Page 9 of 16 – SEC Filing
The following constitutes
Amendment No. 8 to the Schedule 13D filed by the undersigned (“Amendment No. 8”). This Amendment No. 8 amends the Schedule
13D as specifically set forth herein. As of the close of business on September 27, 2017, the Reporting Persons collectively owned
an aggregate of 2,361,000 Shares, constituting approximately 4.7% of the Shares outstanding.
| Item 3. | Source and Amount of Funds or Other Consideration. |
Item 3 is hereby amended
and restated to read as follows:
The Shares purchased by
each of Harvest Small Cap Master, Harvest Small Cap and HSCP Strategic were purchased with working capital (which may, at any
given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases, except
as otherwise noted, as set forth in Schedule B, which is incorporated by reference herein. The aggregate purchase price of
the 843,793 Shares beneficially owned by Harvest Small Cap Master is approximately $13,690,443, including brokerage commissions. The
aggregate purchase price of the 501,924 Shares beneficially owned by Harvest Small Cap is approximately $8,019,535, including
brokerage commissions. The aggregate purchase price of the 961,283 Shares beneficially owned by HSCP Strategic is approximately
$20,989,093, including brokerage commissions. The Shares held in the Osher Family Accounts were purchased in the open market with
personal funds. The aggregate purchase price of the 50,000 Shares held in the Osher Family Accounts is approximately $793,022,
including brokerage commissions. The aggregate purchase price of the 4,000 Shares beneficially owned by Mr. Baum is approximately
$70,058, including brokerage commissions.
| Item 5. | Interest in Securities of the Issuer. |
Item 5 is hereby amended
and restated to read as follows:
The aggregate
percentage of Shares reportedly owned by each person named herein is based upon 50,455,565 Shares outstanding, as of July 31, 2017,
which is the total number of Shares outstanding as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the
Securities and Exchange Commission on August 9, 2017.
| A. | Mr. Osher |
| (a) | As of the close of business on September 27, 2017, 50,000 Shares were held in the Osher Family Accounts, which Mr. Osher may be deemed to beneficially own. In addition, Mr. Osher, as the portfolio manager of each of Harvest Small Cap Master, Harvest Small Cap and HSCP Strategic and as a managing director of Harvest Capital, may be deemed the beneficial owner of the (i) 843,793 Shares owned by Harvest Small Cap Master, (ii) 501,924 Shares owned by Harvest Small Cap and (iii) 961,283 Shares owned by HSCP Strategic. |
Percentage: Approximately 4.7%
| (b) | 1. Sole power to vote or direct vote: 2,357,000 2. Shared power to vote or direct vote: 0 3. Sole power to dispose or direct the disposition: 2,357,000 4. Shared power to dispose or direct the disposition: 0 |
| (c) | The transactions in the Shares on behalf of each of Harvest Small Cap Master, Harvest Small Cap, HSCP Strategic and through the Osher Family Accounts since the filing of Amendment No. 7 to the Schedule 13D are set forth in Schedule B and are incorporated herein by reference. |
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