If the filing person has
previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Sections
240.13d-1(e),
240.13d-1(f)
or
240.13d-1(g),
check the following box. ☐
The information required on 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).
Persons who response to the collection of information contained in this form are not required to respond unless the form
displays a currently valid OMB control number.
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CUSIP No. 461212102
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Page 2 of 14
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|
1.
|
|
Name of
Reporting Persons.
LKCM Private Discipline
Master Fund, SPC
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
WC
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):
☐
|
6.
|
|
Citizenship or Place of
Organization
Cayman Islands
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power
1,512,887
|
|
8.
|
|
Shared Voting Power
0
|
|
9.
|
|
Sole Dispositive Power
1,512,887
|
|
10.
|
|
Shared Dispositive Power
0
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,512,887
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):
☐
|
13.
|
|
Percent of Class Represented by
Amount in Row (11)
4.4%
|
14.
|
|
Type of Reporting Person (See
Instructions)
OO
|
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CUSIP No. 461212102
|
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Page 3 of 14
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1.
|
|
Name of
Reporting Persons.
LKCM
Micro-Cap
Partnership, L.P.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
WC
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):
☐
|
6.
|
|
Citizenship or Place of
Organization
Delaware
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power
51,939
|
|
8.
|
|
Shared Voting Power
0
|
|
9.
|
|
Sole Dispositive Power
51,939
|
|
10.
|
|
Shared Dispositive Power
0
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
51,939
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):
☐
|
13.
|
|
Percent of Class Represented by
Amount in Row (11)
0.2%
|
14.
|
|
Type of Reporting Person (See
Instructions)
PN
|
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CUSIP No. 461212102
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Page 4 of 14
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1.
|
|
Name of
Reporting Persons.
LKCM Core Discipline,
L.P.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
WC
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):
☐
|
6.
|
|
Citizenship or Place of
Organization
Delaware
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power
19,363
|
|
8.
|
|
Shared Voting Power
0
|
|
9.
|
|
Sole Dispositive Power
19,363
|
|
10.
|
|
Shared Dispositive Power
0
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
19,363
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):
☐
|
13.
|
|
Percent of Class Represented by
Amount in Row (11)
0.1%
|
14.
|
|
Type of Reporting Person (See
Instructions)
PN
|
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CUSIP No. 461212102
|
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Page 5 of 14
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1.
|
|
Name of
Reporting Persons.
LKCM Investment
Partnership, L.P.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
WC
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):
☐
|
6.
|
|
Citizenship or Place of
Organization
Texas
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power
30,230
|
|
8.
|
|
Shared Voting Power
0
|
|
9.
|
|
Sole Dispositive Power
30,230
|
|
10.
|
|
Shared Dispositive Power
0
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
30,230
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):
☐
|
13.
|
|
Percent of Class Represented by
Amount in Row (11)
0.1%
|
14.
|
|
Type of Reporting Person (See
Instructions)
PN
|
|
|
|
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CUSIP No. 461212102
|
|
Page 6 of 14
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1.
|
|
Name of
Reporting Persons.
LKCM Investment
Partnership II, L.P.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
WC
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):
☐
|
6.
|
|
Citizenship or Place of
Organization
Texas
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power
1,210
|
|
8.
|
|
Shared Voting Power
0
|
|
9.
|
|
Sole Dispositive Power
1,210
|
|
10.
|
|
Shared Dispositive Power
0
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,210
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):
☐
|
13.
|
|
Percent of Class Represented by
Amount in Row (11)
0.1%
|
14.
|
|
Type of Reporting Person (See
Instructions)
PN
|
|
|
|
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CUSIP No. 461212102
|
|
Page 7 of 14
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1.
|
|
Name of
Reporting Persons.
Luther King Capital
Management Corporation
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
N/A
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):
☐
|
6.
|
|
Citizenship or Place of
Organization
Delaware
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power
1,717,429
|
|
8.
|
|
Shared Voting Power
0
|
|
9.
|
|
Sole Dispositive Power
1,717,429
|
|
10.
|
|
Shared Dispositive Power
0
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,717,429
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):
☐
|
13.
|
|
Percent of Class Represented by
Amount in Row (11)
5.0%
|
14.
|
|
Type of Reporting Person (See
Instructions)
IA, CO
|
|
|
|
|
|
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|
CUSIP No. 461212102
|
|
Page 8 of 14
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|
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|
1.
|
|
Name of
Reporting Persons.
J. Luther King,
Jr.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
PF
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):
☐
|
6.
|
|
Citizenship or Place of
Organization
United States
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power
1,723,129
|
|
8.
|
|
Shared Voting Power
0
|
|
9.
|
|
Sole Dispositive Power
1,723,129
|
|
10.
|
|
Shared Dispositive Power
0
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,723,129
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):
☐
|
13.
|
|
Percent of Class Represented by
Amount in Row (11)
5.0%
|
14.
|
|
Type of Reporting Person (See
Instructions)
IN
|
|
|
|
|
|
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|
CUSIP No. 461212102
|
|
Page 9 of 14
|
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|
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|
|
|
1.
|
|
Name of
Reporting Persons.
J. Bryan
King
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
N/A
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):
☐
|
6.
|
|
Citizenship or Place of
Organization
United States
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power
1,584,189
|
|
8.
|
|
Shared Voting Power
0
|
|
9.
|
|
Sole Dispositive Power
1,584,189
|
|
10.
|
|
Shared Dispositive Power
0
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,584,189
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):
☐
|
13.
|
|
Percent of Class Represented by
Amount in Row (11)
4.6%
|
14.
|
|
Type of Reporting Person (See
Instructions)
IN
|
Item 1. Security and Issuer
This Schedule 13D relates to the Common Stock, $0.01 par value (Common Stock), of CECO Environmental Corp., a Delaware corporation (the
Issuer). The address of the principal executive offices of the Issuer is 4625 Red Bank Road, Cincinnati, Ohio 45227.
Item 2. Identity and Background
(a) The names
of the persons filing this Schedule 13D are LKCM Private Discipline Master Fund SPC, a Cayman Islands segregated portfolio company (PDP), LKCM
Micro-Cap
Partnership, L.P., a Delaware limited
partnership (Micro), LKCM Core Discipline, L.P., a Delaware limited partnership (Core), LKCM Investment Partnership, L.P., a Texas limited partnership (LIP), LKCM Investment Partnership II, L.P., a Texas limited
partnership (LIP2), Luther King Capital Management Corporation, a Delaware corporation (LKCM), J. Luther King, Jr. and J. Bryan King. PDP, Micro, Core, LIP, LIP2, LKCM, J. Luther King, Jr. and J. Bryan King are collectively
referred to herein as the Reporting Persons.
(b) The principal business address of PDP is c/o Five Continents Partners Limited, 4
th
Floor, Anderson Square, 64 Shedden Road, P.O. Box 10324, Grand Cayman
KY1-1003,
Cayman Islands, and the principal business address of the other Reporting
Persons is 301 Commerce Street, Suite 1600, Fort Worth, Texas 76102.
(c) LKCM Private Discipline Management, L.P., a Delaware limited partnership
(PDP GP), is the sole holder of the management shares of PDP, and LKCM Alternative Management, LLC, a Delaware limited liability company (PDP Management) is the general partner of PDP GP. LKCM
Micro-Cap
Management, L.P., a Delaware limited partnership (Micro GP), is the general partner of
Micro-Cap,
and PDP Management is the general partner of
Micro GP. LKCM Core Discipline Management, L.P., a Delaware limited partnership (Core GP), is the general partner of Core, and PDP Management is the general partner of Core GP. LKCM Investment Partnership GP, LLC (LIP GP) is
the general partner of LIP and LIP2. LKCM serves as the investment manager for PDP, Micro, Core, LIP and LIP2. J. Luther King, Jr. is a controlling shareholder of LKCM and the controlling member of LIP GP. J. Luther King, Jr. and J. Bryan King are
controlling members of PDP Management. The principal business of PDP, Micro, Core, LIP and LIP2 is purchasing, holding and selling securities for investment purposes, and the principal business of the other Reporting Persons is investment
management.
(d) and (e) During the past five years, none of the Reporting Persons has been convicted in a criminal proceeding or been a party to a
civil proceeding, in either case of the type specified in Items 2(d) or (e) of Schedule 13D.
(f) PDP is organized under the laws of the Cayman
Islands. Micro, Core and LKCM are organized under the laws of Delaware. LIP and LIP2 are organized under the laws of Texas. J. Luther King, Jr. and J. Bryan King are citizens of the United States.
Item 3. Source and Amount of Funds or Other Consideration
PDP acquired 1,512,887 shares of Common Stock in open market transactions for an aggregate purchase price of approximately $14,030,000 using working capital.
Micro acquired 51,939 shares of Common Stock in open market transactions for an aggregate purchase price of approximately $453,000 using working capital. Core acquired 19,363 shares of Common Stock in open market transactions for an aggregate
purchase price of approximately $168,000 using working capital. LIP acquired 30,230 shares of Common Stock in open market transactions for an aggregate purchase price of approximately $373,000 using working capital. LIP2 acquired 1,210 shares of
Common Stock in open market transactions for an aggregate purchase price of approximately $15,000 using working capital. J. Luther King, Jr. acquired 5,700 shares of Common Stock in open market transactions for an aggregate purchase price of
approximately $50,000 using personal funds. Separate accounts for which LKCM provides investment management services acquired 101,800 shares of Common Stock in open market transactions for an aggregate purchase price of approximately $1,014,000
using working capital.
Item 4. Purpose of Transaction
The Reporting Persons have acquired the shares of Common Stock for investment purposes. The Reporting Persons from time to time intend to review their
investment in the Issuer on the basis of various factors, including the Issuers business, financial condition, results of operations and prospects, general economic and industry conditions, the securities markets in general and those for the
Issuers securities in general, as well as other developments and other investment opportunities. Based upon such review, the Reporting Persons intend to take such actions in the future as they deem appropriate in light of the circumstances
existing from time to time, which may include further acquisitions of Common Stock or disposal of all of the shares of Common Stock currently owned by the Reporting Persons or otherwise acquired by the Reporting Persons, either in the open market or
privately negotiated transactions, with or without prior notice.
In addition, the Reporting Persons may engage in communications with one or more
shareholders, officers or directors of the Issuer, including discussions regarding the Issuers operations and strategic direction and ideas that, if effected, could result in, among other things, any of the matters identified in Item 4(a)-(j)
of Schedule 13D. The Reporting Persons reserve their right, based on all relevant factors and subject to applicable law, at any time and from time to time, to review or reconsider their position, change their purpose, take other actions (including
actions that could involve one or more of the types of transactions or have one or more the results described in Item 4(a)-(j) of Schedule 13D) or formulate and implement plans or proposals with respect to any of the foregoing.
Item 5. Interest in Securities of the Issuer
(a) As of March 10, 2017, the Reporting Persons may be deemed to beneficially own 1,723,129 shares of Common Stock (which represents approximately 5.0% of
the outstanding Common Stock based upon information contained in the Issuers Form
10-Q
for the period ended November 8, 2016).
(b)
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|
|
|
|
|
|
Sole
Voting
Power
|
|
|
Shared
Voting
Power
|
|
|
Sole
Dispositive
Power
|
|
|
Shared
Dispositive
Power
|
|
PDP
|
|
|
1,512,887
|
|
|
|
0
|
|
|
|
1,512,887
|
|
|
|
0
|
|
Micro
|
|
|
51,939
|
|
|
|
0
|
|
|
|
51,939
|
|
|
|
0
|
|
Core
|
|
|
19,363
|
|
|
|
0
|
|
|
|
19,363
|
|
|
|
0
|
|
LIP
|
|
|
30,230
|
|
|
|
0
|
|
|
|
30,230
|
|
|
|
0
|
|
LIP2
|
|
|
1,210
|
|
|
|
0
|
|
|
|
1,210
|
|
|
|
0
|
|
LKCM
|
|
|
1,717,429
|
|
|
|
0
|
|
|
|
1,717,429
|
|
|
|
0
|
|
J. Luther King, Jr.
|
|
|
1,723,129
|
|
|
|
0
|
|
|
|
1,723,129
|
|
|
|
0
|
|
J. Bryan King
|
|
|
1,584,189
|
|
|
|
0
|
|
|
|
1,584,189
|
|
|
|
0
|
|
(c) During the past sixty days, the Reporting Persons purchased the following shares of Common Stock in open market
transactions.
|
|
|
|
|
|
|
|
|
|
|
Date
|
|
Reporting Person
|
|
Shares
Purchased
|
|
|
Price
|
|
1/24/2017
|
|
LIP
|
|
|
29,460
|
|
|
$
|
12.3151
|
|
1/24/2017
|
|
LIP2
|
|
|
1,180
|
|
|
$
|
12.3151
|
|
1/25/2017
|
|
LIP
|
|
|
770
|
|
|
$
|
12.4000
|
|
1/25/2017
|
|
LIP2
|
|
|
30
|
|
|
$
|
12.4000
|
|
3/10/2017
|
|
Core
|
|
|
1,599
|
|
|
$
|
10.2000
|
|
3/10/2017
|
|
Core
|
|
|
851
|
|
|
$
|
10.4176
|
|
3/10/2017
|
|
Micro
|
|
|
3,194
|
|
|
$
|
10.2000
|
|
3/10/2017
|
|
Micro
|
|
|
1,706
|
|
|
$
|
10.4176
|
|
3/10/2017
|
|
PDP
|
|
|
115,207
|
|
|
$
|
10.2000
|
|
3/10/2017
|
|
PDP
|
|
|
72,443
|
|
|
$
|
10.4176
|
|
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
Except as otherwise provided herein, there are no contracts, arrangements, understandings, or relationships between the Reporting Persons and any other person
with respect to the securities of the Issuer.
Item 7. Material to Be Filed as Exhibits
Exhibit 1
|
Joint Filing Agreement, dated March 14, 2017, by and among the Reporting Persons.
|
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.
Date: March 14, 2017
|
|
|
LKCM Private Discipline Master Fund, SPC
|
|
|
By:
|
|
LKCM Private Discipline Management, L.P., sole holder of its management shares
|
|
|
By:
|
|
LKCM Alternative Management, LLC, its general partner
|
|
|
By:
|
|
/s/ J. Bryan King
|
|
|
J. Bryan King, President
|
|
LKCM
Micro-Cap
Partnership, L.P.
|
|
|
By:
|
|
LKCM
Micro-Cap
Management, L.P., its general partner
|
|
|
By:
|
|
LKCM Alternative Management, LLC, its general partner
|
|
|
By:
|
|
/s/ J. Bryan King
|
|
|
J. Bryan King, President
|
|
LKCM Core Discipline, L.P.
|
|
|
By:
|
|
LKCM Core Discipline Management, L.P., its general partner
|
|
|
By:
|
|
LKCM Alternative Management, LLC, its general partner
|
|
|
By:
|
|
/s/ J. Bryan King
|
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J. Bryan King, President
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LKCM Investment Partnership, L.P.
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By:
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LKCM Investment Partnership GP, LLC, its general partner
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By:
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/s/ J. Luther King, Jr.
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J. Luther King, Jr.
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LKCM Investment Partnership II, L.P.
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By:
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LKCM Investment Partnership GP, LLC, its general partner
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By:
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/s/ J. Luther King, Jr.
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J. Luther King, Jr.
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Luther King Capital Management Corporation
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By:
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/s/ J. Bryan King
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J. Bryan King, Principal and Vice President
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/s/ J. Bryan King
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J. Bryan King
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/s/ J. Luther King, Jr.
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J. Luther King, Jr.
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