If the filing person has
previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box.
x
The information required on the remainder of this cover page shall not be
deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
|
|
|
|
|
|
|
1.
|
|
NAMES OF
REPORTING PERSONS
Richard P. Schottenfeld
|
2.
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a)
¨
(b)
¨
|
3.
|
|
SEC USE ONLY
|
4.
|
|
SOURCE OF FUNDS*
PF, 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
United States of America
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7.
|
|
SOLE VOTING POWER:
3,908,486
|
|
8.
|
|
SHARED VOTING POWER:
285,729
|
|
9.
|
|
SOLE DISPOSITIVE POWER:
3,908,486
|
|
10.
|
|
SHARED DISPOSITIVE POWER:
285,729
|
11.
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
4,194,215
|
12.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES*
¨
|
13.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
5.4% (1)
|
14.
|
|
TYPE OF REPORTING PERSON*
IN
|
(1)
|
Based on 77,945,548 shares of common stock issued and outstanding as of July 11, 2016, as reported in the Form 6-K of Neptune Technologies & Bioressources Inc. (the
Issuer
) filed with the
Securities and Exchange Commission (the
SEC
) on July 11, 2016.
|
|
|
|
|
|
|
|
1.
|
|
NAMES OF
REPORTING PERSONS
Schottenfeld Group GP LLC
|
2.
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a)
¨
(b)
¨
|
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
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7.
|
|
SOLE VOTING POWER:
0
|
|
8.
|
|
SHARED VOTING POWER:
1,305,729
|
|
9.
|
|
SOLE DISPOSITIVE POWER:
0
|
|
10.
|
|
SHARED DISPOSITIVE POWER:
1,305,729
|
11.
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
1,305,729
|
12.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES*
¨
|
13.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
1.7% (1)
|
14.
|
|
TYPE OF REPORTING PERSON*
OO, HC
|
|
(1) Based on 77,945,548 shares of common stock issued and outstanding as of
July 11, 2016, as reported in the Issuers Form 6-K filed with the SEC on July 11, 2016.
|
|
|
|
|
|
|
|
1.
|
|
NAMES OF
REPORTING PERSONS
Schottenfeld Group Holdings, L.P.
|
2.
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a)
¨
(b)
¨
|
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
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7.
|
|
SOLE VOTING POWER:
0
|
|
8.
|
|
SHARED VOTING POWER:
1,305,729
|
|
9.
|
|
SOLE DISPOSITIVE POWER:
0
|
|
10.
|
|
SHARED DISPOSITIVE POWER:
1,305,729
|
11.
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
1,305,729
|
12.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES*
¨
|
13.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
1.7% (1)
|
14.
|
|
TYPE OF REPORTING PERSON*
PN, HC
|
|
(1) Based on 77,945,548 shares of common stock issued and outstanding as of
July 11, 2016, as reported in the Issuers Form 6-K filed with the SEC on July 11, 2016.
|
|
|
|
|
|
|
|
1.
|
|
NAMES OF
REPORTING PERSONS
Koyote Capital Group LLC
|
2.
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a)
¨
(b)
¨
|
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
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7.
|
|
SOLE VOTING POWER:
0
|
|
8.
|
|
SHARED VOTING POWER:
1,305,729
|
|
9.
|
|
SOLE DISPOSITIVE POWER:
0
|
|
10.
|
|
SHARED DISPOSITIVE POWER:
1,305,729
|
11.
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
1,305,729
|
12.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES*
¨
|
13.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
1.7% (1)
|
14.
|
|
TYPE OF REPORTING PERSON*
OO, HC
|
(1)
|
Based on 77,945,548 shares of common stock issued and outstanding as of July 11, 2016, as reported in the Issuers Form 6-K filed with the SEC on July 11, 2016.
|
|
|
|
|
|
|
|
1.
|
|
NAMES OF
REPORTING PERSONS
Koyote Trading LLC
|
2.
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a)
¨
(b)
¨
|
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
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7.
|
|
SOLE VOTING POWER:
1,305,729
|
|
8.
|
|
SHARED VOTING POWER:
0
|
|
9.
|
|
SOLE DISPOSITIVE POWER:
1,305,729
|
|
10.
|
|
SHARED DISPOSITIVE POWER:
0
|
11.
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
1,305,729
|
12.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES*
¨
|
13.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
1.7% (1)
|
14.
|
|
TYPE OF REPORTING PERSON*
OO, BD
|
(1)
|
Based on 77,945,548 shares of common stock issued and outstanding as of July 11, 2016, as reported in the Issuers Form 6-K filed with the SEC on July 11, 2016.
|
|
|
|
|
|
|
|
1.
|
|
NAMES OF
REPORTING PERSONS
Winchester Holdings, L.L.C.
|
2.
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a)
¨
(b)
¨
|
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
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7.
|
|
SOLE VOTING POWER:
0
|
|
8.
|
|
SHARED VOTING POWER:
2,757,086
|
|
9.
|
|
SOLE DISPOSITIVE POWER:
0
|
|
10.
|
|
SHARED DISPOSITIVE POWER:
2,757,086
|
11.
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
2,757,086
|
12.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES*
¨
|
13.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
3.5% (1)
|
14.
|
|
TYPE OF REPORTING PERSON*
OO
|
|
(1) Based on 77,945,548 shares of common stock issued and outstanding as of
July 11, 2016, as reported in the Issuers Form 6-K filed with the SEC on July 11, 2016.
|
|
|
|
|
|
|
|
1.
|
|
NAMES OF
REPORTING PERSONS
Schottenfeld Associates, L.P.
|
2.
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a)
¨
(b)
¨
|
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
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7.
|
|
SOLE VOTING POWER:
2,757,086
|
|
8.
|
|
SHARED VOTING POWER:
0
|
|
9.
|
|
SOLE DISPOSITIVE POWER:
2,757,086
|
|
10.
|
|
SHARED DISPOSITIVE POWER:
0
|
11.
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
2,757,086
|
12.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES*
¨
|
13.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
3.5% (1)
|
14.
|
|
TYPE OF REPORTING PERSON*
PN
|
(1)
|
Based on 77,945,548 shares of common stock issued and outstanding as of July 11, 2016, as reported in the Issuers Form 6-K filed with the SEC on July 11, 2016.
|
ITEM 1. Security and Issuer.
This statement on Schedule 13D (this
Schedule 13D
) relates to the common stock (the
Common Stock
) of Neptune
Technologies & Bioressources Inc., a Canadian corporation (the
Issuer
). The principal executive offices of the Issuer are located at: 545 Promende du Centropolis, Suite 100, Laval, Québec, Canada H7T 0A3.
This Schedule 13D relates to Common Stock of the Issuer purchased by Richard P. Schottenfeld in his affiliated personal accounts and by Mr. Schottenfeld
indirectly through Koyote Trading LLC (
Koyote Trading
) and Schottenfeld Associates, L.P. (
Schottenfeld Associates
). This Schedule 13D also relates to the Common Stock of the Issuer purchased by each of
Schottenfeld Group GP LLC (
Schottenfeld GP
), Schottenfeld Group Holdings, L.P. (
Schottenfeld Holdings
) and Koyote Capital Group LLC (
Koyote Group
) indirectly through Koyote Trading.
Schottenfeld GP is the general partner of Schottenfeld Holdings, which wholly owns the Koyote Group, which in turn, is the manager and sole member of Koyote Trading. Mr. Schottenfeld is the manager and a member of Schottenfeld GP, and thus,
Mr. Schottenfeld directs the control of each of Schottenfeld GP, Schottenfeld Holdings, Koyote Group and Koyote Trading. Mr. Schottenfeld also directly controls his trading portfolio within Koyote Trading. Furthermore, this Schedule 13D
also relates to the Common Stock of the Issuer purchased by Winchester Holdings, L.L.C. (
Winchester
) indirectly through Schottenfeld Associates. Winchester is the general partner of Schottenfeld Associates, and
Mr. Schottenfeld is the manager and a member of Winchester. As a result, Mr. Schottenfeld directs the control of Schottenfeld Associates through Winchester. Mr. Schottenfeld, as beneficial owner of the shares of Common Stock held
directly in his affiliated personal accounts and indirectly by Koyote Trading and Schottenfeld Associates, may direct the vote and disposition of 4,194,215 shares of Common Stock. Schottenfeld GP, Schottenfeld Holdings, and Koyote Group, each as the
beneficial owner of shares held by Koyote Trading, may each indirectly control the vote and disposition of 1,305,729 shares of Common Stock. Koyote Trading holds 1,305,729 shares of Common Stock and may direct the vote and disposition of those
shares. Winchester, as the general partner of Schottenfeld Associates, indirectly controls 2,757,086 shares of Common Stock held by Schottenfeld Associates. Schottenfeld Associates holds 2,757,086 shares of Common Stock and may direct the vote and
disposition of those shares. 285,729 of the shares of Common Stock held by Koyote Trading (the
Other Trader Shares
) are controlled by other traders within Koyote Trading, but are subject to Mr. Schottenfelds veto.
ITEM 2. Identity and Background.
a) The
Reporting Persons are:
|
1.
|
Richard P. Schottenfeld;
|
|
2.
|
Schottenfeld Group GP LLC (
Schottenfeld GP
);
|
|
3.
|
Schottenfeld Group Holdings, L.P. (
Schottenfeld Holdings
);
|
|
4.
|
Koyote Capital Group LLC (
Koyote Group
);
|
|
5.
|
Koyote Trading LLC (
Koyote Trading
);
|
|
6.
|
Winchester Holdings, L.L.C. (
Winchester
); and
|
|
7.
|
Schottenfeld Associates, L.P. (
Schottenfeld Associates
and collectively with Mr. Schottenfeld, Schottenfeld GP, Schottenfeld Holdings, Koyote Group, Koyote Trading and Winchester, the
Reporting Persons
).
|
In addition to Mr. Schottenfeld, each of David K. Koch, Ronald Weiss, Lucas
Rosen, Bryan Weiss, The Richard Schottenfeld 2008 GRAT Family Trust and the David K. Koch Family Trust is a member of Schottenfeld GP, and Robin Schottenfeld is a member of Winchester (collectively, the
Members
).
(b) The business address of each of the Reporting Persons is:
800 Third Avenue, 10
th
Floor
New York, NY 10022.
(c) The principal business of Koyote Trading is investment and engaging in broker-dealer activities. The
principal business of Koyote Group, as the manager and sole member of Koyote Trading, is to be a holding company of Koyote Trading. The principal business of Schottenfeld Holdings, as the sole owner of Koyote Group, is to be a holding company of
Koyote Group. The principal business of Schottenfeld GP, as the general partner of Schottenfeld Holdings, is to be a holding company of Schottenfeld Holdings. The principal business of Schottenfeld Associates is investment. The principal business of
Winchester, as the general partner of Schottenfeld Associates, is to be a holding company of Schottenfeld Associates. Mr. Schottenfelds principal occupation is serving as the manager and a member of each of Schottenfeld GP and Winchester
and directing his trading portfolio within Koyote Trading.
(d) The Reporting Persons have not, during the last five years, been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) The Reporting Persons have not, during the last five years, been a
party to a civil proceeding of a judicial or administrative body of competent jurisdiction nor are the Reporting Persons subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to,
federal or state securities laws or finding any violation with respect to such laws.
(f) The Citizenship of the Reporting Persons is as follows:
|
1.
|
Richard P. Schottenfeld United States of America
|
|
2.
|
Schottenfeld GP Delaware
|
|
3.
|
Schottenfeld Holdings Delaware
|
|
4.
|
Koyote Group Delaware
|
|
5.
|
Koyote Trading Delaware
|
|
7.
|
Schottenfeld Associates Delaware
|
The Reporting Persons have agreed to jointly file this Schedule 13D.
A Joint Filing Agreement is filed herewith.
ITEM 3. Source and Amount of Funds or Other Consideration.
The aggregate purchase price (excluding commissions) of the 4,194,215 shares of Common Stock held directly and indirectly by Mr. Schottenfeld reported
herein was approximately $6,394,480. Such shares of Common Stock were purchased with the working capital of Koyote Trading and Schottenfeld Associates in open market transactions through brokers, with the personal funds of Mr. Schottenfeld
and with affiliated funds of Mr. Schottenfeld, Schottenfeld GP, Schottenfeld Holdings, Koyote Group and Winchester. The shares of Common Stock held by Koyote Trading are generally held in margin accounts with Goldman Sachs & Co.
ITEM 4. Purpose of Transaction.
The information
contained in Items 3 and 5(c) of this Schedule 13D regarding the acquisition of the 4,194,215 shares of Common Stock is incorporated by reference herein.
The Reporting Persons originally acquired beneficial ownership of the shares of Common Stock reported in this Schedule 13D for investment purposes and
believed at that time that such shares of Common Stock were undervalued and were an attractive investment.
The Issuers board of directors later
approached Mr. Schottenfeld of its own initiative to ask him to join the board. Mr. Schottenfeld was elected to the position of director on July 12, 2016. In his capacity as a director, Mr. Schottenfeld expects to have
discussions with the other directors and management, which could relate to any of the matters in (a) through (j) of Item 4 of Schedule 13D.
No Reporting Person has any present plan or proposal which would relate to or result in any of the matters set
forth in subparagraphs (a) through (j) of Item 4 of Schedule 13D, except as set forth herein. Depending on various factors including, without limitation, the Issuers financial position and investment strategy, the price levels
of the shares of Common Stock, conditions in the securities markets and general economic and industry conditions, the Reporting Persons may in the future take such actions with respect to their investment in the Issuer as they deem appropriate,
including, without limitation, purchasing additional shares of Common Stock, selling some or all of their shares of Common Stock, engaging in short selling of or any hedging or similar transaction with respect to the shares of Common Stock or
changing their intention with respect to any and all matters referred to in this Item 4.
The Reporting Persons do not have any agreement or
understanding with any other person relating to the acquisition, holding, voting or disposition of securities of the Issuer.
Koyote Trading also holds
shares of common stock in Acasti Pharma, Inc., a subsidiary of the Issuer, some of which are held by Mr. Schottenfeld in his trading portfolio in Koyote Trading and some of which are traded by another trader within Koyote Trading, but are
subject to Mr. Schottenfelds veto. Mr. Schottenfeld and the other trader in Koyote Trading have sold, and may purchase or continue to sell depending on the relevant market conditions, additional shares of Acasti Pharma, Inc. in the
future.
ITEM 5. Interest in Securities of the Issuer.
|
(a)
|
(b) The percentages set forth below and on pages 2 through 8 hereof are based on 77,945,548 shares of Common Stock issued and outstanding as of July 11, 2016, as reported in the Issuers Form 6-K
filed with the SEC on July 11, 2016.
|
(i) Mr. Schottenfeld has (x) sole voting and dispositive power with
respect to 3,908,486 shares of the Issuers Common Stock, which includes (1) the 131,400 shares of the Issuers Common Stock through his affiliated personal accounts, (2) the 1,020,000 shares of the Issuers Common Stock
through his trading portfolio at Koyote Trading, and (3) the 2,757,086 shares of the Issuers Common Stock through Schottenfeld Associates (as the manager of Winchester, which is the general partner of Schottenfeld Associates) and
(y) shared voting and dispositive power with respect to 285,729 Other Trader Shares held in other trading portfolios in Koyote Trading, over which Mr. Schottenfeld holds veto power as the manager and member of Schottenfeld GP (which is the
general partner of Schottenfeld Holdings that wholly owns Koyote Group, which is, in turn, the manager and sole member of Koyote Trading). Accordingly, Mr. Schottenfeld may be deemed to beneficially own 5.38% of the Issuers issued and
outstanding Common Stock.
(ii) As the general partner of Schottenfeld Holdings, which wholly owns Koyote Group (which is the manager and
sole member of Koyote Trading), Schottenfeld GP has shared voting and dispositive power with respect to 1,305,729 shares of Common Stock, which are held by Koyote Trading. Accordingly, Schottenfeld GP may be deemed to beneficially own 1.68% of the
Issuers issued and outstanding Common Stock.
(iii) As the owner of Koyote Group, which is the manager and sole member of Koyote
Trading, Schottenfeld Holdings has shared voting and dispositive power with respect to 1,305,729 shares of Common Stock, which are held by Koyote Trading. Accordingly, Schottenfeld Holdings may be deemed to beneficially own 1.68% of the
Issuers issued and outstanding Common Stock.
(iv) As the manager and sole member of Koyote Trading, Koyote Group has shared voting
and dispositive power with respect to 1,305,729 shares of Common Stock, which are held by Koyote Trading. Accordingly, Koyote Group may be deemed to beneficially own 1.68% of the Issuers issued and outstanding Common Stock.
(v) As holder of the shares, Koyote Trading has sole voting and dispositive power with respect to 1,305,729 shares of Common Stock.
Accordingly, Koyote Trading may be deemed to beneficially own 1.68% of the Issuers issued and outstanding Common Stock.
(vi) As the
general partner of Schottenfeld Associates, Winchester has shared voting and dispositive power with respect to 2,757,086 shares of Common Stock, which are held by the Schottenfeld Associates. Accordingly, Koyote Trading may be deemed to beneficially
own 3.54% of the Issuers issued and outstanding Common Stock.
(vii) As holder of the shares, Schottenfeld Associates has sole voting and dispositive power with
respect to 2,757,086 shares of Common Stock. Accordingly, Koyote Trading may be deemed to beneficially own 3.54% of the Issuers issued and outstanding Common Stock.
|
(c)
|
Koyote Trading has given effect to the following transactions with respect to the Issuers Common Stock during the past 60 days, all of which were made at the direction of traders other than Mr. Schottenfeld.
Such transactions occurred in the open market and are set forth on Appendix A.
|
|
(d)
|
No person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of the Issuers Common Stock held by the Reporting Persons other
than the Reporting Persons.
|
ITEM 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer.
Not Applicable.
Item 7. Material to Be Filed as Exhibits.
|
|
|
Exhibit
|
|
Description
|
|
|
99.1
|
|
Agreement Regarding the Joint Filing of Schedule 13D by and between the Reporting Persons.
|
Appendix A
|
|
|
|
|
|
|
|
|
|
|
Date
|
|
Transaction
|
|
Shares
|
|
|
Price
|
|
5/19/2016
|
|
Sale of shares of Common Stock
|
|
|
100
|
|
|
$
|
1.01
|
|
5/19/2016
|
|
Purchase of shares of Common Stock
|
|
|
100
|
|
|
$
|
1.04
|
|
5/20/2016
|
|
Purchase of shares of Common Stock
|
|
|
100
|
|
|
$
|
1.12
|
|
5/20/2016
|
|
Sale of shares of Common Stock
|
|
|
500
|
|
|
$
|
1.10
|
|
5/24/2016
|
|
Sale of shares of Common Stock
|
|
|
100
|
|
|
$
|
1.11
|
|
5/25/2016
|
|
Sale of shares of Common Stock
|
|
|
100
|
|
|
$
|
1.13
|
|
5/26/2016
|
|
Sale of shares of Common Stock
|
|
|
20,200
|
|
|
$
|
1.21
|
(1)
|
6/08/2016
|
|
Sale of shares of Common Stock
|
|
|
300
|
|
|
$
|
1.16
|
(1)
|
6/09/2016
|
|
Sale of shares of Common Stock
|
|
|
100
|
|
|
$
|
1.14
|
|
6/10/2016
|
|
Sale of shares of Common Stock
|
|
|
100
|
|
|
$
|
1.14
|
|
6/17/2016
|
|
Sale of shares of Common Stock
|
|
|
100
|
|
|
$
|
1.05
|
|
6/20/2016
|
|
Sale of shares of Common Stock
|
|
|
100
|
|
|
$
|
1.06
|
|
6/20/2016
|
|
Purchase of shares of Common Stock
|
|
|
100
|
|
|
$
|
1.08
|
|
6/22/2016
|
|
Sale of shares of Common Stock
|
|
|
200
|
|
|
$
|
1.05
|
(1)
|
6/24/2016
|
|
Sale of shares of Common Stock
|
|
|
100
|
|
|
$
|
1.03
|
|
6/29/2016
|
|
Sale of shares of Common Stock
|
|
|
300
|
|
|
$
|
1.05
|
(1)
|
6/29/2016
|
|
Purchase of shares of Common Stock
|
|
|
1,600
|
|
|
$
|
1.07
|
(1)
|
6/30/2016
|
|
Purchase of shares of Common Stock
|
|
|
3,800
|
|
|
$
|
1.04
|
(1)
|
6/30/2016
|
|
Sale of shares of Common Stock
|
|
|
100
|
|
|
$
|
1.05
|
|
7/01/2016
|
|
Sale of shares of Common Stock
|
|
|
100
|
|
|
$
|
1.04
|
|
7/05/2016
|
|
Sale of shares of Common Stock
|
|
|
100
|
|
|
$
|
1.02
|
|
7/06/2016
|
|
Purchase of shares of Common Stock
|
|
|
100
|
|
|
$
|
1.02
|
|
7/06/2016
|
|
Sale of shares of Common Stock
|
|
|
100
|
|
|
$
|
1.02
|
|
7/07/2016
|
|
Sale of shares of Common Stock
|
|
|
500
|
|
|
$
|
1.01
|
(1)
|
(1)
|
The price reported in this column is a weighted average price. These shares of Common Stock were sold or purchased in multiple transactions. The reported price for the share sales made on May 26, 2016 is based on
prices ranging from a low of $1.18 per share to a high of $1.29 per share. The reported price for the share sales made on June 8, 2016 is based on prices ranging from a low of $1.15 per share to a high of $1.18 per share. The reported price for
the share sales made on June 22, 2016 is based on prices ranging from a low of $1.04 per share to a high of $1.06 per share. The reported price for the share sales made on June 29, 2016 is based on prices ranging from a low of $1.04 per
share to a high of $1.05 per share. The reported price for the share purchases made on June 29, 2016 is based on prices ranging from a low of $1.06 per share to a high of $1.08 per share. The reported price for the share purchases made on
June 30, 2016 is based on prices ranging from a low of $1.02 per share to a high of $1.06 per share. The reported price for the share sales made on July 7, 2016 is based on prices ranging from a low of $1.01 per share to a high of $1.02
per share. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price set forth above.
|
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
July 22, 2016
|
|
|
|
|
RICHARD P. SCHOTTENFELD
|
/s/ Richard P. Schottenfeld
|
Richard P. Schottenfeld
|
SCHOTTENFELD GROUP GP LLC
|
By:
|
|
/s/ Richard P. Schottenfeld
|
|
|
Richard P. Schottenfeld
|
|
|
Manager
|
SCHOTTENFELD GROUP HOLDINGS, L.P.
|
|
|
By: Schottenfeld Group GP LLC, its general partner
|
|
|
By:
|
|
/s/ Richard P. Schottenfeld
|
|
|
|
|
Richard P. Schottenfeld
|
|
|
|
|
Manager
|
KOYOTE CAPITAL GROUP LLC
|
By:
|
|
/s/ Richard P. Schottenfeld
|
|
|
Richard P. Schottenfeld
|
|
|
Authorized Person
|
KOYOTE TRADING LLC
|
By:
|
|
/s/ Richard P. Schottenfeld
|
|
|
Richard P. Schottenfeld
|
|
|
Authorized Person
|
WINCHESTER HOLDINGS, L.L.C.
|
By:
|
|
/s/ Richard P. Schottenfeld
|
|
|
Richard P. Schottenfeld
|
|
|
Manager
|
|
|
|
|
|
SCHOTTENFELD ASSOCIATES, L.P.
|
|
|
By: Winchester Holdings, L.L.C., its general partner
|
|
|
By:
|
|
/s/ Richard P. Schottenfeld
|
|
|
|
|
Richard P. Schottenfeld
|
|
|
|
|
Manager
|