(6) of the Act (15 U.S.C. 78c). |
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(c) |
[_] |
Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C.
78c). |
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(d) |
[_] |
Investment
company registered under section 8 of the Investment Company Act of
1940 (15 U.S.C. 80a-8). |
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(e) |
[x] |
An investment
adviser in accordance with § 240.13d-1(b)(1)(ii)(E); |
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(f) |
[_] |
An employee
benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); |
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(g) |
[X] |
A parent
holding company or control person in accordance with
§240.13d-1(b)(1)(ii)(G); |
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(h) |
[_] |
A savings
association as defined in Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C.1813); |
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(i) |
[_] |
A church plan
that is excluded from the definition of an investment company under
section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C.
80a-3); |
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(j) |
[_] |
A non-U.S.
institution in accordance with §240.13d-1(b)(1)(ii)(J); |
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(k) |
[_] |
Group, in
accordance with §240.13d-1(b)(1)(ii)(K). If filing as a
non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J),
please specify the type of institution: |
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Provide the following information regarding the
aggregate number and percentage of the class of securities of the
issuer identified in Item 1. |
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(a) |
Amount
beneficially owned: |
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Altrinsic and Mr. Hock are each deemed to be the
beneficial owner of 1,574,370 shares of Common Stock. |
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(b) |
Percent of
class: |
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Altrinsic and Mr. Hock are each deemed to be the
beneficial owner of 6.3% of the Issuer’s Common Stock. |
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(c) |
Number of
shares as to which the person has: |
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(i) |
Sole power to
vote or to direct the vote |
0 |
, |
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(ii) |
Shared power to vote or to direct
the vote |
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Altrinsic and Mr. Hock each have
the shared power to vote 1,574,370 shares of Common
Stock. |
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(iii) |
Sole power to dispose or to
direct the disposition of |
0 |
, |
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(iv) |
Shared power to dispose or to
direct the disposition of |
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Altrinsic and Mr. Hock each have
the shared power to direct the disposition of 1,574,370 shares of
Common Stock. |
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Instruction: For computations
regarding securities which represent a right to acquire an
underlying security see §240.13d-3(d)(1). |
Item
5. |
Ownership of
Five Percent or Less of a Class. |
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If this
statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the
following []. |
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Item
6. |
Ownership of
More Than Five Percent on Behalf of Another Person. |
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If
any other person is known to have the right to receive or the power
to direct the receipt of dividends from, or the proceeds from the
sale of, such securities, a statement to that effect should be
included in response to this item and, if such interest relates to
more than 5 percent of the class, such person should be identified.
A listing of the shareholders of an investment company registered
under the Investment Company Act of 1940 or the beneficiaries of
employee benefit plan, pension fund or endowment fund is not
required.
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All securities reported in this Schedule 13G are
owned by an advisory client of Altrinsic, CI Global Health Sciences
Fund – 301. |
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Item 7. |
Identification
and Classification of the Subsidiary Which Acquired the Security
Being Reported on by the Parent Holding Company or Control
Person. |
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If a
parent holding company or control person has filed this schedule,
pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g)
and attach an exhibit stating the identity and the Item 3
classification of the relevant subsidiary. If a parent holding
company or control person has filed this schedule pursuant to Rule
13d-1(c) or Rule 13d-1(d), attach an exhibit stating the
identification of the relevant subsidiary.
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see Exhibit B |
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Item 8. |
Identification
and Classification of Members of the Group. |
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If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so
indicate under Item 3(j) and attach an exhibit stating the identity
and Item 3 classification of each member of the group. If a group
has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d),
attach an exhibit stating the identity of each member of the
group.
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N/A |
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Item 9. |
Notice of
Dissolution of Group. |
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Notice of dissolution of a group may be furnished as an exhibit
stating the date of the dissolution and that all further filings
with respect to transactions in the security reported on will be
filed, if required, by members of the group, in their individual
capacity. See Item 5.
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N/A |
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By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are held
in the ordinary course of business and were not acquired and are
not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect, other
than activities solely in connection with a nomination under §
240.14a-11.
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement
is true, complete and correct.
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February 12, 2020 |
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(Date) |
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ALTRINSIC GLOBAL ADVISORS,
LLC* |
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By: /s/ Bob Vegliante |
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(Signature) |
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Bob Vegliante, Chief Compliance
Officer |
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(Name/Title) |
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February 12, 2020 |
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(Date) |
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By: /s/ John Hock* |
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(Signature) |
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John Hock, Managing
Member |
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(Name/Title) |
*The
Reporting Persons disclaim beneficial ownership in the shares
reported herein except to the extent of their pecuniary interest
therein.
The
original statement shall be signed by each person on whose behalf
the statement is filed or his authorized representative. If the
statement is signed on behalf of a person by his authorized
representative other than an executive officer or general partner
of the filing person, evidence of the representative's authority to
sign on behalf of such person shall be filed with the statement,
provided, however, that a power of attorney for this purpose which
is already on file with the Commission may be incorporated by
reference. The name and any title of each person who signs the
statement shall be typed or printed beneath his signature.
Note.
Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See
s.240.13d-7 for other parties for whom copies are to be sent.
Attention. Intentional misstatements or omissions of fact
constitute Federal criminal violations (see 18 U.S.C. 1001).
_____________________
* The
Reporting Persons disclaim beneficial ownership in the common stock
reported herein except to the extent of their pecuniary interest
therein.
EXHIBIT A
AGREEMENT
The
undersigned agreed that this Schedule 13G dated February 12, 2020
relating to the Common Stock, par value $0.001 of AAC Holdings,
Inc. shall be filed on behalf of the undersigned.
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February 12, 2020 |
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(Date) |
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ALTRINSIC GLOBAL ADVISORS,
LLC |
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/s/ Bob Vegliante |
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(Signature) |
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Bob Vegliante, Chief Compliance
Officer |
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(Name/Title) |
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February 12, 2020 |
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(Date) |
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/s/ John Hock |
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(Signature) |
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John Hock, Managing
Member |
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(Name/Title) |
EXHIBIT B
Altrinsic Global Advisors, LLC is the relevant entity for which
John Hock may be considered a control person.
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