The following constitutes the Schedule 13D filed by the undersigned (the “Schedule 13D”). The following constitutes Amendment No. 7 to the Schedule 13D filed by the undersigned (“Amendment No. 7”). This Amendment No. 7 amends the Schedule 13D as specifically set forth herein.
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Item 3.
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Source and Amount of Funds or Other Consideration
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Item 3 is hereby amended and restated to read as follows:
The Reporting Persons expended an aggregate of approximately $10,386,737 (including commissions) to acquire 2,800,000 shares of Common Stock of the Issuer in various open market transactions. Funds used to acquire shares of Common Stock of the Issuer have come from general working capital of Partners.
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Item 5.
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Interest in Securities of the Issuer
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Items 5(a)-(c) are hereby amended and restated to read as follows:
The aggregate percentage of Shares reported owned by each person named herein is based upon 32,549,823 Shares outstanding as of November 4, 2016, which is the total number of Shares outstanding as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 9, 2016.
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(a)
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Stone House, as general partner of Partners, may be deemed the beneficial owner of the 2,800,000 Shares owned by Partners.
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Percentage: Approximately 8.6%
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(b)
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1. Sole power to vote or direct vote: 0
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2. Shared power to vote or direct vote: 2,800,000
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3. Sole power to dispose or direct the disposition: 0
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4. Shared power to dispose or direct the disposition: 2,800,000
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(c)
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Stone House has not entered into any transactions in the Shares since the filing of Amendment No. 6 to the Schedule 13D. The transactions in the Shares on behalf of Partners since the filing of Amendment No. 6 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
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(a)
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As of November 21, 2016, Partners beneficially owned 2,800,000 Shares.
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Percentage: Approximately 8.6%
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(b)
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1. Sole power to vote or direct vote: 0
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2. Shared power to vote or direct vote: 2,800,000
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3. Sole power to dispose or direct the disposition: 0
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4. Shared power to dispose or direct the disposition: 2,800,000
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(c)
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The transactions in the Shares by Partners since the filing of Amendment No. 6 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
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(a)
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Mr. Cohen, as the managing member of Stone House, may be deemed the beneficial owner of the 2,800,000 Shares owned by Partners.
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Percentage: Approximately 8.6%
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(b)
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1. Sole power to vote or direct vote: 0
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2. Shared power to vote or direct vote: 2,800,000
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3. Sole power to dispose or direct the disposition: 0
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4. Shared power to dispose or direct the disposition: 2,800,000
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(c)
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Mr. Cohen has not entered into any transactions in the Shares since the filing of Amendment No. 6 to the Schedule 13D. The transactions in the Shares on behalf of Partners since the filing of Amendment No. 6 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
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The Reporting Persons, as members of a “group” for the purposes of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, may be deemed the beneficial owner of the Shares directly owned by the other Reporting Persons. Each Reporting Person disclaims beneficial ownership of such Shares except to the extent of his or its pecuniary interest therein.
SIGNATURES
After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: November 21, 2016
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STONE HOUSE CAPITAL MANAGEMENT, LLC
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By:
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/s/ Mark Cohen
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Name:
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Mark Cohen
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Title:
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Managing Member
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SH CAPITAL PARTNERS, L.P.
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By:
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Stone House Capital Management, LLC,
its General Partner
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By:
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/s/ Mark Cohen
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Name:
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Mark Cohen
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Title:
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Managing Member
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/s/ Mark Cohen
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Mark Cohen
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SCHEDULE A
Transactions in the Securities of the Issuer Since the Filing of Amendment No. 6 to the Schedule 13D
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Nature of Transaction
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Securities
Purchased/(Sold)
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Price per Share ($)
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Date of
Purchase / Sale
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SH CAPITAL PARTNERS, L.P.
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Sale of Common Stock
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(110,691)
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0.4808
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11/15/2016
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Sale of Common Stock
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(100,000)
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0.4786
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11/16/2016
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Sale of Common Stock
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(136,918)
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0.4505
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11/17/2016
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Sale of Common Stock
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(204,326)
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0.4109
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11/18/2016
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Sale of Common Stock
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(200,000)
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0.4130
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11/21/2016
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