Page 9 of 18 – SEC Filing
The following constitutes
Amendment No. 6 to the Schedule 13D filed by the undersigned (“Amendment No. 6”). This Amendment No. 6 amends the
Schedule 13D as specifically set forth herein. As of the close of business on August 2, 2017, the Reporting Persons collectively
owned an aggregate of 3,788,622 Shares, constituting approximately 7.6% 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 1,474,974
Shares beneficially owned by Harvest Small Cap Master is approximately $24,607,693, including brokerage commissions. The
aggregate purchase price of the 882,715 Shares beneficially owned by Harvest Small Cap is approximately $14,445,161, including
brokerage commissions. The aggregate purchase price of the 1,276,433 Shares beneficially owned by HSCP Strategic is
approximately $28,229,120, 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 147,000 Shares held in the Osher Family Accounts is approximately
$2,317,255, including brokerage commissions. The aggregate purchase price of the 7,500 Shares beneficially owned by Mr. Baum is
approximately $131,359, including brokerage commissions.
Item 4. | Purpose of Transaction. |
Item 4 is hereby amended
to add the following:
As further described
in Item 6 below, Harvest Capital and certain of its affiliates (collectively, “Harvest”) entered into a Sales Trading
Plan Agreement (the “Sales Plan”) with Goldman Sachs & Co. LLC (“GS”), dated May 19, 2017, for the
purpose of effecting sales of Shares of the Issuer in compliance with, among other things, Rule 10b5-1 of the Securities Exchange
Act of 1934, as amended, and the rules and regulations promulgated thereunder (the “Exchange Act”). The Sales Plan
is tiered based upon certain volume and pricing thresholds and has been undertaken in large part to effectuate a rebalancing of
Harvest’s portfolio in light of the significant appreciation in the Issuer’s stock price since the filing of the Schedule
13D over a year and a half ago.
Item 5. | Interest in Securities of the Issuer. |
Items 5(a) –
(c) are hereby amended and restated to read as follows:
The aggregate percentage
of Shares reportedly owned by each person named herein is based upon 49,750,548 Shares outstanding, as of April 30, 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 May 10, 2017.
A. | Mr. Osher |
(a) | As of the |
Percentage: Approximately 7.6%
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