*
|
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
|
1
|
NAMES OF REPORTING PERSONS
LION POINT MASTER, LP
|
|||
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☒
(b) ☐
|
|||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
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
- 0 –
|
||
8
|
SHARED VOTING POWER
5,043,209
|
|||
9
|
SOLE DISPOSITIVE POWER
- 0 –
|
|||
10
|
SHARED DISPOSITIVE POWER
5,043,209
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,043,209
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
☐
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
50.2%*
|
|||
14
|
TYPE OF REPORTING PERSON
PN
|
* |
All calculations of beneficial ownership are based on (i) a total of 5,189,300 outstanding Shares of the Issuer, (ii) an initial conversion ratio of 114.975
Shares for each share of issued and outstanding Mandatorily Convertible Preferred Stock (as reported by the Issuer in its Form 8-K filed with the SEC on February 2, 2018), (iii) an initial conversion ratio of one (1) Share for each Series
A Warrant and (iv) an initial conversion ratio of one (1) Share for each Series B Warrant. The Reporting Person’s shares are comprised of 185,906 Shares, 4,289,257 Shares that may be received upon conversion of 37,306 shares of
Mandatorily Convertible Preferred Stock, 316,729 Shares that may be received upon exercise of the Series A Warrants, and 251,317 Shares that may be received upon exercise of the Series B Warrants. In accordance with Rule 13d-3(d)(1), the
Mandatorily Convertible Preferred Stock held by the Reporting Persons is treated as converted and the Series A Warrants and Series B Warrants held by the Reporting Person are treated as exercised for the purpose of computing the deemed
beneficial ownership percentage of the Reporting Persons.
|
1
|
NAMES OF REPORTING PERSONS
LION POINT CAPITAL GP, LLC
|
|||
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☒
(b) ☐
|
|||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
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
DELAWARE
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
- 0 –
|
||
8
|
SHARED VOTING POWER
5,043,209
|
|||
9
|
SOLE DISPOSITIVE POWER
- 0 –
|
|||
10
|
SHARED DISPOSITIVE POWER
5,043,209
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,043,209
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
☐
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
50.2%*
|
|||
14
|
TYPE OF REPORTING PERSON
OO
|
1
|
NAMES OF REPORTING PERSONS
LION POINT CAPITAL, LP
|
|||
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☒
(b) ☐
|
|||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
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
DELAWARE
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
- 0 –
|
||
8
|
SHARED VOTING POWER
5,043,209
|
|||
9
|
SOLE DISPOSITIVE POWER
- 0 –
|
|||
10
|
SHARED DISPOSITIVE POWER
5,043,209
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,043,209
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
☐
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
50.2%*
|
|||
14
|
TYPE OF REPORTING PERSON
PN
|
1
|
NAMES OF REPORTING PERSONS
LION POINT HOLDINGS GP, LLC
|
|||
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☒
(b) ☐
|
|||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
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
DELAWARE
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
- 0 –
|
||
8
|
SHARED VOTING POWER
5,043,209
|
|||
9
|
SOLE DISPOSITIVE POWER
- 0 –
|
|||
10
|
SHARED DISPOSITIVE POWER
5,043,209
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,043,209
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
☐
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
50.2%*
|
|||
14
|
TYPE OF REPORTING PERSON
OO
|
1
|
NAMES OF REPORTING PERSONS
DIDRIC CEDERHOLM
|
|||
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☒
(b) ☐
|
|||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
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
SWEDEN AND FRANCE
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
- 0 –
|
||
8
|
SHARED VOTING POWER
5,043,209
|
|||
9
|
SOLE DISPOSITIVE POWER
- 0 –
|
|||
10
|
SHARED DISPOSITIVE POWER
5,043,209
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,043,209
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
☐
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
50.2%*
|
|||
14
|
TYPE OF REPORTING PERSON
IN
|
1
|
NAMES OF REPORTING PERSONS
JIM FREEMAN
|
|||
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☒
(b) ☐
|
|||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
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
- 0 –
|
||
8
|
SHARED VOTING POWER
5,043,209
|
|||
9
|
SOLE DISPOSITIVE POWER
- 0 –
|
|||
10
|
SHARED DISPOSITIVE POWER
5,043,209
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,043,209
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
☐
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
50.2%*
|
|||
14
|
TYPE OF REPORTING PERSON
IN
|
Item 4. |
Purpose of Transaction
|
|
•
|
|
4,252,500 Shares;
|
|
•
|
|
100,000 shares of Mandatorily Convertible Preferred Stock, face amount $1,000, convertible into 11,497,500 Shares;
|
|
•
|
|
Series A Warrants, exercisable for 7,245,000 Shares; and
|
|
•
|
|
Series B Warrants, exercisable for 5,748,750 Shares.
|
Item 5. |
Interest in Securities of the Issuer
|
Date
|
No. Preferred Shares
|
No. Underlying Shares
|
December 17, 2018
|
28,395
|
3,264,715
|
December 19, 2018
|
360
|
41,391
|
Item 6. |
Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer
|
LION POINT MASTER, LP
|
||
By: LION POINT CAPITAL GP, LLC
|
||
It: General Partner
|
||
By:
|
|
/s/ Didric Cederholm
|
Name:
|
|
Didric Cederholm
|
Title:
|
|
Founding Partner and Chief Investment Officer
|
LION POINT CAPITAL GP, LLC
|
||
By:
|
|
/s/ Didric Cederholm
|
Name:
|
|
Didric Cederholm
|
Title:
|
|
Founding Partner and Chief Investment Officer
|
LION POINT CAPITAL, LP
|
||
By: LION POINT HOLDINGS GP, LLC
|
||
It: General Partner
|
||
By:
|
|
/s/ Didric Cederholm
|
Name:
|
|
Didric Cederholm
|
Title:
|
|
Managing Member
|
LION POINT HOLDINGS GP, LLC
|
||
By:
|
|
/s/ Didric Cederholm
|
Name:
|
|
Didric Cederholm
|
Title:
|
|
Managing Member
|
/s/ Didric Cederholm
|
||
Didric Cederholm
|
||
/s/ Jim Freeman
|
||
Jim Freeman
|