Filing Details

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 3)

 

EyeGate Pharmaceuticals, Inc.

(Name of Issuer)

 

Common Stock, $0.01 par value

(Title of Class of Securities)

 

30233M 107

(CUSIP Number)

 

Stephen Brook, Esq.
Burns & Levinson LLP

125 Summer Street

Boston, MA 02110

(617) 345-3000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

December 29, 2017

(Date of Event which Requires Filing of this Statement)

 

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 §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ¨

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

 

*The remainder of this cover page shall be filled out for a reporting person’s 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.

 

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).

 

 

CUSIP No. 30233M 107

13D

Page 1 of 16

 

 

1	NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). IPSA (formerly Innoven Partenaires S.A.)
2	Check The Appropriate Box If A Member Of A Group (a) ¨ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS AF
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2 (e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION France
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 1,045,279 shares*
	8	SHARED VOTING POWER 0 shares
	9	SOLE DISPOSITIVE POWER 1,045,279 shares*
	10	SHARED DISPOSITIVE POWER 0 shares
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,045,279 shares*
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.1%**
14	TYPE OF REPORTING PERSON CO

*Includes 89,172 shares of Common Stock issuable upon exercise of warrants beneficially owned by the Reporting Person.

**The percentage was calculated based on the 17,204,778 shares of Common Stock outstanding as of November 10, 2017 as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the “SEC”) on November 14, 2017.

 

CUSIP No. 30233M 107

13D

Page 2 of 16

 

 

1	NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). FCPI Innoven Europe
2	Check The Appropriate Box If A Member Of A Group (a) ¨ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION France
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 3,246 shares*
	8	SHARED VOTING POWER 0 shares
	9	SOLE DISPOSITIVE POWER 3,246 shares*
	10	SHARED DISPOSITIVE POWER 0 shares
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,246 shares*
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.0%**
14	TYPE OF REPORTING PERSON OO

*Consists of 3,246 shares of Common Stock issuable upon exercise of warrants beneficially owned by the Reporting Person.

** The percentage was calculated based on the 17,204,778 shares of Common Stock outstanding as of November 10, 2017 as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 14, 2017.

 

CUSIP No. 30233M 107

13D

Page 3 of 16

 

 

1	NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). FCPI Innoven Europe 2
2	Check The Appropriate Box If A Member Of A Group (a) ¨ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2 (e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION France
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 8,527 shares*
	8	SHARED VOTING POWER 0 shares
	9	SOLE DISPOSITIVE POWER 8,527 shares*
	10	SHARED DISPOSITIVE POWER 0 shares
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,527 shares*
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.0%**
14	TYPE OF REPORTING PERSON OO

*Consists of 8,527 shares of Common Stock issuable upon exercise of warrants beneficially owned by the Reporting Person.

** The percentage was calculated based on the 17,204,778 shares of Common Stock outstanding as of November 10, 2017 as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 14, 2017.

 

CUSIP No. 30233M 107

13D

Page 4 of 16

 

 

1	NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). FCPI Innoven Capital 2
2	Check The Appropriate Box If A Member Of A Group (a) ¨ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2 (e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION France
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 4,872 shares*
	8	SHARED VOTING POWER 0 shares
	9	SOLE DISPOSITIVE POWER 4,872 shares*
	10	SHARED DISPOSITIVE POWER 0 shares
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,872 shares*
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.0%*
14	TYPE OF REPORTING PERSON OO

*Consists of 4,872 shares of Common Stock issuable upon exercise of warrants beneficially owned by the Reporting Person.

** The percentage was calculated based on the 17,204,778 shares of Common Stock outstanding as of November 10, 2017 as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 14, 2017.

 

CUSIP No. 30233M 107

13D

Page 5 of 16

 

 

1	NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). FCPI Poste Innovation
2	Check The Appropriate Box If A Member Of A Group (a) ¨ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2 (e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION France
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 101,164 shares
	8	SHARED VOTING POWER 0 shares
	9	SOLE DISPOSITIVE POWER 101,164 shares
	10	SHARED DISPOSITIVE POWER 0 shares
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 101,164 shares
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.6%*
14	TYPE OF REPORTING PERSON OO

* The percentage was calculated based on the 17,204,778 shares of Common Stock outstanding as of November 10, 2017 as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 14, 2017.

 

CUSIP No. 30233M 107

13D

Page 6 of 16

 

 

1	NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). FCPI Poste Innovation 2
2	Check The Appropriate Box If A Member Of A Group (a) ¨ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2 (e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION France
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 149,680 shares
	8	SHARED VOTING POWER 0 shares
	9	SOLE DISPOSITIVE POWER 149,680 shares
	10	SHARED DISPOSITIVE POWER 0 shares
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 149,680 shares
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.9%**
14	TYPE OF REPORTING PERSON OO

* The percentage was calculated based on the 17,204,778 shares of Common Stock outstanding as of November 10, 2017 as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 14, 2017.

 

CUSIP No. 30233M 107

13D

Page 7 of 16

 

 

1	NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). FCPI Poste Innovation 3
2	Check The Appropriate Box If A Member Of A Group (a) ¨ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2 (e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION France
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 193,633 shares
	8	SHARED VOTING POWER 0 shares
	9	SOLE DISPOSITIVE POWER 193,633 shares
	10	SHARED DISPOSITIVE POWER 0 shares
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 193,633 shares
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.1%*
14	TYPE OF REPORTING PERSON OO

* The percentage was calculated based on the 17,204,778 shares of Common Stock outstanding as of November 10, 2017 as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 14, 2017.

 

CUSIP No. 30233M 107

13D

Page 8 of 16

 

 

1	NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). FCPI Poste Innovation 5
2	Check The Appropriate Box If A Member Of A Group (a) ¨ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2 (e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION France
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 325,945 shares*
	8	SHARED VOTING POWER 0 shares
	9	SOLE DISPOSITIVE POWER 325,945 shares*
	10	SHARED DISPOSITIVE POWER 0 shares
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 325,945 shares*
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.9%*
14	TYPE OF REPORTING PERSON OO

* Includes 45,389 shares of Common Stock issuable upon exercise of warrants beneficially owned by the Reporting Person.

** The percentage was calculated based on the 17,204,778 shares of Common Stock outstanding as of November 10, 2017 as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 14, 2017.

 

CUSIP No. 30233M 107

13D

Page 9 of 16

 

 

1	NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). FCPI Poste Innovation 6
2	Check The Appropriate Box If A Member Of A Group (a) ¨ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2 (e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION France
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 250,663 shares*
	8	SHARED VOTING POWER 0 shares
	9	SOLE DISPOSITIVE POWER   250,663 shares*
	10	SHARED DISPOSITIVE POWER 0 shares
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 250,663 shares*
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.5%*
14	TYPE OF REPORTING PERSON OO

* Includes 19,589 shares of Common Stock issuable upon exercise of warrants beneficially owned by the Reporting Person.

** The percentage was calculated based on the 17,204,778 shares of Common Stock outstanding as of November 10, 2017 as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 14, 2017.

 

CUSIP No. 30233M 107

13D

Page 10 of 16

 

 

1	NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). FCPI La Banque Postale Innovation 1
2	Check The Appropriate Box If A Member Of A Group (a) ¨ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2 (e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION France
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 6,168 shares*
	8	SHARED VOTING POWER 0 shares
	9	SOLE DISPOSITIVE POWER 6,168 shares*
	10	SHARED DISPOSITIVE POWER 0 shares
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,168 shares*
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.0%**
14	TYPE OF REPORTING PERSON OO

* Consists of 6,168 shares of Common Stock issuable upon exercise of warrants beneficially owned by the Reporting Person.

** The percentage was calculated based on the 17,204,778 shares of Common Stock outstanding as of November 10, 2017 as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 14, 2017.

 

CUSIP No. 30233M 107

13D

Page 11 of 16

 

 

1	NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). Jean-Michel Paulhac
2	Check The Appropriate Box If A Member Of A Group (a) ¨ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS AF
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2 (e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION France
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 1,045,279 shares*
	8	SHARED VOTING POWER 0 shares
	9	SOLE DISPOSITIVE POWER 1,045,279 shares*
	10	SHARED DISPOSITIVE POWER 0 shares
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,045,279 shares*
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.1%**
14	TYPE OF REPORTING PERSON IN

*Includes 89,172 shares of Common Stock issuable upon exercise of warrants beneficially owned by the Reporting Person.

** The percentage was calculated based on the 17,204,778 shares of Common Stock outstanding as of November 10, 2017 as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 14, 2017.

 

CUSIP No. 30233M 107

13D

Page 12 of 16

 

 

Item 1.

Security and Issuer.

 

This Amendment No. 3 amends and supplements the statement on Schedule 13D originally filed by the Reporting Persons (as defined below) with the SEC on March 3, 2015, as amended by Amendment No. 1 on June 16, 2017 and by Amendment No. 2 on December 19, 2017, and relates to the common stock, $0.01 par value (the “Common Stock”) of EyeGate Pharmaceuticals, Inc. (the “Issuer”), having its principal executive office at 271 Waverley Oaks Road, Suite 108, Waltham, MA 02452. This Amendment No. 3 is being filed to update the percentage of Common Stock of the Issuer beneficially owned by the Reporting Persons as a result of the disposition of shares of Common Stock by the Reporting Persons. Except as specifically provided herein, this Amendment No. 3 does not modify any of the information previously reported on the Schedule 13D. Unless otherwise indicated, each capitalized term used by not defined herein shall have the meaning assigned to such term in the Schedule 13D.

 

Item 2.

Identity and Background.

 

Item 2 is hereby amended and supplemented as follows:

 

(a)

This statement is being filed by:

 

(i)

IPSA (formerly Innoven Partenaires S.A.), a French Société par Actions Simplifiée (corporation) (“IPSA”);

 

(ii)

FCPI Innoven Europe, an investment fund managed by IPSA;

 

(iii)

FCPI Innoven Europe 2, an investment fund managed by IPSA;

 

(iv)

FCPI Innoven Capital 2, an investment fund managed by IPSA;

 

(v)

FCPI Poste Innovation, an investment fund managed by IPSA;

 

(vi)

FCPI Poste Innovation 2, an investment fund managed by IPSA;

 

(vii)

FCPI Poste Innovation 3, an investment fund managed by IPSA;

 

(viii)

FCPI Poste Innovation 5, an investment fund managed by IPSA;

 

(ix)

FCPI Poste Innovation 6, an investment fund managed by IPSA;

 

(x)

FCPI La Banque Postale Innovation 1, an investment fund managed by IPSA; and

 

(xi)

Jean-Michel Paulhac, a director of IPSA with voting and investment power with respect to the foregoing entities.

 

The persons named in this Item 2(a) are referred to individually herein as a “Reporting Person” and collectively as the “Reporting Persons.” The persons named in Item 2(a)(ii) through Item 2(a)(x) are referred to individually herein as an “Investment Fund” and collectively as the “Investment Funds.”

 

(b)

The address of the principal business office of each Reporting Person is 13-15 rue Taitbout, 75009 Paris, France.

 

(c)

The principal business of IPSA is to manage investments on behalf of the Investment Funds. The principal business of each Investment Fund is to make, hold, and dispose of equity and equity related investments.

 

(d)

During the five years prior to the date hereof, none of the Reporting Persons has been convicted in a criminal proceeding.

 

(e)

During the five years prior to the date hereof, none of the Reporting Persons has been a party to a civil proceeding ending in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

 

CUSIP No. 30233M 107

13D

Page 13 of 16

 

 

(f)

IPSA is a French Société par Actions Simplifiée, or corporation. Each of the Investment Funds is a French Fond Commun Placement Innovation (Common Innovation Investment Fund). Jean-Michel Paulhac is a French citizen.

 

Item 4.

Purpose of Transaction.

 

Item 4 is hereby amended and supplemented as follows:

 

The Reporting Persons acquired the shares reported on this schedule (the “Shares”) for investment purposes. Depending on market conditions, its continuing evaluation of the business and prospects of the Issuer and other factors, the Reporting Persons may dispose of or acquire additional shares of the Issuer. Except as set forth above, none of the Reporting Persons has any present plans which relate to or would result in:

 

(a)

The acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer;

 

(b)

An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries;

 

(c)

A sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries;

 

(d)

Any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board;

 

(e)

Any material change in the present capitalization or dividend policy of the Issuer;

 

(f)

Any other material change in the Issuer’s business or corporate structure;

 

(g)

Changes in the Issuer’s charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any person;

 

(h)

Causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association;

 

(i)

A class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934; or

 

(j)

Any action similar to any of those enumerated above.

 

Item 5.

Interest in Securities of the Issuer.

 

Item 5 is hereby amended and supplemented as follows:

 

(a)

The Investment Funds are the record owners of the Shares set forth on each Reporting Person’s respective cover sheet. As the manager of the Investment Funds, IPSA may be deemed to beneficially own the Shares. As a director of IPSA, Jean-Michel Paulhac may be deemed to beneficially own the Shares.

 

Each Reporting Person disclaims beneficial ownership of the Shares other than those shares which such person owns of record.

 

The percentage of outstanding Common Stock which may be deemed to be beneficially owned by each Reporting Person is set forth on Line 13 of such Reporting Person’s cover sheet. Such percentage was calculated based on the 17,204,778 shares of Common Stock outstanding as of November 10, 2017 as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 14, 2017.

 

CUSIP No. 30233M 107

13D

Page 14 of 16

 

 

(b)

Regarding the number of shares as to which such person has:

 

(i)

sole power to vote or to direct the vote: See line 7 of the cover sheets.

 

(ii)

shared power to vote or to direct the vote: See line 8 of the cover sheets.

 

(iii)

sole power to dispose or to direct the disposition: See line 9 of the cover sheets.

 

(iv)

shared power to dispose or to direct the disposition: See line 10 of the cover sheets.

 

(c)

On December 19, 2017, the Reporting Persons sold an aggregate of 59,167 shares of Common Stock in open market transactions at an average price of $1.2517.

 

On December 20, 2017, the Reporting Persons sold an aggregate of 30,145 shares of Common Stock in open market transactions at an average price of $1.2078.

 

On December 21, 2017, the Reporting Persons sold an aggregate of 37,600 shares of Common Stock in open market transactions at an average price of $1.2206.

 

On December 22, 2017, the Reporting Persons sold an aggregate of 18,700 shares of Common Stock in open market transactions at an average price of $1.2197.

 

On December 27, 2017, the Reporting Persons sold an aggregate of 13,042 shares of Common Stock in open market transactions at an average price of $1.1840.

 

On December 28, 2017, the Reporting Persons sold an aggregate of 47,000 shares of Common Stock in open market transactions at an average price of $1.1284.

 

On December 29, 2017, the Reporting Persons sold an aggregate of 987 shares of Common Stock in open market transactions at an average price of $1.10.

 

(d)

No other person is known to have the right to receive or the power to direct the receipt of dividends from, or any proceeds from the sale of, Shares beneficially owned by any of the Reporting Persons.

 

(e)

Not applicable.

 

Item 7.

Material to be Filed as Exhibits.

 

Exhibit 1 — Agreement regarding filing of joint Schedule 13D.

 

CUSIP No. 30233M 107

13D

Page 15 of 16

 

 

SIGNATURES

 

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

 

IPSA (formerly INNOVEN PARTENAIRES S.A.)

 

By: /s/ Jean-Michel Paulhac

Jean-Michel Paulhac, Director

 

 

FCPI Innoven Europe

By: IPSA (formerly INNOVEN PARTENAIRES S.A.), Manager

 

By: /s/ Jean-Michel Paulhac

Jean-Michel Paulhac, Director

 

 

FCPI Innoven Europe 2

By: IPSA (formerly INNOVEN PARTENAIRES S.A.), Manager

 

By: /s/ Jean-Michel Paulhac

Jean-Michel Paulhac, Director

 

 

FCPI Innoven Capital 2

By: IPSA (formerly INNOVEN PARTENAIRES S.A.), Manager

 

By: /s/ Jean-Michel Paulhac

Jean-Michel Paulhac, Director

 

 

FCPI Poste Innovation

By: IPSA (formerly INNOVEN PARTENAIRES S.A.), Manager

 

By: /s/ Jean-Michel Paulhac

Jean-Michel Paulhac, Director

 

 

FCPI Poste Innovation 2

By: IPSA (formerly INNOVEN PARTENAIRES S.A.), Manager

 

By: /s/ Jean-Michel Paulhac

Jean-Michel Paulhac, Director

 

 

FCPI Poste Innovation 3

By: IPSA (formerly INNOVEN PARTENAIRES S.A.), Manager

 

By: /s/ Jean-Michel Paulhac

Jean-Michel Paulhac, Director

 

 

FCPI Poste Innovation 5

By: IPSA (formerly INNOVEN PARTENAIRES S.A.), Manager

 

By: /s/ Jean-Michel Paulhac

Jean-Michel Paulhac, Director

 

CUSIP No. 30233M 107

13D

Page 16 of 16

 

 

FCPI Poste Innovation 6

By: IPSA (formerly INNOVEN PARTENAIRES S.A.), Manager

 

By: /s/ Jean-Michel Paulhac

Jean-Michel Paulhac, Director

 

 

FCPI La Banque Postale Innovation 1

By: IPSA (formerly INNOVEN PARTENAIRES S.A.), Manager

 

By: /s/ Jean-Michel Paulhac

Jean-Michel Paulhac, Director

 

 

/s/ Jean-Michel Paulhac

Jean-Michel Paulhac