Filing Details

Nantahala Capital Management, LLC (“Nantahala”)

Wilmot B. Harkey

Daniel Mack (together the “Reporting Persons”)

19 Old Kings Highway S, Suite 200

Darien, CT 06820

Nantahala is a Massachusetts limited liability company.

Each of Messrs. Harkey and Mack is a citizen of the United States of America.

Title of Class of Securities:

Common Stock, par value $0.01 per share (the “Shares”). 

29102N303

If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: 

(a) ¨ Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b) ¨ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c) ¨ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

(d) ¨ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

(e) x An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E).

(f) ¨ An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).

(g) x A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G).

(h) ¨ A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).

(i) ¨ A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3).

(j) ¨ Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Item 4.

Ownership:

Amount Beneficially Owned:

As of December 31, 2017, Nantahala may be deemed to be the beneficial owner of 9,309,229 Shares, which includes 8,908,902 Shares and 400,327 Shares issuable upon the conversion of the Issuer's 5.0% Convertible Notes due 2023 held by funds and separately managed accounts under its control, and as the managing members of Nantahala, each of Messrs. Harkey and Mack may be deemed to be a beneficial owner of those Shares. Funds and separately managed accounts advised by Nantahala hold $800,653 in aggregate principal amount of the Issuer’s 5.0% Notes. Such 5.0% Notes are subject to a conversion limitation imposed by Florida State law that voids any conversion of such 5.0% Notes into Shares to the extent that the holder would, after such exercise, directly or indirectly own 10% or more of the Shares outstanding unless such holder has first applied for and obtained regulatory approval from the Florida Office of Insurance Regulation. The Reporting Persons have not sought, and have no intention to seek, such approval, however, considering the Reporting Persons’ other beneficial ownership of Shares, as of December 31, 2017 the Reporting Persons are able to convert such 5.0% Notes for up to 400,327 Shares.

Percent of Class:

As of December 31, 2017, the Reporting Persons may be deemed to be the beneficial owner of 6.0% of the total number of Shares outstanding (based upon information provided by the Issuer on Form 10-Q filed November 2, 2017, there were 155,907,399 Shares outstanding as of November 1, 2017 in addition to the 400,327 Shares issuable upon the conversion of the Issuer's 5.0% Convertible Notes due 2023 for which the Reporting Person makes voting and investment decisions which are not subject to a conversion limitation imposed by Florida State Law).

Each of Messrs. Harkey and Mack:

This Item 6 is not applicable.