1
|
NAME OF REPORTING PERSON
NOKOMIS CAPITAL MASTER FUND, L.P.*
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
|
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
WC
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
CAYMAN ISLANDS
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
3,484,227
|
|
8
|
SHARED VOTING POWER
- 0 -
|
||
9
|
SOLE DISPOSITIVE POWER
3,484,227
|
||
10
|
SHARED DISPOSITIVE POWER
- 0 -
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,484,227
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.6%
|
||
14
|
TYPE OF REPORTING PERSON
PN
|
1
|
NAME OF REPORTING PERSON
NOKOMIS CAPITAL PARTNERS, L.P.*
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
|
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
OO
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
TEXAS
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
3,484,227
|
|
8
|
SHARED VOTING POWER
- 0 -
|
||
9
|
SOLE DISPOSITIVE POWER
3,484,227
|
||
10
|
SHARED DISPOSITIVE POWER
- 0 -
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,484,227
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.6%
|
||
14
|
TYPE OF REPORTING PERSON
PN
|
1
|
NAME OF REPORTING PERSON
NOKOMIS CAPITAL OFFSHORE FUND, LTD.*
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
|
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
OO
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
CAYMAN ISLANDS
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
3,484,227
|
|
8
|
SHARED VOTING POWER
- 0 -
|
||
9
|
SOLE DISPOSITIVE POWER
3,484,227
|
||
10
|
SHARED DISPOSITIVE POWER
- 0 -
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,484,227
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.6%
|
||
14
|
TYPE OF REPORTING PERSON
CO
|
1
|
NAME OF REPORTING PERSON
NOKOMIS CAPITAL ADVISORS, L.P.*
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
|
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
OO
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
TEXAS
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
3,484,227
|
|
8
|
SHARED VOTING POWER
- 0 -
|
||
9
|
SOLE DISPOSITIVE POWER
3,484,227
|
||
10
|
SHARED DISPOSITIVE POWER
- 0 -
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,484,227
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.6%
|
||
14
|
TYPE OF REPORTING PERSON
PN
|
1
|
NAME OF REPORTING PERSON
NOKOMIS CAPITAL, L.L.C.*
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
|
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
OO
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
TEXAS
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
3,484,227
|
|
8
|
SHARED VOTING POWER
- 0 -
|
||
9
|
SOLE DISPOSITIVE POWER
3,484,227
|
||
10
|
SHARED DISPOSITIVE POWER
- 0 -
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,484,227
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.6%
|
||
14
|
TYPE OF REPORTING PERSON
IA, OO
|
1
|
NAME OF REPORTING PERSON
BRETT HENDRICKSON*
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
|
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
OO
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
3,484,227
|
|
8
|
SHARED VOTING POWER
- 0 -
|
||
9
|
SOLE DISPOSITIVE POWER
3,484,227
|
||
10
|
SHARED DISPOSITIVE POWER
- 0 -
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,484,227
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.6%
|
||
14
|
TYPE OF REPORTING PERSON
IN
|
Item 1.
|
Security and Issuer.
|
Item 2.
|
Identity and Background.
|
|
(i)
|
Nokomis Capital Master Fund, L.P., an exempted limited partnership organized under the laws of the Cayman Islands (“Nokomis Master”);
|
|
(ii)
|
Nokomis Capital Partners, L.P., a Texas limited partnership (“Nokomis Partners”), which serves as a feeder fund of Nokomis Master;
|
|
(iii)
|
Nokomis Capital Offshore Fund, Ltd., a Cayman Islands exempted company (“Nokomis Offshore”and together with Nokomis Master and Nokomis Partners, the “Funds”), which serves as a feeder fund of Nokomis Master;
|
|
(iv)
|
Nokomis Capital Advisors, L.P., a Texas limited partnership (“Nokomis Advisors”), which serves as the general partner of each of Nokomis Master and Nokomis Partners;
|
|
(v)
|
Nokomis Capital, L.L.C., a Texas limited liability company (“Nokomis Capital”), which serves as the investment manager of each of Nokomis Master, Nokomis Partners and Nokomis Offshore, and as the general partner of Nokomis Advisors; and
|
|
(vi)
|
Brett Hendrickson, who serves as the manager of Nokomis Capital and a director of Nokomis Offshore.
|
Item 3.
|
Source and Amount of Funds or Other Consideration.
|
Item 4.
|
Purpose of Transaction.
|
Item 5.
|
Interest in Securities of the Issuer.
|
Item 6.
|
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
|
Item 7.
|
Material to be Filed as Exhibits.
|
|
99.1
|
Joint Filing Agreement by and among Nokomis Capital Master Fund, L.P., Nokomis Capital Partners, L.P., Nokomis Capital Offshore Fund, Ltd., Nokomis Capital Advisors, L.P., Nokomis Capital, L.L.C. and Brett Hendrickson, dated August 24, 2015.
|
Dated: August 24, 2015
|
NOKOMIS CAPITAL MASTER FUND, L.P.
|
||
By:
|
Nokomis Capital, L.L.C.
Investment Manager
|
||
By:
|
/s/ Brett Hendrickson | ||
Name:
|
Brett Hendrickson
|
||
Title:
|
Manager
|
NOKOMIS CAPITAL PARTNERS, L.P.
|
|||
By:
|
Nokomis Capital, L.L.C.
Investment Manager
|
||
By:
|
/s/ Brett Hendrickson | ||
Name:
|
Brett Hendrickson
|
||
Title:
|
Manager
|
NOKOMIS CAPITAL OFFSHORE FUND, LTD.
|
|||
By:
|
/s/ Brett Hendrickson | ||
Name:
|
Brett Hendrickson
|
||
Title:
|
Director
|
NOKOMIS CAPITAL ADVISORS, L.P.
|
|||
By:
|
Nokomis Capital, L.L.C.
General Partner
|
||
By:
|
/s/ Brett Hendrickson | ||
Name:
|
Brett Hendrickson
|
||
Title:
|
Manager
|
NOKOMIS CAPITAL, L.L.C.
|
|||
By:
|
/s/ Brett Hendrickson | ||
Name:
|
Brett Hendrickson
|
||
Title:
|
Manager
|
/s/ Brett Hendrickson | |
BRETT HENDRICKSON
|
Name and Position
|
Principal Occupation
|
Principal Business Address
|
Citizenship
|
Brett Hendrickson
Director*
|
|||
Ian Goodall
Director
|
Chartered Accountant
|
c/o International Management Services Ltd.
3rd Floor Harbour Centre
Grand Cayman KY1-1102
Cayman Islands
|
United Kingdom
|
Michael John McDonald
Director
|
Chartered Accountant
|
c/o International Management Services Ltd.
3rd Floor Harbour Centre
Grand Cayman KY1-1102
Cayman Islands
|
Canada
|
Nature of the Transaction
|
Securities
Purchased/(Sold)
|
Price Per
Share($)
|
Date of
Purchase / Sale
|
Purchase of Common Stock
|
16,227
|
7.1400
|
07/21/2015
|
Purchase of Common Stock
|
28,400
|
7.0342
|
07/22/2015
|
Purchase of Common Stock
|
51,600
|
6.9726
|
07/22/2015
|
Purchase of Common Stock
|
17,409
|
6.8600
|
07/23/2015
|
Purchase of Common Stock
|
4,200
|
7.0000
|
07/27/2015
|
Purchase of Common Stock
|
7,500
|
6.9930
|
07/28/2015
|
Purchase of Common Stock
|
9,049
|
7.0000
|
07/29/2015
|
Purchase of Common Stock
|
9,600
|
6.9484
|
07/30/2015
|
Purchase of Common Stock
|
19,251
|
6.9997
|
07/30/2015
|
Dated: August 24, 2015
|
NOKOMIS CAPITAL MASTER FUND, L.P.
|
||
By:
|
Nokomis Capital, L.L.C.
Investment Manager
|
||
By:
|
/s/ Brett Hendrickson | ||
Name:
|
Brett Hendrickson
|
||
Title:
|
Manager
|
NOKOMIS CAPITAL PARTNERS, L.P.
|
|||
By:
|
Nokomis Capital, L.L.C.
Investment Manager
|
||
By:
|
/s/ Brett Hendrickson | ||
Name:
|
Brett Hendrickson
|
||
Title:
|
Manager
|
NOKOMIS CAPITAL OFFSHORE FUND, LTD.
|
|||
By:
|
/s/ Brett Hendrickson | ||
Name:
|
Brett Hendrickson
|
||
Title:
|
Director
|
NOKOMIS CAPITAL ADVISORS, L.P.
|
|||
By:
|
Nokomis Capital, L.L.C.
General Partner
|
||
By:
|
/s/ Brett Hendrickson | ||
Name:
|
Brett Hendrickson
|
||
Title:
|
Manager
|
NOKOMIS CAPITAL, L.L.C.
|
|||
By:
|
/s/ Brett Hendrickson | ||
Name:
|
Brett Hendrickson
|
||
Title:
|
Manager
|
/s/ Brett Hendrickson
|
|
BRETT HENDRICKSON
|