Gain Capital Holdings, Inc.
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(Name of Issuer)
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Common Stock, $0.00001 Par Value Per Share
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(Title of Class of Securities)
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36268W100
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(CUSIP Number)
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Alan Weber
5 Evan Place
Armonk, NY 10504
(646) 442-6701
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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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April 15, 2020
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(Date of Event Which Requires Filing of this Statement)
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Schedule 13D
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CUSIP No. 36268W100
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Page 2 of 9 Pages
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1
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NAMES OF REPORTING PERSONS
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JB Capital Partners LP
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐ | ||
(b)
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☒ | ||||
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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)
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WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐ | ||
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6
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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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7
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SOLE VOTING POWER
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-0-
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8
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SHARED VOTING POWER
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2,878,807
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9
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SOLE DISPOSITIVE POWER
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-0-
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10
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SHARED DISPOSITIVE POWER
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2,878,807
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,878,807
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐ | ||
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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7.7%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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Schedule 13D
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CUSIP No. 36268W100
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Page 3 of 9 Pages
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1
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NAMES OF REPORTING PERSONS
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Alan Weber
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐ | ||
(b)
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☒
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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)
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AF, PF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐ | ||
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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U.S.A.
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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15,000
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8
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SHARED VOTING POWER
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2,878,807
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9
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SOLE DISPOSITIVE POWER
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15,000
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10
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SHARED DISPOSITIVE POWER
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2,878,807
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,893,807 |
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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7.7%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN, IA, HC
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SCHEDULE 13D
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CUSIP No. 36268W100
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Page 4 of 9 Pages
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Item 1. |
Security and Issuer
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Item 2. |
Identity and Background
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1. |
JB Capital Partners, L.P. (“JB Capital”) is a limited partnership formed under the laws of the State of Delaware. Its business address is 5 Evan Place, Armonk, New York 10504. JB Capital's principal business is making investments in
marketable securities.
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2. |
Alan W. Weber (“Weber”) is a United States citizen. His business address is 5 Evan Place, Armonk, New York 10504. Mr. Weber's principal business is acting as an investment adviser and as the general partner of JB Capital. By virtue of his
position with JB Capital, Mr. Weber has the power to vote and dispose of the Common Stock owned by JB Capital.
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Item 3. |
Source and Amount of Funds or Other Consideration
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Item 4. |
Purpose of Transaction
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SCHEDULE 13D
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CUSIP No. 36268W100
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Page 5 of 9 Pages
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Item 5. |
Interest in Securities of the Issuer
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Reporting Person
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Aggregate Number
of Shares of
Common Stock
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Number of
Shares of
Common
Stock: Sole
Power to Vote
or Dispose
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Number of Shares
of Common Stock:
Shared Power to
Vote or Dispose
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Approximate
Percentage*
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Weber (1)(2)
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2,893,807
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15,000
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2,878,807
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7.72
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%
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JB Capital (1)(2)
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2,878,807
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0
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2,878,807
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7.68
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%
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SCHEDULE 13D
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CUSIP No. 36268W100
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Page 6 of 9 Pages
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Party
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Date of
Purchase/Sale
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Number of
Common
Stock
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Buy/Sell
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Price Per Unit
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JB Capital
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4/13/2020
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250,000
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Buy
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$
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5.92
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JB Capital
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4/14/2020
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205,300
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Buy
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$
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5.96
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JB Capital
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4/15/2020
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210,000
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Buy
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$
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5.97
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||||||
JB Capital
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4/16/2020
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250,000
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Buy
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$
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5.96
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||||||
JB Capital
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4/17/2020
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200,000
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Buy
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$
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5.96
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||||||
JB Capital
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4/20/2020
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200,000
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Buy
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$
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5.97
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||||||
JB Capital
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4/21/2020
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100,000 | Buy |
$
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5.94 | ||||||
JB Capital
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4/22/2020
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213,841 | Buy |
$
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5.98 |
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(d) |
No person other than the Reporting Persons 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 shares of Common Stock.
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(e) |
Not Applicable.
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Item 6. |
Contracts, Arrangement, Understandings or Relationships with Respect to Securities of the Issuer.
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Item 7. |
Materials to Be Filed as Exhibits
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1. |
Joint Filing Agreement dated as of April 22, 2020 by and between Alan Weber and JB Capital Partners, LP.
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SCHEDULE 13D
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CUSIP No. 36268W100
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Page 7 of 9 Pages
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Date:
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April 22, 2020
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JB Capital Partners, LP
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||||
/s/ Alan Weber
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By:
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/s/ Alan Weber
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Alan Weber
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Name: Alan Weber
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|||
Title: General Partner
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SCHEDULE 13D
|
||
CUSIP No. 36268W100
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Page 8 of 9 Pages
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Exhibit
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Page
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Joint Filing Agreement dated as of April 22, 2020 by and between Alan Weber and JB Capital Partners, LP.
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Page 9
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SCHEDULE 13D
|
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CUSIP No. 36268W100
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Page 9 of 9 Pages
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Date:
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April 22, 2020
|
JB Capital Partners, LP
|
|||
/s/ Alan Weber
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By:
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/s/ Alan Weber
|
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Alan Weber
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Name: Alan Weber
|
||
Title: General Partner
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