CUSIP No. 25538A204
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Page 1 of 9 Pages
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1
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Names of Reporting Persons
Bexil Securities 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)
(b)
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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 if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e)
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6
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Citizenship or Place of Organization
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Maryland
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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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646,969 Shares
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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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646,969 Shares
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
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646,969 Shares
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12
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see Instructions)
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13
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Percent of Class Represented by Amount in Row (11)
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5.2%
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14
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Type of Reporting Person (See Instructions)
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BD
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CUSIP No. 25538A204
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Page 2 of 9 Pages
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1
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Names of Reporting Persons
Bexil Advisers 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)
(b)
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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
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5
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Check if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e)
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6
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Citizenship or Place of Organization
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Maryland
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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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435,000 Shares
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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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435,000 Shares
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
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435,000 Shares
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12
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see Instructions)
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13
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Percent of Class Represented by Amount in Row (11)
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3.5%
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14
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Type of Reporting Person (See Instructions)
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IA
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CUSIP No. 25538A204
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Page 3 of 9 Pages
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1
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Names of Reporting Persons
Bexil Corporation
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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)
(b)
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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
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5
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Check if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e)
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6
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Citizenship or Place of Organization
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Maryland
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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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1,081,969 Shares
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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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1,081,969 Shares
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
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1,081,969 Shares
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12
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see Instructions)
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13
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Percent of Class Represented by Amount in Row (11)
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8.8%
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14
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Type of Reporting Person (See Instructions)
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HC
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CUSIP No. 25538A204
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Page 4 of 9 Pages
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1
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Names of Reporting Persons
Midas Securities Group, Inc.
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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)
(b)
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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
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5
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Check if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e)
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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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1,081,969 Shares
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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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1,081,969 Shares
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
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1,081,969 Shares
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12
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see Instructions)
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13
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Percent of Class Represented by Amount in Row (11)
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8.8%
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14
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Type of Reporting Person (See Instructions)
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BD
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CUSIP No. 25538A204
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Page 5 of 9 Pages
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1
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Names of Reporting Persons
Winmill & Co. Incorporated
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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)
(b)
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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
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5
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Check if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e)
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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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1,081,969 Shares
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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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1,081,969 Shares
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
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1,081,969 Shares
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12
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see Instructions)
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13
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Percent of Class Represented by Amount in Row (11)
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8.8%
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14
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Type of Reporting Person (See Instructions)
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HC
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CUSIP No. 25538A204
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Page 6 of 9 Pages
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1
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Names of Reporting Persons
Winmill Family Trust
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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)
(b)
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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
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5
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Check if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e)
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6
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Citizenship or Place of Organization
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New Hampshire
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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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1,081,969 Shares
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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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1,081,969 Shares
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
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1,081,969 Shares
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12
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see Instructions)
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13
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Percent of Class Represented by Amount in Row (11)
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8.8%
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14
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Type of Reporting Person (See Instructions)
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HC
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CUSIP No. 25538A204
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Page 7 of 9 Pages
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1
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Names of Reporting Persons
Mark C. Winmill
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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)
(b)
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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
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5
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Check if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e)
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6
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Citizenship or Place of Organization
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USA
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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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1,081,969 Shares
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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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1,081,969 Shares
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
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1,081,969 Shares
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12
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see Instructions)
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13
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Percent of Class Represented by Amount in Row (11)
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8.8%
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14
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Type of Reporting Person (See Instructions)
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IN
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CUSIP No. 25538A204
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Page 8 of 9 Pages
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1
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Names of Reporting Persons
Thomas B. Winmill
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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)
(b)
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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 if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e)
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6
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Citizenship or Place of Organization
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USA
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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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16,029 Shares
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8
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Shared Voting Power
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1,081,969 Shares
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9
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Sole Dispositive Power
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16,029 Shares
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10
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Shared Dispositive Power
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1,081,969 Shares
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
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1,097,998 Shares
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12
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see Instructions)
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13
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Percent of Class Represented by Amount in Row (11)
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8.9%
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14
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Type of Reporting Person (See Instructions)
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IN
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CUSIP No. 25538A204
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Page 9 of 9 Pages
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1
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Names of Reporting Persons
William M. Winmill
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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)
(b)
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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 if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e)
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6
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Citizenship or Place of Organization
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USA
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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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1,589 Shares
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8
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Shared Voting Power
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1,081,969 Shares
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9
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Sole Dispositive Power
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1,589 Shares
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10
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Shared Dispositive Power
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1,081,969 Shares
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
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1,083,558 Shares
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12
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see Instructions)
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13
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Percent of Class Represented by Amount in Row (11)
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8.8%
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14
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Type of Reporting Person (See Instructions)
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IN
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(a)
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As of October 31, 2018, the Reporting Persons believe there are 12,356,684 shares of Shares of Beneficial Interest outstanding. As of such date, BSL may be deemed to be the beneficial owner of 646,969 Shares which constitute approximately 5.2% of the outstanding Shares. As of such date, BAL may be deemed to be the beneficial owner of 435,000 Shares which constitute approximately 3.5% of the outstanding Shares. As of such date, BXLC, MSG, WCI, the Trust, and Mark C. Winmill may be deemed to be the beneficial owners of 1,081,969 Shares which constitute approximately 8.8% of the outstanding Shares; Thomas B. Winmill may be deemed to be the beneficial owner of 1,097,998 Shares which constitute approximately 8.9% of the outstanding Shares; and William M. Winmill may be deemed to be the beneficial owner of 1,083,558 Shares which constitute approximately 8.8% of the outstanding Shares. BSL, BAL, BXLC, MSG, WCI, the Trust, Mark C. Winmill, and William M. Winmill disclaim beneficial ownership of the Shares held by Thomas B. Winmill. BSL, BAL, BXLC, MSG, WCI, the Trust, Mark C. Winmill, and Thomas B. Winmill disclaim beneficial ownership of the Shares held by William M. Winmill. BXLC, MSG, WCI, the Trust, Thomas B. Winmill, Mark C. Winmill, and William M. Winmill disclaim beneficial ownership of the Shares held by BSL and BAL. BSL disclaims beneficial ownership of the Shares held by BAL. BAL disclaims beneficial ownership of the Shares held by BSL.
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(b)
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Power to vote and to dispose of the Shares resides with the Reporting Persons as and to the extent described in the separate reporting page for each Reporting Person.
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(c)
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During the last sixty days, the following transactions were effected in the Shares by the Reporting Persons:
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Reporting
Person
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Date
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Transaction
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Number of Shares
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Price per Share
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Where and How Transaction Effected
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William M. Winmill
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10/17/18
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Buy
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489
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$11.3941
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New York Stock Exchange
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BSL
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11/01/18
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See Note 1
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435,000
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$10.80
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See Note 1
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BXLC
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11/01/18
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See Note 1
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435,000
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$10.80
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See Note 1
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BAL
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11/01/18
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See Note 2
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435,000
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$10.80
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See Note 2
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1. Represents a distribution and transfer of Shares from BSL to BXLC.
2. Represents an in-kind contribution of Shares from BXLC to BAL.
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(d)
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None.
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(e)
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Not applicable.
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Exhibit A:
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Certain information concerning the Reporting Persons.
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Exhibit B:
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Agreement to file SC 13D jointly.
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Bexil Securities LLC
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By: /s/Russell Kamerman
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Name: Russell Kamerman
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Title: Chief Compliance Officer
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Bexil Advisers LLC
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By: /s/Russell Kamerman
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Name: Russell Kamerman
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Title: Vice President
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Bexil Corporation
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By: /s/Russell Kamerman
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Name: Russell Kamerman
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Title: Vice President
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Midas Securities Group, Inc.
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By: /s/Russell Kamerman
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Name: Russell Kamerman
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Title: Chief Compliance Officer
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Winmill & Co. Incorporated
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By: /s/Russell Kamerman
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Name: Russell Kamerman
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Title: Vice President
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Winmill Family Trust
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By: /s/Thomas B. Winmill
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Name: Thomas B. Winmill
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Title: Trustee
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By: /s/Mark C. Winmill
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Name: Mark C. Winmill
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Title: Trustee
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By: /s/Mark C. Winmill
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Name: Mark C. Winmill
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By: /s/Thomas B. Winmill
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Name: Thomas B. Winmill
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By: /s/William M. Winmill
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Name: William M. Winmill
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Name
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Present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted
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Philip Kadinsky-Cade
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Director of BXLC. Independent trader since 2007. Previously, Mr. Kadinsky-Cade was a founder and Managing Member of Bluehaven Management Group, LLC and co-organizer/manager of Grey Owl Partners, LP.
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John C. Hitchcock
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Director of BXLC. Managing Director & Vice President, Energy Intelligence
Group. Mr. Hitchcock is an officer of a company whose core lines include web-based newsletters, conferences and research. Direct reports have included general counsel, circulation and billing, compliance and sales and marketing. He previously held editorial and executive positions with Dow Jones & Co. and Institutional Investor Inc.
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Thomas B. Winmill
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He is President, Chief Executive Officer, Chief Legal Officer, and a Director or Trustee of the Issuer, Foxby Corp., and Midas Series Trust ("MST") (collectively, the "Funds"), BAL and Midas Management Corporation (registered investment advisers, collectively, the "Advisers"), BSL and MSG (registered broker-dealers, collectively, the "Broker Dealers"), BXLC, and WCI. He is also a Director of Global Self Storage, Inc. ("SELF").
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Mark C. Winmill
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President, Chief Executive Officer, and a Director of SELF and Tuxis Corporation ("TUXS"). Executive Vice President and a Director of WCI. Vice President of the Funds and Midas Management Corporation. He is a principal of the Broker Dealers.
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William M. Winmill
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Vice President and Portfolio Manager of Issuer. Vice President or Assistant Vice President of the Funds, the Advisers, BXLC, WCI, SELF, and TUXS.
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Thomas O'Malley
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Chief Accounting Officer, Chief Financial Officer, Vice President, and Treasurer of the Funds, the Advisers, the Broker-Dealers, BXLC, WCI, SELF, and TUXS.
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Donald Klimoski II
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Assistant Secretary, Assistant General Counsel, and Assistant Chief Compliance Officer of the Funds, the Advisers, the Broker-Dealers, and BXLC. Chief Compliance Officer, Secretary, and General Counsel of SELF, WCI, and TUXS.
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Heidi Keating
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Vice President of the Funds, the Advisers, the Broker Dealers, BXLC, WCI, SELF, and TUXS.
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Russell L. Kamerman
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Chief Compliance Officer, General Counsel, and Secretary of the Funds, the Advisers, the Broker-Dealers, and BXLC. He is Assistant Chief Compliance Officer, Assistant General Counsel, and Assistant Secretary of SELF, TUXS, and WCI.
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Name
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Present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted
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Thomas B. Winmill
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Trustee. See biographical information above.
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Mark C. Winmill
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Trustee. See biographical information above.
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Name of Officer or Director
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Number of Shares
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Thomas B. Winmill
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1,097,998
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Mark C. Winmill
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1,081,969
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William M. Winmill
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1,083,558
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Thomas O'Malley
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0
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Donald Klimoski II
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0
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Heidi Keating
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0
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Russell Kamerman
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0
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1.
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The Schedule 13D and all amendments thereto with respect to Dividend and Income Fund to which this is attached as Exhibit B are filed on behalf of BSL, BAL, BXLC, MSG, WCI, the Trust, Mark C. Winmill, Thomas B. Winmill, and William M. Winmill.
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2.
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Each of BSL, BAL, BXLC, MSG, WCI, the Trust, Mark C. Winmill, Thomas B. Winmill, and William M. Winmill is responsible for the completeness and accuracy of the information concerning such person contained therein; provided that each person is not responsible for the completeness or accuracy of the information concerning any other person making such filing, unless such person knows or has reason to believe that such information is accurate.
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Bexil Securities LLC
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By: /s/Russell Kamerman
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Name: Russell Kamerman
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Title: General Counsel
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Bexil Advisers LLC
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By: /s/Russell Kamerman
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Name: Russell Kamerman
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Title: General Counsel
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Bexil Corporation
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By: /s/Russell Kamerman
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Name: Russell Kamerman
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Title: General Counsel
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Midas Securities Group, Inc.
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By: /s/Russell Kamerman
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Name: Russell Kamerman
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Title: General Counsel
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Winmill & Co. Incorporated
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By: /s/Donald Klimoski II
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Name: Donald Klimoski II
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Title: General Counsel
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Winmill Family Trust
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By: /s/Thomas B. Winmill
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Name: Thomas B. Winmill
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Title: Trustee
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By: /s/Mark C. Winmill
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Name: Mark C. Winmill
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Title: Trustee
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By: /s/Mark C. Winmill
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Name: Mark C. Winmill
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By: /s/Thomas B. Winmill
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Name: Thomas B. Winmill
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By: /s/William M. Winmill
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Name: William M. Winmill
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