1
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NAME OF REPORTING PERSON
LEAP TIDE CAPITAL MANAGEMENT, LLC
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||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) o
(b) o
|
|
3
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SEC USE ONLY
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||
4
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SOURCE OF FUNDS
WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
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¨
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
3,551,561
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8
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SHARED VOTING POWER
-0-
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||
9
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SOLE DISPOSITIVE POWER
3,551,561
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||
10
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SHARED DISPOSITIVE POWER
-0-
|
||
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,551,561
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||
12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.4%
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14
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TYPE OF REPORTING PERSON
OO
|
1
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NAME OF REPORTING PERSON
JAN LOEB
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
|
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
AF
|
||
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
4,265,761
|
|
8
|
SHARED VOTING POWER
-0-
|
||
9
|
SOLE DISPOSITIVE POWER
4,265,761
|
||
10
|
SHARED DISPOSITIVE POWER
-0-
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,265,761
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.7%
|
||
14
|
TYPE OF REPORTING PERSON
IN
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Item 1.
|
Security and Issuer.
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Item 2.
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Identity and Background.
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(a)
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This statement is filed by:
|
|
(i)
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Leap Tide Capital Management, LLC (“Leap Tide”); and
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(ii)
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Jan Loeb.
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Item 3.
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Source and Amount of Funds or Other Consideration.
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Item 4.
|
Purpose of Transaction.
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Item 5.
|
Interest in Securities of the Issuer.
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A.
|
Leap Tide
|
|
(a)
|
As of the close of business on October 24, 2014, Leap Tide beneficially owned 3,551,561 Shares.
|
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(b)
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1. Sole power to vote or direct vote: 3,551,561
|
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2. Shared power to vote or direct vote: -0-
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3. Sole power to dispose or direct the disposition: 3,551,561
|
|
4. Shared power to dispose or direct the disposition: -0-
|
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(c)
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The transactions in the Shares by Leap Tide during the past sixty days, if any, are set forth in Schedule A and are incorporated herein by reference.
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B.
|
Mr. Loeb
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|
(a)
|
As of the close of business on October 24, 2014, Mr. Loeb beneficially owned 4,265,761 Shares. Mr. Loeb is the beneficial owner of 714,200 Shares and, due to his relationship with Leap Tide, may be deemed the beneficial owner of the 3,551,561 Shares owned by Leap Tide.
|
|
(b)
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1. Sole power to vote or direct vote: 4,265,761
|
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2. Shared power to vote or direct vote: -0-
|
|
3. Sole power to dispose or direct the disposition: 4,265,761
|
|
4. Shared power to dispose or direct the disposition: -0-
|
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(c)
|
The transactions in the Shares by Mr. Loeb and on behalf of Leap Tide during the past sixty days, if any, are set forth in Schedule A and are incorporated herein by reference.
|
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(d)
|
No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares.
|
|
(e)
|
Not applicable.
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Item 6.
|
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
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Item 7.
|
Material to be Filed as Exhibits.
|
|
99.1
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Joint Filing Agreement by and between Leap Tide Capital Management, LLC and Jan Loeb, dated October 27, 2014.
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LEAP TIDE CAPITAL MANAGEMENT, LLC
|
|||
By:
|
/s/ Jan Loeb
|
||
Name:
|
Jan Loeb
|
||
Title:
|
Managing Member
|
/s/ Jan Loeb
|
|
JAN LOEB
|
Shares of Common Stock
Purchased / (Sold)
|
Price Per
Share($)
|
Date of
Purchase / Sale
|
LEAP TIDE CAPITAL MANAGEMENT, LLC
|
1,200,000
|
0.40
|
10/15/2014
|
50,000
|
0.63
|
09/10/14
|
25,000
|
0.64
|
09/11/14
|
5,000
|
0.54
|
10/07/14
|
LEAP TIDE CAPITAL MANAGEMENT, LLC
|
|||
By:
|
/s/ Jan Loeb
|
||
Name:
|
Jan Loeb
|
||
Title:
|
Managing Member
|
/s/ Jan Loeb
|
|
JAN LOEB
|