CUSIP NO. 019621101
|
1
|
NAME OF REPORTING PERSON:
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Harborview Master Fund, L.P.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(see instructions)
(b) x
|
||
3
|
SEC USE ONLY
|
||
4 |
SOURCE OF FUNDS* (see instructions)
OO
|
||
5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
o
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
7
|
SOLE VOTING POWER
27,981,999
|
|
8
|
SHARED VOTING POWER
0
|
||
9
|
SOLE DISPOSITIVE POWER
27,981,999
|
||
10
|
SHARED DISPOSITIVE POWER
0
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
27,981,999
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
13.4%
|
||
14
|
TYPE OF REPORTING PERSON
PN
|
CUSIP NO. 019621101
|
1
|
NAME OF REPORTING PERSON:
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Harborview Value Master Fund, L.P.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(see instructions)
(b) x
|
||
3
|
SEC USE ONLY
|
||
4 |
SOURCE OF FUNDS* (see instructions)
OO
|
||
5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
o
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
7
|
SOLE VOTING POWER
8,756,499
|
|
8
|
SHARED VOTING POWER
0
|
||
9
|
SOLE DISPOSITIVE POWER
8,756,499
|
||
10
|
SHARED DISPOSITIVE POWER
0
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,756,499
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
4.2%
|
||
14
|
TYPE OF REPORTING PERSON
PN
|
CUSIP NO. 019621101
|
1
|
NAME OF REPORTING PERSON:
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Harborview Advisors, LLC
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(see instructions)
(b) x
|
||
3
|
SEC USE ONLY
|
||
4 |
SOURCE OF FUNDS* (see instructions)
OO
|
||
5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
o
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
New Jersey
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
7
|
SOLE VOTING POWER
36,738,498
|
|
8
|
SHARED VOTING POWER
0
|
||
9
|
SOLE DISPOSITIVE POWER
36,738,498
|
||
10
|
SHARED DISPOSITIVE POWER
0
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
36,738,498
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
17.6%
|
||
14
|
TYPE OF REPORTING PERSON
CO
|
CUSIP NO. 019621101
|
1
|
NAME OF REPORTING PERSON:
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Harborview Capital Management, LLC
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(see instructions)
(b) x
|
||
3
|
SEC USE ONLY
|
||
4 |
SOURCE OF FUNDS* (see instructions)
OO
|
||
5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
o
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
New York
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
7
|
SOLE VOTING POWER
2,310,000
|
|
8
|
SHARED VOTING POWER
0
|
||
9
|
SOLE DISPOSITIVE POWER
2,310,000
|
||
10
|
SHARED DISPOSITIVE POWER
0
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,310,000
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
1.1%
|
||
14
|
TYPE OF REPORTING PERSON
CO
|
CUSIP NO. 019621101
|
1
|
NAME OF REPORTING PERSON:
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Richard Rosenblum
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(see instructions)
(b) x
|
||
3
|
SEC USE ONLY
|
||
4 |
SOURCE OF FUNDS* (see instructions)
OO
|
||
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
3,766,6671
|
|
8
|
SHARED VOTING POWER
39,048,4982
|
||
9
|
SOLE DISPOSITIVE POWER
3,766,6671
|
||
10
|
SHARED DISPOSITIVE POWER
39,048,4982
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
42,815,1653
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
20.5%
|
||
14
|
TYPE OF REPORTING PERSON
IN
|
CUSIP NO. 019621101
|
1
|
NAME OF REPORTING PERSON:
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
David Stefansky
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(see instructions)
(b) x
|
||
3
|
SEC USE ONLY
|
||
4 |
SOURCE OF FUNDS* (see instructions)
OO
|
||
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
4,196,6671
|
|
8
|
SHARED VOTING POWER
39,048,4982
|
||
9
|
SOLE DISPOSITIVE POWER
4,196,6671
|
||
10
|
SHARED DISPOSITIVE POWER
39,048,4982
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
43,245,1653
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
20.7%
|
||
14
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TYPE OF REPORTING PERSON
IN
|
Transaction Date (Month/Day/Year)
|
Purchaser
|
Amount of Common Stock Acquired
|
Price Per Share
|
Form of Acquisition
|
04/06/2011
|
Rosenblum
|
50,000
|
$0.16
|
Open Market Purchase
|
04/06/2011
|
Stefansky
|
50,000
|
$0.16
|
Open Market Purchase
|
04/07/2011
|
Stefansky
|
100,000
|
$0.16
|
Open Market Purchase
|
08/19/2011
|
Rosenblum
|
50,000
|
$0.072
|
Open Market Purchase
|
08/29/2011
|
Stefansky
|
100,000
|
$0.0805
|
Open Market Purchase
|
08/29/2011
|
Harborview Value Fund
|
99,000
|
$0.0805
|
Open Market Purchase
|
08/29/2011
|
Harborview Value Fund
|
1,000
|
$0.079
|
Open Market Purchase
|
09/28/2011
|
Harborview Value Fund
|
15,000
|
$0.064
|
Open Market Purchase
|
09/28/2011
|
Harborview Value Fund
|
50,000
|
$0.067
|
Open Market Purchase
|
09/28/2011
|
Harborview Value Fund
|
65,000
|
$0.068
|
Open Market Purchase
|
Transaction Date (Month/Day/Year) | Purchaser | Amount of Common Stock Acquired | Price Per Share | Form of Acquisition |
09/28/2011
|
Harborview Value Fund
|
65,000
|
$0.069
|
Open Market Purchase
|
09/28/2011
|
Harborview Value Fund
|
285,000
|
$0.07
|
Open Market Purchase
|
11/21/2011
|
Harborview Value Fund
|
5,000
|
$0.077
|
Open Market Purchase
|
11/21/2011
|
Harborview Value Fund
|
30,000
|
$0.078
|
Open Market Purchase
|
11/21/2011
|
Harborview Value Fund
|
10,000
|
$0.079
|
Open Market Purchase
|
11/21/2011
|
Harborview Value Fund
|
135,000
|
$0.08
|
Open Market Purchase
|
11/21/2011
|
Harborview Management
|
120,000
|
$0.08
|
Open Market Purchase
|
11/21/2011
|
Harborview Management
|
50,000
|
$0.082
|
Open Market Purchase
|
11/21/2011
|
Harborview Management
|
10,000
|
$0.084
|
Open Market Purchase
|
11/22/2011
|
Harborview Value Fund
|
1,000
|
$0.0779
|
Open Market Purchase
|
11/22/2011
|
Harborview Value Fund
|
15,000
|
$0.08
|
Open Market Purchase
|
11/22/2011
|
Harborview Value Fund
|
10,000
|
$0.085
|
Open Market Purchase
|
11/22/2011
|
Harborview Value Fund
|
22,000
|
$0.086
|
Open Market Purchase
|
11/22/2011
|
Harborview Value Fund
|
1,000
|
$0.0865
|
Open Market Purchase
|
11/22/2011
|
Harborview Value Fund
|
1,000
|
$0.087
|
Open Market Purchase
|
11/22/2011
|
Harborview Value Fund
|
2,000
|
$0.088
|
Open Market Purchase
|
11/22/2011
|
Harborview Value Fund
|
2,000
|
$0.095
|
Open Market Purchase
|
11/23/2011
|
Harborview Management
|
1,500
|
$0.0855
|
Open Market Purchase
|
11/23/2011
|
Harborview Management
|
42,500
|
$0.09
|
Open Market Purchase
|
11/23/2011
|
Harborview Management
|
10,500
|
$0.094
|
Open Market Purchase
|
11/23/2011
|
Harborview Management
|
1,500
|
$0.0949
|
Open Market Purchase
|
Transaction Date (Month/Day/Year) | Purchaser | Amount of Common Stock Acquired | Price Per Share | Form of Acquisition |
11/23/2011
|
Harborview Management
|
22,500
|
$0.095
|
Open Market Purchase
|
11/23/2011
|
Harborview Management
|
1,500
|
$0.097
|
Open Market Purchase
|
11/28/2011
|
Harborview Management
|
50,000
|
$0.099
|
Open Market Purchase
|
11/30/2011
|
Stefansky
|
50,000
|
$0.09
|
Open Market Purchase
|
11/30/2011
|
Stefansky
|
50,000
|
$0.093
|
Open Market Purchase
|
12/02/2011
|
Harborview Value Fund
|
82,100
|
$0.085
|
Open Market Purchase
|
12/02/2011
|
Harborview Value Fund
|
21,700
|
$0.086
|
Open Market Purchase
|
12/02/2011
|
Harborview Value Fund
|
6,200
|
$0.087
|
Open Market Purchase
|
12/05/2011
|
Stefansky
|
80,000
|
$0.083
|
Open Market Purchase
|
12/08/2011
|
Stefansky
|
100,000
|
$0.08
|
Open Market Purchase
|
01/11/2012
|
Harborview Management
|
2,000,000
|
None
|
See Footnote 1.
|
Exhibit
|
Description of Exhibit
|
|
Amendment, dated as of January 11, 2012, to the Executive Office Lease Agreement, dated as of November 1, 2010, by and between the Company and Harborview Capital Management, LLC.
|
||
Joint Filing Agreement (incorporated herein by reference from Exhibit 99.3 to the Schedule 13D relating to the common stock of the issuer filed May 21, 2010 by the reporting persons).
|
Harborview Master Fund, L.P. | |||
By: | Harborview Advisors, LLC, its general partner | ||
Date: January 18, 2012
|
By:
|
/s/ Richard Rosenblum | |
Richard Rosenblum | |||
Managing Member |
Harborview Value Master Fund, L.P. | |||
By: | Harborview Advisors, LLC, its general partner | ||
|
By:
|
/s/ Richard Rosenblum | |
Richard Rosenblum | |||
Managing Member |
Harborview Advisors, LLC | |||
|
By:
|
/s/ Richard Rosenblum | |
Richard Rosenblum | |||
Managing Member |
Harborview Capital Management, LLC | |||
|
By:
|
/s/ Richard Rosenblum | |
Richard Rosenblum | |||
Managing Member |
Richard Rosenblum | |||
|
By:
|
/s/ Richard Rosenblum | |
David Stefansky | |||
By: | /s/ David Stefansky |
Exhibit
|
Description of Exhibit
|
|
Amendment, dated as of January 11, 2012, to the Executive Office Lease Agreement, dated as of November 1, 2010, by and between the Company and Harborview Capital Management, LLC.
|
||
Joint Filing Agreement (incorporated herein by reference from Exhibit 99.3 to the Schedule 13D relating to the common stock of the issuer filed May 21, 2010 by the reporting persons).
|