The following constitutes Amendment No. 4 to the Schedule 13D filed by the undersigned (“Amendment No. 4”). This Amendment No. 4 amends the Schedule 13D as specifically set forth herein.
Item 3. | Source and Amount of Funds or Other Consideration. |
Item 3 is hereby amended and restated to read as follows:
As of the close of business on April 27, 2012, the Reporting Persons beneficially owned an aggregate of 1,983,121 shares of Common Stock, as detailed in Item 5. All of the funds used to purchase the shares of Common Stock described in this Schedule 13D came from working capital. No funds were borrowed by any of the Reporting Persons in order to complete the Common Stock purchases described in this report. The aggregate dollar amount for the Common Stock beneficially owned in the aggregate by the Reporting Persons is approximately $5,411,144.
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 25,347,609 shares of Common Stock outstanding, which is the total number of shares of Common Stock outstanding as of April 2, 2012 as reported in Amendment No. 1 to the Issuer’s Proxy Statement filed with the Securities and Exchange Commission on April 18, 2012.
As of the close of business on April 26, 2012, the Reporting Persons, in the aggregate, beneficially owned 1,983,121 shares of Common Stock of the Issuer representing approximately 7.8% of such class of securities. The beneficial ownership of each Reporting Person was as follows: (i) Credit Opportunities beneficially owned 1,185,458 shares of Common Stock of the Issuer, representing approximately 4.7% of such class, (ii) OC I Master beneficially owned 484,583 shares of Common Stock of the Issuer, representing approximately 1.9% of such class, (iii) Select Opportunities beneficially owned 305,724 shares of Common Stock of the Issuer, representing approximately 1.2% of such class, (iv) PC beneficially owned 7,356 shares of Common Stock of the Issuer, representing less than 1% of such class, and (v) Capital, as the investment adviser to Credit Opportunities, Select Opportunities and PC and the investment adviser and general partner of OC I Master, and Mr. Madison and Mr. Steinberg, as the managers of Capital, each may be deemed to beneficially own 1,983,121 shares of Common Stock of the Issuer, representing 7.8% of such class.
Item 5(c) is hereby amended to add the following:
(c) Schedule B annexed hereto lists all transactions in the shares of Common Stock by the Reporting Persons since the filing of Amendment No. 3 to the Schedule 13D. All of such transactions were effected in the open market.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, each of the undersigned signatories certify that the information set forth in this statement is true, complete and correct.
Dated: April 27, 2012 | MAST CAPITAL MANAGEMENT, LLC |
| | |
| By: | /s/ Christopher B. Madison |
| | Name: | Christopher B. Madison |
| | Title: | Managing Member |
| MAST CREDIT OPPORTUNITIES I MASTER FUND LIMITED |
| | |
| By: | /s/ Christopher B. Madison |
| | Name: | Christopher B. Madison |
| | Title: | Director |
| MAST OC I MASTER FUND L.P. |
| | |
| By: | Mast Capital Management, LLC |
| | General Partner |
| | |
| By: | /s/ Christopher B. Madison |
| | Name: | Christopher B. Madison |
| | Title: | Managing Member |
| MAST SELECT OPPORTUNITIES MASTER FUND L.P. |
| | |
| By: | Mast Select Opportunities GP, LLC |
| | General Partner |
| | |
| By: | /s/ Christopher B. Madison |
| | Name: | Christopher B. Madison |
| | Title: | Authorized Signatory |
| MAST PC FUND, L.P. |
| | |
| By: | Mast PC GP, LLC |
| | General Partner |
| | |
| By: | /s/ Christopher B. Madison |
| | Name: | Christopher B. Madison |
| | Title: | Authorized Signatory |
| /s/ Christopher B. Madison |
| CHRISTOPHER B. MADISON |
SCHEDULE B
Transactions in the Shares Since the Filing of Amendment No. 3 to the Schedule 13D
Date of Sale | Shares of Common Stock (Sold) | Price Per Share ($) |
MAST CREDIT OPPORTUNITIES I MASTER FUND LIMITED |
04/23/12 | (20,504) | | 3.9492 |
04/24/12 | (73,526) | | 4.2305 |
04/25/12 | (45,009) | | 2.7090 |
04/26/12 | (75,200) | | 2.5812 |
MAST OC I MASTER FUND L.P. |
04/23/12 | (8,381) | | 3.9492 |
04/24/12 | (30,055) | | 4.2305 |
04/25/12 | (18,398) | | 2.7090 |
04/26/12 | (30,740) | | 2.5812 |
MAST SELECT OPPORTUNITIES MASTER FUND L.P. |
04/23/12 | (5,288) | | 3.9492 |
04/24/12 | (18,962) | | 4.2305 |
04/25/12 | (11,608) | | 2.7090 |
04/26/12 | (19,393) | | 2.5812 |
MAST PC FUND, L.P. |
04/23/12 | (127) | | 3.9492 |
04/24/12 | (457) | | 4.2305 |
04/25/12 | (279) | | 2.7090 |
04/26/12 | (467) | | 2.5812 |