with a copy to:
|
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Delta Partners, LP
|
Morgan, Lewis & Bockius LLP
|
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265 Franklin Street, Suite 903
|
One Federal Street
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Boston, MA 02110
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Boston, MA 02210
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Attn: Charles Jobson
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Attn: Barry Hurwitz
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Tel: (617) 526-8960
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Tel: (617) 951-8267
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____________________________________________________________ (Name, Address and Telephone Number of Person |
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Authorized to Receive Notices and Communications) | |||||
April 12, 2017
|
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(Date of Event which Requires Filing of this Statement) |
1
|
Names of Reporting Persons.
Delta Partners LP
|
|
2
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
(a) [ ]
|
||
(b) [ ]
|
||
3
|
SEC Use Only
|
|
4
|
Source of Funds (See Instructions):
Not Applicable
|
|
5
|
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e):
[ ]
|
|
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
901,586*
|
||
9 Sole Dispositive Power
0
|
||
10 Shared Dispositive Power
901,586*
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
901,586*
|
|
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [ ]
|
|
13
|
Percent of Class Represented by Amount in Row (11)
7.3%**
|
|
14
|
Type of Reporting Person (See Instructions)
PN
|
1
|
Names of Reporting Persons.
Delta Partners GP, LLC
|
|
2
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
(a) [ ]
|
||
(b) [ ]
|
||
3
|
SEC Use Only
|
|
4
|
Source of Funds (See Instructions):
Not Applicable
|
|
5
|
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e):
[ ]
|
|
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
901,586*
|
||
9 Sole Dispositive Power
0
|
||
10 Shared Dispositive Power
901,586*
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
901,586*
|
|
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [ ]
|
|
13
|
Percent of Class Represented by Amount in Row (11)
7.3%**
|
|
14
|
Type of Reporting Person (See Instructions)
OO
|
1
|
Names of Reporting Persons.
Prism Partners LP
|
|
2
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
(a) [ ]
|
||
(b) [ ]
|
||
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):
[ ]
|
|
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
1,363,440
|
||
9 Sole Dispositive Power
0
|
||
10 Shared Dispositive Power
1,363,440
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,363,440
|
|
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [ ]
|
|
13
|
Percent of Class Represented by Amount in Row (11)
11.1%*
|
|
14
|
Type of Reporting Person (See Instructions)
PN
|
1
|
Names of Reporting Persons.
Delta Advisors, LLC
|
|
2
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
(a) [ ]
|
||
(b) [ ]
|
||
3
|
SEC Use Only
|
|
4
|
Source of Funds (See Instructions):
Not Applicable
|
|
5
|
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e):
[ ]
|
|
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
1,363,440*
|
||
9 Sole Dispositive Power
0
|
||
10 Shared Dispositive Power
1,363,440*
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,363,440*
|
|
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [ ]
|
|
13
|
Percent of Class Represented by Amount in Row (11)
11.1%**
|
|
14
|
Type of Reporting Person (See Instructions)
OO
|
1
|
Names of Reporting Persons.
Prism Offshore Fund, Ltd.
|
|
2
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
(a) [ ]
|
||
(b) [ ]
|
||
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):
[ ]
|
|
6
|
Citizenship or Place of Organization.
Cayman Islands
|
|
Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7 Sole Voting Power
0
|
|
8 Shared Voting Power
901,586
|
||
9 Sole Dispositive Power
0
|
||
10 Shared Dispositive Power
901,586
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
901,586
|
|
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [ ]
|
|
13
|
Percent of Class Represented by Amount in Row (11)
7.3%*
|
|
14
|
Type of Reporting Person (See Instructions)
CO
|
1
|
Names of Reporting Persons.
Charles Jobson
|
|
2
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
(a) [ ]
|
||
(b) [ ]
|
||
3
|
SEC Use Only
|
|
4
|
Source of Funds (See Instructions):
Not Applicable
|
|
5
|
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e):
[ ]
|
|
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
2,265,026*
|
||
9 Sole Dispositive Power
0
|
||
10 Shared Dispositive Power
2,265,026*
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2,265,026*
|
|
12
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [ ]
|
|
13
|
Percent of Class Represented by Amount in Row (11)
18.4%**
|
|
14
|
Type of Reporting Person (See Instructions)
IN
|
1 |
Joint Filing Agreement by and among the Reporting Persons, incorporated by reference to Exhibit 1 to the Schedule 13D filed by the Reporting Persons with the Securities and Exchange Commission on December 19, 2016.
|