This Amendment No. 14 amends and supplements the statement on Schedule 13D originally filed by Lazarus Investment Partners LLLP ("Lazarus Partners"), Lazarus Israel Opportunities Fund LLLP ("Lazarus Israel"), Lazarus Management Company LLC ("Lazarus Management") and Justin B. Borus (collectively, the "Reporting Persons") on June 9, 2014, as amended from time to time (the "Schedule 13D"). All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D. The information set forth in response to each Item below shall be deemed to be a response to all Items where such information is relevant.
Item 5. Interest in Securities of the Issuer.
Item 5 of the Schedule 13D is hereby supplemented by adding the following:
Reference is made to Items 7, 9, 11 and 13 of pages 2-5 of the Schedule 13D, which items are incorporated by reference. The securities reported on the Schedule 13D by Lazarus Partners consist of 2,111,746 shares of common stock. The securities reported on the Schedule 13D by Lazarus Israel consist of 1,000,000 shares of common stock and warrants to purchase an additional 1,000,000 shares of common stock. The securities reported on the Schedule 13D by Lazarus Management and Mr. Borus consists of the sums of the shares of common stock and warrants held by Lazarus Partners and Lazarus Israel. The calculation of percentage of beneficial ownership in Item 13 of pages 2-5 was calculated using information obtained from the Issuer's Form 10-Q filed with the Securities and Exchange Commission on February 14, 2017, in which it stated that there were 110,900,020 shares of common stock outstanding as of February 13, 2017.
Lazarus Management is the investment adviser of Lazarus Partners and Lazarus Israel, and consequently may be deemed to have voting control and investment discretion over securities owned by the funds. Mr. Borus is the manager of Lazarus Management and may be deemed to be the beneficial owner of any shares deemed to be beneficially owned by Lazarus Management. The foregoing should not be construed in and of itself as an admission by Lazarus Management or Mr. Borus as to beneficial ownership of the shares or warrants owned by the funds. Each of Lazarus Management and Mr. Borus disclaims beneficial ownership of the shares and warrants set forth in this Schedule 13D, except to the extent of its or his pecuniary interests therein and each fund disclaims beneficial ownership of any shares and warrants owned by any other fund.
On May 29, 2017, warrants to purchase 3,000,000 shares of common stock held by Lazarus Partners expired unexercised and, as a result, the Reporting Persons ceased to be the beneficial owners of more than five percent of the class of securities. No other transactions were effected by the Reporting Persons in the Issuer's shares during the past sixty days.
Item 7. Material to Be Filed as Exhibits.
Exhibit A: | | Joint Filing Agreement, dated as of May 31, 2017, by and among Lazarus Investment Partners LLLP, Lazarus Israel Opportunities Fund LLLP, Lazarus Management Company LLC and Justin B. Borus. |