Page 14 of 18 – SEC Filing
The following constitutes Amendment No. 15 to the Schedule 13D filed by the undersigned (“Amendment No. 15”). This Amendment No. 15 amends the Schedule 13D, as previously amended, by updating the percentage ownership for certain of the filers in order to give proper effect to the Blocker restrictions of the Preferred Stock.
| Item 5. | Interest in Securities of the Issuer. |
Item 5(a) is hereby amended and restated to read as follows:
(a) The aggregate percentage of Shares reported owned by each person named herein is based upon 1,530,463 Shares outstanding, which is the total number of Shares outstanding as of February 22, 2017 as reported on the Issuer’s Annual Report filed on Form 10-K with the Securities and Exchange Commission on March 1, 2017.
The Series A Convertible Preferred Stock, Par Value $0.01 Per Share (“Preferred Stock”), reported owned by the Reporting Persons contain “blocker” provisions that could restrict the Reporting Persons’ ability to convert all or a portion of the Preferred Stock to the extent that in no event will any holder of Preferred Stock be allowed to accept an aggregate number of Shares (taking into account Shares obtained upon conversion of the Preferred Stock or otherwise) that, when taken together with the Shares beneficially owned by such holder and any affiliates of such holder, collectively exceeds 9.9% of the Shares outstanding on the trading date immediately prior to the date of conversion (the “Blocker”).
As of the date hereof, the Onshore Fund may be deemed to have beneficially owned 23,749 Shares, the Offshore Master Fund may be deemed to have beneficially owned 31,102 Shares, the Wavefront Fund may be deemed to have beneficially owned 12,214 Shares, the Thebes Master Fund may be deemed to have beneficially owned 2,426 Shares, the Onshore Liquidating SPV may be deemed to have beneficially owned 18,820 Shares and the Offshore Liquidating SPV may be deemed to have beneficially owned 26,798 Shares, constituting approximately 1.5%, 2.0%, less than 1%, less than 1%, 1.2% and 1.7%, respectively, of the outstanding Shares. All shares beneficially owned by the Onshore Fund, the Offshore Master Fund, the Wavefront Fund, the Thebes Master Fund, the Onshore Liquidating SPV and the Offshore Liquidating SPV are Shares issuable upon the conversion of Preferred Stock.
The Offshore Feeder Fund, as the owner of a controlling interest in the Offshore Master Fund, may be deemed to have beneficially owned the 31,102 Shares beneficially owned by the Offshore Master Fund, constituting approximately 2.0% of the outstanding Shares. The Thebes Feeder Fund, as the owner of a controlling interest in the Thebes Master Fund, may be deemed to have beneficially owned the 2,426 Shares beneficially owned by the Thebes Master Fund, constituting less than 1% of the Shares outstanding.
LCG Holdings, as the general partner of the Onshore Fund, the Wavefront Fund, the Offshore Master Fund and the Thebes Master Fund, may be deemed to have beneficially owned the 69,491 Shares beneficially owned in the aggregate by the Onshore Fund, the Wavefront Fund, the Offshore Master Fund and the Thebes Master Fund, constituting approximately 4.3% of the Shares outstanding calculated in accordance with the Blocker restrictions.
Luxor Capital Group, as the investment manager of the Luxor Funds, the Offshore Liquidating SPV and the Separately Managed Account, and as the manager of the Onshore Liquidating SPV, may be deemed to have beneficially owned 120,000 Shares, including the 69,491 Shares owned in the aggregate by the Luxor Funds and the 50,509 Shares beneficially owned in the aggregate by the Liquidating SPVs and the Separately Managed Account, constituting approximately 7.3% of the Shares outstanding calculated in accordance with the Blocker restrictions. All shares beneficially owned by the Separately Managed Account are Shares issuable upon the conversion of Preferred Stock.
Luxor Management, as the general partner of Luxor Capital Group, may be deemed to have beneficially owned the 120,000 Shares beneficially owned by Luxor Capital Group, constituting approximately 7.3% of the Shares outstanding calculated in accordance with the Blocker restrictions.
Mr. Leone, as the managing member of Luxor Management, may be deemed to have beneficially owned the 120,000 Shares owned by Luxor Management, constituting approximately 7.3% of the Shares outstanding calculated in accordance with the Blocker restrictions.
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