ITEM 1. Security and Issuer.
Item 1 of the Schedule 13D is hereby amended and restated in its
entirety as follows:
This Amendment No. 7 to Schedule 13D (this “Amendment
No. 7”) amends the Schedule 13D filed on
November 14, 2011 (the “Original 13D”), as amended by
Amendment No. 1 to Schedule 13D filed on November 16,
2012 (“Amendment No. 1”), Amendment No. 2
to Schedule 13D filed on June 5, 2013 (“Amendment
No. 2”), Amendment No. 3 to Schedule 13D filed
on October 9, 2013 (“Amendment No. 3”),
Amendment No. 4 to Schedule 13D filed on October 17,
2016, Amendment No. 5 to Schedule 13D filed on July 25,
2019 (“Amendment No. 5”) and Amendment
No. 6 to Schedule 13D filed on May 7, 2020 (“Amendment
No. 6”, and, together with the Original 13D,
Amendment No. 1, Amendment No. 2, Amendment No. 3,
Amendment No. 4 and Amendment No. 5, the “Schedule
13D”) and relates to the Common Stock. The principal executive
offices of the Issuer are located at 505 Eagleview Blvd., Suite
212, Exton, PA 19341.
Except as specifically amended by this Amendment No. 7, the
disclosure in the Schedule 13D remains in full force and effect.
Capitalized terms used in this Amendment No. 7 but not
otherwise defined shall have the meanings given to such terms in
the Schedule 13D.
ITEM 2. Identity and Background.
Item 2 of the Schedule 13D is hereby amended and restated in its
entirety as follows:
(a) This Schedule 13D is being filed by Pillar I, Pillar II, Pillar
III, Pillar IV, Pillar V, Pillar 6, Pillar GP, Pillar Foundation,
Youssef El Zein and Abude Umari.
(b) The business address of each of the foregoing Reporting Persons
is c/o Pillar Invest Offshore SAL, Starco Center, Bloc B, Third
Floor, Omar Daouk Street, Beirut 2020-3313, Lebanon.
(c) Youssef El Zein and Abude Umare are each directors and
controlling stockholders of Pillar GP. Pillar GP’s principal
business consists of investment management.
(d) During the last five years, none of the Reporting Persons has
been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors).
(e) During the last five years, none of the Reporting Persons were
a party to a civil proceeding of a judicial or administrative body
of competent jurisdiction and as a result of such proceeding was or
is 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) Youssef El Zein is a citizen of France and the Republic of
Lebanon. Abude Umari is a citizen of France and the Republic of
ITEM 3. Source and Amount of Funds or Other
The information set forth in Item 4 hereof is hereby incorporated
by reference into this Item 3, as applicable.
ITEM 4. Purpose of Transaction.
Item 4 to this Schedule 13 D is hereby amended to add the
On July 13, 2020, the Company entered into a Securities
Purchase Agreement (the “Securities Purchase Agreement”)
with entities controlled by Pillar Invest Corporation identified
therein (each a “Purchaser” and together the “Purchasers”),
providing for a private placement transaction (the “Transaction”)
exempt from the registration requirements of the Securities Act of
1933, as amended (the “Securities Act”), pursuant to which the
Company has issued and sold, for $5.1 million of aggregate
consideration (the “First Closing”), (i) 749,993 shares (the
“Shares”) of the Company’s common stock, par value 0.001 (the
“Common Stock”), (ii) pre-funded warrants (the “First
Pre-Funded Warrants”) to
purchase up to 2,014,234 shares of Common Stock, at an exercise
price of $0.01 per share, in lieu of certain Shares to the extent
that purchasing such Shares will cause the Purchasers to
beneficially own in excess of 19.99% of the total number of shares
of Common Stock outstanding post transaction, and
(iii) warrants (the “First Closing Common Warrants”)
exercisable for 2,764,227 shares of Common Stock, at an exercise
price of $2.58 per share. Each Share (or First Pre-Funded Warrant) and the associated
First Closing Common Warrant had a combined purchase price of 1.845
($1.72 per share of Common Stock of First Pre-Funded Warrant plus $0.125 per
First Closing Common Warrant).