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 §§240.13d-1(e),
240.13d-1(f) or 240.13d-1(g), check the following box.
o
* 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.
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).
|
CUSIP No. 269796 108
|
13D
|
Page
2
of 10 Pages
|
|
1.
|
Name of Reporting Persons
ProQuest Investments IV, L.P. (“ProQuest”)
|
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
(a)
|
o
|
|
(b)
|
x
(1)
|
|
3.
|
SEC Use Only
|
|
4.
|
Source of Funds (See Instructions)
WC
|
|
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
|
o
|
|
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
3,584,087
|
|
9.
|
Sole Dispositive Power
0
|
|
10.
|
Shared Dispositive Power
3,584,087
|
|
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
3,584,087
|
|
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
|
o
|
|
13.
|
Percent of Class Represented by Amount in Row 11
23.5%(2)
|
|
14.
|
Type of Reporting Person (See Instructions)
PN
|
_______________________
(1) This schedule is filed by ProQuest Investments IV, L.P.
(“ProQuest”), ProQuest Associates IV, LLC (“PQA IV”), ProQuest Financial LLC (“PQF”), and Jay
Moorin and Alain Schreiber (Messrs. Moorin and Schreiber referred herein collectively as the “Listed Persons”). PQA
IV is the General Partner of ProQuest and the Listed Persons are the managing members of PQA and PQF. ProQuest, PQA IV, PQF and
the Listed Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.
(2) The percentage is based on an aggregate of 15,227,165 shares
of Common Stock outstanding as of March 3, 2017.
|
CUSIP No. 269796 108
|
13D
|
Page
3
of 10 Pages
|
|
1.
|
Name of Reporting Persons
ProQuest Associates IV LLC (“PQA IV”)
|
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
(a)
|
o
|
|
(b)
|
x
(1)
|
|
3.
|
SEC Use Only
|
|
4.
|
Source of Funds (See Instructions)
AF
|
|
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
|
o
|
|
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
3,584,087(2)
|
|
9.
|
Sole Dispositive Power
0
|
|
10.
|
Shared Dispositive Power
3,584,087(2)
|
|
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
3,584,087(2)
|
|
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
|
o
|
|
13.
|
Percent of Class Represented by Amount in Row 11
23.5%(3)
|
|
14.
|
Type of Reporting Person (See Instructions)
OO
|
_______________________
(1) This schedule is filed by ProQuest, PQA IV, PQF and the
Listed Persons. PQA IV is the General Partner of ProQuest and the Listed Persons are the managing members of PQA and PQF. ProQuest,
PQA IV, PQF and the Listed Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.
(2) Consists of 3,584,087 shares owned by ProQuest.
(3) The percentage is based on an aggregate of 15,227,165 shares
of Common Stock outstanding as of March 3, 2017.
|
CUSIP No. 269796 108
|
13D
|
Page
4
of 10 Pages
|
|
1.
|
Name of Reporting Persons
ProQuest Financial LLC (“PQF”)
|
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
(a)
|
o
|
|
(b)
|
x
(1)
|
|
3.
|
SEC Use Only
|
|
4.
|
Source of Funds (See Instructions)
WC
|
|
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
|
o
|
|
6.
|
Citizenship or Place of Organization
United States
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|
8.
|
Shared Voting Power
36,777(2)
|
|
9.
|
Sole Dispositive Power
0
|
|
10.
|
Shared Dispositive Power
36,777(2)
|
|
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
36,777(2)
|
|
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
|
o
|
|
13.
|
Percent of Class Represented by Amount in Row 11
0.2% (3)
|
|
14.
|
Type of Reporting Person (See Instructions)
OO
|
_______________________
(1) This schedule is filed by ProQuest, PQA IV, PQF and the
Listed Persons. PQA IV is the General Partner of ProQuest and the Listed Persons are the managing members of PQA and PQF. ProQuest,
PQA IV, PQF and the Listed Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.
(2) Consists of 6,777 shares and currently exercisable options
to purchase 30,000 shares of Common Stock.
(3) The percentage is based on an aggregate of 15,227,165 shares
of Common Stock outstanding as of March 3, 2017.
|
CUSIP No. 269796 108
|
13D
|
Page
5
of 10 Pages
|
|
1.
|
Name of Reporting Persons
Jay Moorin (“Moorin”)
|
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
(a)
|
o
|
|
(b)
|
x
(1)
|
|
3.
|
SEC Use Only
|
|
4.
|
Source of Funds (See Instructions)
AF
|
|
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
|
o
|
|
6.
|
Citizenship or Place of Organization
United States
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|
8.
|
Shared Voting Power
3,644,138(2)
|
|
9.
|
Sole Dispositive Power
0
|
|
10.
|
Shared Dispositive Power
3,644,138(2)
|
|
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
3,644,138(2)
|
|
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
|
o
|
|
13.
|
Percent of Class Represented by Amount in Row 11
23.9%(3)
|
|
14.
|
Type of Reporting Person (See Instructions)
IN
|
_______________________
(1) This schedule is filed by ProQuest, PQA IV, PQF and the
Listed Persons. PQA IV is the General Partner of ProQuest and the Listed Persons are the managing members of PQA and PQF. ProQuest,
PQA IV, PQF and the Listed Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.
(2) Consists of 3,584,087 shares owned by ProQuest, 6,777 shares
owned by PQF, 23,274 shares owned by Moorin through an IRA and currently exercisable options to purchase 30,000 shares of Common
Stock held by PQF.
(3) The percentage is based on an aggregate of 15,227,165 shares
of Common Stock outstanding as of March 3, 2017.
|
CUSIP No. 269796 108
|
13D
|
Page
6
of 10 Pages
|
|
1.
|
Name of Reporting Persons
Alain Schreiber (“Schreiber”)
|
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
(a)
|
o
|
|
(b)
|
x
(1)
|
|
3.
|
SEC Use Only
|
|
4.
|
Source of Funds (See Instructions)
AF
|
|
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
|
o
|
|
6.
|
Citizenship or Place of Organization
United States
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|
8.
|
Shared Voting Power
3,620,864(2)
|
|
9.
|
Sole Dispositive Power
0
|
|
10.
|
Shared Dispositive Power
3,620,864(2)
|
|
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
3,620,864(2)
|
|
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
|
o
|
|
13.
|
Percent of Class Represented by Amount in Row 11
23.7%(3)
|
|
14.
|
Type of Reporting Person (See Instructions)
IN
|
_______________________
(1) This schedule is filed by ProQuest, PQA IV, PQF and the
Listed Persons. PQA IV is the General Partner of ProQuest and the Listed Persons are the managing members of PQA and PQF. ProQuest,
PQA IV, PQF and the Listed Persons expressly disclaim status as a “group” for purposes of this Schedule 13D.
(2) Consists of 3,584,087 shares owned by ProQuest, 6,777 shares
owned by PQF and currently exercisable options to purchase 30,000 shares of Common Stock held by PQF.
(3) The percentage is based on an aggregate of 15,227,165 shares
of Common Stock outstanding as of March 3, 2017.
|
CUSIP No. 269796 108
|
13D
|
Page
7
of 10 Pages
|
EXPLANATORY NOTE
Pursuant to Rule 13d-2 promulgated under the Act, this Schedule
13D/A (the “Amendment No. 4”) amends the Schedule 13D filed on February 21, 2014 and amended on August 19, 2016, September
23, 2016, and January 6, 2017 (and as amended by this Amendment No. 4, the “Schedule 13D”), on behalf of the Reporting
Persons named in Item 2(a) thereof, as amended. Unless specifically amended hereby, the disclosures set forth in the Schedule 13D
shall remain unchanged. All capitalized terms not otherwise defined in this Amendment No. 4 shall have the meanings attributed
to such terms in the Schedule 13D.
|
|
Item 3.
|
Source and Amount of Funds or Other Consideration.
|
Item 3 of the Schedule 13D is hereby amended
to add the following paragraph:
On April 25, 2017, PQF exercised stock options and acquired
an aggregate of 54,180 shares of Common Stock for an aggregate purchase price of $1,855,676.80. The source of funds for such purchase
was proceeds from sale of the shares underlying the stock options.
|
|
Item 4.
|
Purpose of Transaction.
|
Item 4 of the Schedule 13D is hereby amended to add the following
sentence as a new second paragraph:
PQF exercised the options for investment purposes, prior to
the expiration of such options.
|
|
Item 5.
|
Interest in Securities of the Issuer.
|
Item 5(b) of the Schedule 13D is hereby
amended and restated as follows:
(b)
(1) The percentage
is calculated based upon 15,227,165 shares of Common Stock outstanding as of March 3, 2017 as reported by the Issuer in its Annual
Report on Form 10-K for the year ended December 31, 2016.
(2) PQA IV
is the general partner of ProQuest.
(3) The Listed
Persons are the managing directors of ProQuest and PQF. Of the total shares reported on this Schedule 13D, 3,584,087 are
shares held by ProQuest, 6,777 are shares held by PQF, 23,274 are shares held by Moorin through an IRA and 30,000 are shares subject
to currently exercisable options held by PQF. Each Reporting Person disclaims beneficial ownership with respect to these
shares except to the extent of his pecuniary interest therein.
(4) The Listed
Persons resigned from the Board of Directors of the Issuer on June 29, 2016.
Item 5(c) of the Schedule 13D is hereby amended to add the following:
(c) Except
as set forth below with respect to the exercise of stock options and shares of Common Stock sold on the open market in the ordinary
course of business, there have been no transactions in the securities of the Issuer by any of the Reporting Persons during the
past sixty (60) days:
|
CUSIP No. 269796 108
|
13D
|
Page
8
of 10 Pages
|
Sales of Common Stock:
|
Date
|
Reporting Person
|
Amount Disposed
|
Price
|
Price Range for weighted average prices
|
|
03/16/17
|
ProQuest
|
9,120
|
$82.08*
|
$82.00 - $82.45
|
|
03/17/17
|
ProQuest
|
38,997
|
$82.01*
|
$82.00 - $82.10
|
|
03/20/17
|
ProQuest
|
51,883
|
$82.10*
|
$82.00 - $82.55
|
|
03/21/17
|
ProQuest
|
500
|
$83.10*
|
$83.00 - $83.49
|
|
03/23/17
|
ProQuest
|
700
|
$83.01*
|
$83.00 - $83.07
|
|
03/27/17
|
ProQuest
|
37,731
|
$83.00
|
--
|
|
03/27/17
|
PQF
|
400
|
$83.00
|
--
|
|
03/27/17
|
Moorin
|
1,300
|
$83.00
|
--
|
|
03/28/17
|
ProQuest
|
6,182
|
$83.02*
|
$83.00 - $83.13
|
|
03/29/17
|
ProQuest
|
58,755
|
$83.01*
|
$83.00 - $83.11
|
|
03/29/17
|
PQF
|
500
|
$83.01
|
--
|
|
03/29/17
|
Moorin
|
1,600
|
$83.01
|
--
|
|
03/30/17
|
ProQuest
|
6,233
|
$83.00*
|
$83.00 - $83.03
|
|
03/31/17
|
ProQuest
|
23,689
|
$83.02*
|
$83.00 - $83.42
|
|
04/03/17
|
ProQuest
|
61,420
|
$83.13*
|
$83.00 - $83.51
|
*Constitutes the weighted average purchase price for multiple
transactions. The Reporting Persons will provide upon request by the Commission staff, the issuer or a security holder of the issuer,
full information regarding each separate transaction.
|
CUSIP No. 269796 108
|
13D
|
Page
9
of 10 Pages
|
Exercises of Stock Options (acquisition
of shares of Common Stock):
|
Date
|
Reporting Person
|
Amount of Shares Acquired upon Exercise of Options
|
Exercise Price Per Share
|
Aggregate Price
|
|
03/25/17
|
PQF
|
2,340
|
$0.90
|
$2,106.00
|
|
03/25/17
|
PQF
|
2,340
|
$4.04
|
$9,453.60
|
|
03/25/17
|
PQF
|
2,340
|
$8.78
|
$20,545.20
|
|
03/25/17
|
PQF
|
2,340
|
$8.78
|
$20,545.20
|
|
03/25/17
|
PQF
|
2,340
|
$8.78
|
$20,545.20
|
|
03/25/17
|
PQF
|
3,120
|
$4.42
|
$13,790.40
|
|
03/25/17
|
PQF
|
9,360
|
$12.67
|
$118,591.20
|
|
03/25/17
|
PQF
|
10,000
|
$46.09
|
$460,900.00
|
|
03/25/17
|
PQF
|
20,000
|
$59.31
|
$1,189,200.00
|
|
CUSIP No. 269796 108
|
13D
|
Page
10
of 10 Pages
|
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.
|
Dated: April 27, 2017
|
|
|
|
|
|
PROQUEST INVESTMENTS IV, L.P.
|
PROQUEST ASSOCIATES IV LLC
|
|
|
|
|
|
|
|
|
By:
|
ProQuest Associates IV LLC
|
|
|
|
|
its General Partner
|
By:
|
/s/ Pasquale DeAngelis
|
|
|
|
Name: Pasquale DeAngelis
|
|
|
By:
|
/s/ Pasquale DeAngelis
|
|
|
Title: Managing Member
|
|
|
|
Name: Pasquale DeAngelis
|
|
|
|
|
Title: Managing Member
|
|
|
|
|
|
|
|
|
PROQUEST FINANCIAL LLC
|
*
|
|
|
JAY MOORIN
|
|
|
|
|
|
By:
|
/s/ Pasquale DeAngelis
|
|
|
|
|
|
Name: Pasquale DeAngelis
|
|
|
|
|
Title: Administrative Partner
|
*
|
|
|
|
|
ALAIN SCHREIBER
|
|
|
|
|
|
|
|
|
|
*By:
|
/s/ Pasquale DeAngelis
|
|
|
|
Pasquale DeAngelis, Attorney-in-Fact
Power of attorney filed as an exhibit hereto
|
|