Filing Details

The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

Name of reporting persons:

HEALIOS K.K.

Check the appropriate box if a member of a group

(a)  ☐        (b)  ☐

SEC use only

Source of funds:

WC

Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)  ☐

Citizenship or place of organization:

Japan

Number of

shares

beneficially

owned by

each

reporting

person

with

Sole Voting Power:

0

Shared Voting Power:

16,310,526

Sole dispositive power:

0

Shared dispositive power:

8.3%⁽¹⁾

Aggregate amount beneficially owned by each reporting person:

16,310,526

Check box if the aggregate amount in Row (11) excludes certain shares  ☐

Percent of class represented by amount in Row (11):

8.3%

Type of reporting person:

CO

Based on 196,474,528 shares of Common Stock (as defined below) outstanding as of May 4, 2020, as reported on the Issuers most recent filing on Form 10-Q, and the 310,526 shares of Common Stock purchased pursuant to the May 2020 Purchase Agreement (as defined below), as further described in Item 4 below.

Name of reporting persons:

Tadahisa Kagimoto⁽²⁾

Check the appropriate box if a member of a group

(a)  ☐        (b)  ☐

SEC use only

Source of funds:

AF

Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)  ☐

Citizenship or place of organization:

Japan

Number of

shares

beneficially

owned by

each

reporting

person

with

Sole Voting Power:

0

Shared Voting Power:

16,310,526

Sole dispositive power:

0

Shared dispositive power:

8.3%⁽³⁾

Aggregate amount beneficially owned by each reporting person:

16,310,526

Check box if the aggregate amount in Row (11) excludes certain shares  ☐

Percent of class represented by amount in Row (11):

8.3%

Type of reporting person:

IN

The reporting person may be deemed to have beneficial ownership of shares of Common Stock solely through his interest in HEALIOS K.K.

Based on 196,474,528 shares of Common Stock outstanding as of May 4, 2020, as reported on the Issuers most recent filing on Form 10-Q, and the 310,526 shares of Common Stock purchased pursuant to the May 2020 Purchase Agreement, as further described in Item 4 below.

Purpose of Transaction

Interest in Securities of the Issuer.

Healios may be deemed to have (i) beneficial ownership (within the meaning of Rule 13d-3 under the Act), (ii) shared power to vote or direct the vote of, and shared power to dispose or direct the disposition of, up to 16,310,526 shares of Common Stock, representing approximately 8.3% of such class, and (iii) sole power to vote or direct the vote of, and sole power to dispose or direct the disposition of, no shares of Common Stock. The information contained in Item 4 to this Schedule 13D is herein incorporated by reference.

Mr. Kagimoto may be deemed, solely through his interest in Healios, to have (i) beneficial ownership (within the meaning of Rule 13-d3 under the Act), (ii) shared power to vote or direct the vote of, and shared power to dispose or direct the disposition of, the shares of Common Stock identified in the response pertaining to Healios immediately above, and (iii) sole power to vote or direct the vote of, and sole power to dispose or direct the disposition of, no shares of Common Stock. The information contained in Item 4 to this Schedule 13D is herein incorporated by reference.

Mr. Gregory A. Bonfiglio may be deemed to have (i) beneficial ownership (within the meaning of Rule 13-d3 under the Act), (ii) shared power to vote or direct the vote of, and shared power to dispose or direct the disposition of, up to 922,156 shares of Common Stock, representing approximately 0.5% of such class, and (iii) sole power to vote or direct the vote of, and sole power to dispose or direct the disposition of, no shares of Common Stock.