1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Gem Partners, LP
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
7,723,093
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
7,723,093
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
7,723,093
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES* [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
7.01%
|
|
12.
|
TYPE OF REPORTING PERSON*
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Flat Rock Partners LP
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
48,999
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
48,999
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
48,999
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES* [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
0.04%
|
|
12.
|
TYPE OF REPORTING PERSON*
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Gem Investment Advisors, LLC
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
7,772,092
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
7,772,092
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
7,772,092
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES* [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
7.06%
|
|
12.
|
TYPE OF REPORTING PERSON*
|
OO
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Daniel M. Lewis
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
United States
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
66,000
|
|
6.
|
SHARED VOTING POWER
|
7,772,092
|
|
7.
|
SOLE DISPOSITIVE POWER
|
66,000
|
|
8.
|
SHARED DISPOSITIVE POWER
|
7,772,092
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
7,838,092
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES* [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
7.12%
|
|
12.
|
TYPE OF REPORTING PERSON*
|
IN, HC
|
(a) | Amount beneficially owned: |
(i) | Gem Partners individually beneficially owns 7,723,093 shares of Common Stock. |
(ii) | Flat Rock individually beneficially owns 48,999 shares of Common Stock. |
(iii) | Advisors, as the general partner of Gem Partners and Flat Rock, beneficially owns the 7,772,092 shares of Common Stock beneficially owned by them. |
(iv) | Mr. Lewis, as the controlling person of Advisors, is deemed to beneficially own the shares of Common Stock held by Gem Partners and Flat Rock, and an additional 66,000 shares of Common Stock that he owns personally, for a total of 7,838,092 shares of Common Stock. |
(v) | Collectively, the Reporting Persons beneficially own 7,838,092 shares of Common Stock. |
(b) | Percent of Class: |
(i) | Gem Partners' individual beneficial ownership of shares of Common Stock represents 7.01% of all of the outstanding shares of Common Stock. |
(ii) | Flat Rock's individual beneficial ownership of shares of Common Stock represents 0.04% of all of the outstanding shares of Common Stock. |
(iii) | Advisors' beneficial ownership of shares of Common Stock represents 7.06% of all of the outstanding shares of Common Stock. |
(iv) | Mr. Lewis's beneficial ownership of shares of Common Stock represents 7.12% of all of the outstanding shares of Common Stock. |
(v) | Collectively, the Reporting Persons' beneficial ownership of shares of Common Stock represents 7.12% of all of the outstanding shares of Common Stock. |
(c) | Number of shares as to which such person has: |
(i) | Sole power to vote or to direct the vote of Common Stock: |
(ii) | Shared power to vote or to direct the vote of Common Stock: |
(iii) | Sole power to dispose or to direct the disposition of Common Stock: |
(iv) | Shared power to dispose or to direct the disposition of Common Stock: |