Amended Statement of Beneficial Ownership (sc 13d/a)
February 07 2020 - 4:19PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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SCHEDULE 13D/A
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Under the Securities Exchange Act of 1934
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(Amendment No. 5)*
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Enzo Biochem,
Inc.
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(Name of Issuer)
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Common Stock,
$0.01 par value
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(Title of Class of Securities)
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294100102
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(CUSIP Number)
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Kevin A. McGovern, Esq.
c/o Harbert Discovery Fund, LP
2100 Third Avenue North, Suite 600
Birmingham, AL 35203
(205) 987-5577
with a copy to:
Eleazer Klein, Esq.
Schulte Roth & Zabel LLP
919 Third Avenue
New York, New York 10022
(212) 756-2000
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(Name, Address and Telephone Number of Person
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Authorized to Receive Notices and Communications)
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February
5, 2020
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(Date of Event Which Requires Filing of This Statement)
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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. [ ]
(Page 1
of 15 Pages)
______________________________
* 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.
CUSIP No. 294100102
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SCHEDULE 13D/A
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Page 2 of 15 Pages
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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. 294100102
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SCHEDULE 13D/A
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Page 3 of 15 Pages
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1
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NAME OF REPORTING PERSON
Harbert Discovery Fund, LP
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ¨
(b) ¨
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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¨
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
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7
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SOLE VOTING POWER
-0-
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8
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SHARED VOTING POWER
1,915,027
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9
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SOLE DISPOSITIVE POWER
-0-
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10
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SHARED DISPOSITIVE POWER
1,915,027
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
1,915,027
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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¨
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.03%
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14
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TYPE OF REPORTING PERSON
PN
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CUSIP No. 294100102
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SCHEDULE 13D/A
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Page 4 of 15 Pages
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1
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NAME OF REPORTING PERSON
Harbert Discovery Fund GP, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ¨
(b) ¨
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
AF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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¨
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
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7
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SOLE VOTING POWER
-0-
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8
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SHARED VOTING POWER
1,915,027
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9
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SOLE DISPOSITIVE POWER
-0-
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10
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SHARED DISPOSITIVE POWER
1,915,027
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
1,915,027
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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¨
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.03%
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14
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TYPE OF REPORTING PERSON
OO
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CUSIP No. 294100102
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SCHEDULE 13D/A
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Page 5 of 15 Pages
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1
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NAME OF REPORTING PERSON
Harbert Discovery Co-Investment Fund I, LP
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ¨
(b) ¨
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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¨
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
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7
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SOLE VOTING POWER
-0-
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8
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SHARED VOTING POWER
3,705,654
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9
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SOLE DISPOSITIVE POWER
-0-
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10
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SHARED DISPOSITIVE POWER
3,705,654
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
3,705,654
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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¨
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.79%
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14
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TYPE OF REPORTING PERSON
PN
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CUSIP No. 294100102
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SCHEDULE 13D/A
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Page 6 of 15 Pages
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1
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NAME OF REPORTING PERSON
Harbert Discovery Co-Investment Fund I GP, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ¨
(b) ¨
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
AF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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¨
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
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7
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SOLE VOTING POWER
-0-
|
8
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SHARED VOTING POWER
3,705,654
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9
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SOLE DISPOSITIVE POWER
-0-
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10
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SHARED DISPOSITIVE POWER
3,705,654
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
3,705,654
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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¨
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.79%
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14
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TYPE OF REPORTING PERSON
OO
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CUSIP No. 294100102
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SCHEDULE 13D/A
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Page 7 of 15 Pages
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1
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NAME OF REPORTING PERSON
Harbert Fund Advisors, Inc.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ¨
(b) ¨
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
AF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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¨
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Alabama
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
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7
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SOLE VOTING POWER
-0-
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8
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SHARED VOTING POWER
5,620,681
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9
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SOLE DISPOSITIVE POWER
-0-
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10
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SHARED DISPOSITIVE POWER
5,620,681
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
5,620,681
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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¨
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.82%
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14
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TYPE OF REPORTING PERSON
IA, CO
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CUSIP No. 294100102
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SCHEDULE 13D/A
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Page 8 of 15 Pages
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1
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NAME OF REPORTING PERSON
Harbert Management Corporation
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ¨
(b) ¨
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
AF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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¨
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Alabama
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
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7
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SOLE VOTING POWER
-0-
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8
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SHARED VOTING POWER
5,620,681
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9
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SOLE DISPOSITIVE POWER
-0-
|
10
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SHARED DISPOSITIVE POWER
5,620,681
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
5,620,681
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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¨
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.82%
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14
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TYPE OF REPORTING PERSON
CO
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CUSIP No. 294100102
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SCHEDULE 13D/A
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Page 9 of 15 Pages
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1
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NAME OF REPORTING PERSON
Jack Bryant
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ¨
(b) ¨
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
AF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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¨
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
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7
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SOLE VOTING POWER
-0-
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8
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SHARED VOTING POWER
5,620,681
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9
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SOLE DISPOSITIVE POWER
-0-
|
10
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SHARED DISPOSITIVE POWER
5,620,681
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
5,620,681
|
12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.82%
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14
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TYPE OF REPORTING PERSON
IN
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CUSIP No. 294100102
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SCHEDULE 13D/A
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Page 10 of 15 Pages
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1
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NAME OF REPORTING PERSON
Kenan Lucas
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ¨
(b) ¨
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
AF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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¨
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
|
7
|
SOLE VOTING POWER
-0-
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8
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SHARED VOTING POWER
5,620,681
|
9
|
SOLE DISPOSITIVE POWER
-0-
|
10
|
SHARED DISPOSITIVE POWER
5,620,681
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
5,620,681
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.82%
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14
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TYPE OF REPORTING PERSON
IN
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CUSIP No. 294100102
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SCHEDULE 13D/A
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Page 11 of 15 Pages
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1
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NAME OF REPORTING PERSON
Raymond Harbert
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ¨
(b) ¨
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
AF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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¨
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
|
7
|
SOLE VOTING POWER
-0-
|
8
|
SHARED VOTING POWER
5,620,681
|
9
|
SOLE DISPOSITIVE POWER
-0-
|
10
|
SHARED DISPOSITIVE POWER
5,620,681
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
5,620,681
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.82%
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14
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TYPE OF REPORTING PERSON
IN
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CUSIP No. 294100102
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SCHEDULE 13D/A
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Page 12 of 15 Pages
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1
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NAME OF REPORTING PERSON
Fabian Blank
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ¨
(b) ¨
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
AF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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¨
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Germany
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
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7
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SOLE VOTING POWER
10,280
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8
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SHARED VOTING POWER
-0-
|
9
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SOLE DISPOSITIVE POWER
10,280
|
10
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SHARED DISPOSITIVE POWER
-0-
|
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
10,280
|
12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1%
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14
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TYPE OF REPORTING PERSON
IN
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CUSIP No. 294100102
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SCHEDULE 13D/A
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Page 13 of 15 Pages
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The following constitutes Amendment No. 5 to the Schedule 13D filed
by the undersigned (the “Amendment No. 5”). This Amendment No. 5 amends the Schedule 13D, filed with the Securities
and Exchange Commission on April 8, 2019 as specifically set forth herein.
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Item 4.
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PURPOSE OF TRANSACTION
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Item 4 of the Schedule 13D is hereby amended and supplemented by the addition of the following:
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On February 5, 2020, the Discovery Fund and Discovery Co-Investment Fund filed a complaint in the United States District Court for the Southern District of New York titled Harbert Discovery Fund, LP v. Enzo Biochem, Inc. Pursuant to their complaint, Discovery Fund and Discovery Co-Investment Fund are seeking, amongst other things, a declaration that the Issuer’s proposal to increase the size of the Board without obtaining the supermajority vote required in the Issuer’s amended certificate of incorporation is invalid. The complaint alleges, among other things, that Enzo has engaged in brazen acts of entrenchment and misuse of the corporate machinery in an effort to keep founder and executive Barry Weiner on the Board and frustrate the will of shareholders after it had become clear that Weiner would not be re-elected.
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CUSIP No. 294100102
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SCHEDULE 13D/A
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Page 14 of 15 Pages
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SIGNATURES
After reasonable inquiry and to the best
of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true,
complete and correct.
Date: February 7, 2020
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Harbert Discovery Fund, LP
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By:
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Harbert Discovery Fund GP, LLC,
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its General Partner
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By:
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Harbert Management Corporation,
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its Managing Member
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By:
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/s/ John McCullough
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Executive Vice President and
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General Counsel
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Harbert Discovery Fund GP, LLC
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By:
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Harbert Management Corporation,
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its Managing Member
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By:
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/s/ John McCullough
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Executive Vice President and
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General Counsel
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Harbert Discovery Co-Investment Fund I, LP
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By:
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Harbert Discovery Co-Investment Fund I
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GP, LLC, its General Partner
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By:
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Harbert Management Corporation,
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its Managing Member
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By:
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/s/ John McCullough
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Executive Vice President and
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General Counsel
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CUSIP No. 294100102
|
SCHEDULE 13D/A
|
Page 15 of 15 Pages
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Harbert Discovery Co-Investment Fund I GP, LLC
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By:
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Harbert Management Corporation,
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its Managing Member
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By:
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/s/ John McCullough
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Executive Vice President and
|
|
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General Counsel
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Harbert Fund Advisors, Inc.
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By:
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/s/ John McCullough
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Executive Vice President and
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|
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General Counsel
|
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Harbert Management Corporation
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By:
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/s/ John McCullough
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Executive Vice President and
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General Counsel
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By:
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/s/ Jack Bryant
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Jack Bryant
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By:
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/s/ Kenan Lucas
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Kenan Lucas
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By:
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/s/ Raymond Harbert
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Raymond Harbert
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Fabian Blank
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/s/ Fabian Blank
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Fabian Blank
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