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. 02362F112
CUSIP No. 02362F104
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1
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NAME OF REPORTING PERSON
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LONE STAR VALUE INVESTORS, 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) ☐
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(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
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WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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DELAWARE
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NUMBER OF
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7
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SOLE VOTING POWER
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SHARES
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BENEFICIALLY
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100,000 Public Warrants
1,100,000 shares of Common Stock*
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OWNED BY
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8
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SHARED VOTING POWER
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EACH
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REPORTING
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- 0 -
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PERSON WITH
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9
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SOLE DISPOSITIVE POWER
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100,000 Public Warrants
1,100,000 shares of Common Stock*
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10
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SHARED DISPOSITIVE POWER
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- 0 -
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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100,000 Public Warrants
1,100,000 shares of Common Stock*
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12
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CHECK BOX 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)
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7.6% of the outstanding Public Warrants
2.7% of the outstanding shares of Common Stock*
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14
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TYPE OF REPORTING PERSON
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PN
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* Includes
1,000,000 shares of Common Stock issuable
upon the exercise of the May 2016 Warrant (as defined below) and 100,000 shares of Common Stock issuable upon the exercise of
the Public Warrants
.
CUSIP No. 02362F112
CUSIP No. 02362F104
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1
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NAME OF REPORTING PERSON
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LONE STAR VALUE CO-INVEST 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) ☐
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(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
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WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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DELAWARE
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NUMBER OF
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7
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SOLE VOTING POWER
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SHARES
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BENEFICIALLY
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0 Public Warrants
0 shares of Common Stock
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OWNED BY
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8
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SHARED VOTING POWER
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EACH
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REPORTING
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- 0 -
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PERSON WITH
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9
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SOLE DISPOSITIVE POWER
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0 Public Warrants
0 shares of Common Stock
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10
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SHARED DISPOSITIVE POWER
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- 0 -
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0 Public Warrants
0 shares of Common Stock
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12
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CHECK BOX 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)
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0% of the outstanding Public Warrants
0% of the outstanding shares of Common Stock
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14
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TYPE OF REPORTING PERSON
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PN
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CUSIP No. 02362F112
CUSIP No. 02362F104
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1
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NAME OF REPORTING PERSON
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LONE STAR VALUE INVESTORS 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) ☐
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(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
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AF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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DELAWARE
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NUMBER OF
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7
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SOLE VOTING POWER
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SHARES
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BENEFICIALLY
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100,000 Public Warrants
1,100,000 shares of Common Stock*
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OWNED BY
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8
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SHARED VOTING POWER
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EACH
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REPORTING
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- 0 -
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PERSON WITH
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9
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SOLE DISPOSITIVE POWER
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100,000 Public Warrants
1,100,000 shares of Common Stock*
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10
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SHARED DISPOSITIVE POWER
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- 0 -
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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100,000 Public Warrants
1,100,000 shares of Common Stock*
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12
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CHECK BOX 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)
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7.6% of the outstanding Public Warrants
2.7% of the outstanding shares of Common Stock*
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14
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TYPE OF REPORTING PERSON
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OO
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* Includes
1,000,000
shares of Common Stock issuable upon the exercise of the May 2016 Warrant and 100,000 shares of Common Stock issuable upon
the exercise of the Public Warrants.
CUSIP No. 02362F112
CUSIP No. 02362F104
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1
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NAME OF REPORTING PERSON
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LONE STAR VALUE MANAGEMENT, 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) ☐
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(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
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AF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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CONNECTICUT
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NUMBER OF
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7
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SOLE VOTING POWER
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SHARES
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BENEFICIALLY
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100,000 Public Warrants
1,100,000 shares of Common Stock*
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OWNED BY
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8
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SHARED VOTING POWER
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EACH
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REPORTING
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- 0 -
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PERSON WITH
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9
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SOLE DISPOSITIVE POWER
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100,000 Public Warrants
1,100,000 shares of Common Stock*
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10
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SHARED DISPOSITIVE POWER
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- 0 -
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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100,000 Public Warrants
1,100,000 shares of Common Stock*
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12
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CHECK BOX 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)
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7.6% of the outstanding Public Warrants
2.7% of the outstanding shares of Common Stock*
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14
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TYPE OF REPORTING PERSON
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OO
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* Includes
1,000,000
shares of Common Stock issuable upon the exercise of the May 2016 Warrant and 100,000 shares of Common Stock issuable upon
the exercise of the Public Warrants.
CUSIP No. 02362F112
CUSIP No. 02362F104
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1
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NAME OF REPORTING PERSON
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JEFFREY E. EBERWEIN
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ☐
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(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
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AF, OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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USA
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NUMBER OF
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7
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SOLE VOTING POWER
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SHARES
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BENEFICIALLY
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100,000 Public Warrants
2,296,842 shares
of Common Stock*
#
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OWNED BY
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8
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SHARED VOTING POWER
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EACH
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REPORTING
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-0-
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PERSON WITH
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9
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SOLE DISPOSITIVE POWER
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100,000 Public Warrants
2,296,842 shares
of Common Stock*
#
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10
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SHARED DISPOSITIVE POWER
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-0-
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11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
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100,000 Public Warrants
2,296,842 shares
of Common Stock*
#
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12
|
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CHECK BOX 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)
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7.6% of the outstanding Public Warrants
5.6% of the outstanding
shares of Common Stock*
#
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14
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TYPE OF REPORTING PERSON
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IN
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* Includes
1,000,000
shares of Common Stock issuable upon the exercise of the May 2016 Warrant and 100,000 shares of Common Stock issuable upon
the exercise of the Public Warrants.
#
Includes 1,196,842
Shares beneficially owned directly by Mr. Eberwein.
CUSIP No. 02362F112
CUSIP No. 02362F104
The following constitutes
Amendment No. 14 to the Schedule 13D filed by the undersigned (“Amendment No. 14”). This Amendment No. 14 amends the
Schedule 13D as specifically set forth herein.
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Item 3.
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Source and Amount of Funds or Other Consideration.
|
Item 3 is hereby amended
and restated to read as follows:
The
Securities purchased by Lone Star Value Investors were purchased with working capital (which may, at any given time, include margin
loans made by brokerage firms in the ordinary course of business).
The
aggregate purchase price of the 100,000 Public Warrants directly owned by Lone Star Value Investors is approximately $1,015, including
brokerage commissions.
On May 13, 2016, the Issuer
issued a five-year warrant to Lone Star Value Investors for the purchase of 1,000,000 shares of Common Stock at a price of $6.00
per share (the “May 2016 Warrant”), on substantively the same terms as the May 2015 Warrant (as defined and described
in Amendment No. 7 to the Schedule 13D).
Of the 1,196,842 Shares directly
owned by Mr. Eberwein (i) 1,135,768 Shares were acquired upon a pro rata in-kind distribution from Lone Star Value Investors to
its partners, (ii) 13,910 were transferred from Lone Star Value Co-Invest I, of which Mr. Eberwein is the sole investor, and (iii)
47,164 shares of Common Stock were acquired in connection with Mr. Eberwein’s service as Chairman of the Issuer’s Board
of Directors.
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Item 5.
|
Interest in Securities of the Issuer
.
|
Items
5(a)
– (c)
are hereby amended and restated to read as
follows:
(a)
The aggregate percentage of Securities reported owned by each person named herein is based upon (i) 1,321,940 Public
Warrants
outstanding as of November 15, 2018, which is the total number of Public Warrants outstanding based on information provided by
the Issuer,
and (ii) 39,607,569 shares of Common Stock
outstanding
as of November 8, 2018,
which is the total number of shares of Common Stock outstanding
as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 14,
2018
.
As of the date hereof,
Lone Star Value Investors beneficially owned (a) 100,000 Public Warrants, constituting approximately 7.6% of the Public Warrants
outstanding, and (b) 1,100,000 shares of Common Stock (consisting of 100,000 shares of Common Stock issuable upon the exercise
of the Public Warrants and
1,000,000 shares of Common Stock issuable upon the exercise of
the May 2016 Warrant), constituting approximately 2.7% of the shares of Common Stock outstanding.
As
of the date hereof, Lone Star Value Co-Invest I beneficially owned (a) 0 Public Warrants, constituting 0% of the Public Warrants
outstanding, and (b) 0 shares of Common Stock, constituting 0% of the shares of Common Stock outstanding.
As of the date hereof,
Mr. Eberwein directly beneficially owned (a) 0 Public Warrants, constituting 0% of the Public Warrants outstanding, and (b) 1,196,842
shares of Common Stock, constituting approximately 3.0% of the shares of Common Stock outstanding.
Lone
Star Value GP, as the general partner of Lone Star Value Investors, may be deemed to beneficially own the (a) 100,000 Public Warrants,
constituting approximately 7.6% of the Public Warrants outstanding, and (b) 1,100,000 shares of Common Stock,
constituting
approximately 2.7% of the shares of Common Stock outstanding, beneficially owned by Lone Star Value Investors.
CUSIP No. 02362F112
CUSIP No. 02362F104
Lone
Star Value Management, as the investment manager of Lone Star Value Investors, may be deemed to beneficially own the (a) 100,000
Public Warrants,
constituting approximately 7.6% of the Public Warrants outstanding, and (b) 1,100,000 shares of Common
Stock,
constituting approximately 2.7% of the shares of Common Stock outstanding, beneficially
owned by Lone Star Value Investors.
Mr.
Eberwein, as the manager of Lone Star Value GP and sole member of Lone Star Value Management, may be deemed to beneficially own
the (a) 100,000 Public Warrants,
constituting approximately 7.6% of the Public Warrants outstanding, and (b)
1,100,000
shares of Common Stock,
constituting approximately 2.7% of the shares of Common Stock
outstanding, beneficially owned by Lone Star Value Investors, which, together with the 1,196,842 shares of Common Stock he directly
beneficially owns, constitutes an aggregate of
2,296,842
shares
of Common Stock, constituting approximately 5.6% of the shares of Common Stock outstanding
.
Each
Reporting Person, as a member of a “group” with the other Reporting Persons for the purposes of Section 13(d)(3) of
the Securities Exchange Act of 1934, as amended (the “Exchange Act”), may be deemed the beneficial owner of the Securities
directly owned by the other Reporting Persons. The filing of this Schedule 13D shall not be deemed an admission that the Reporting
Persons are, for purposes of Section 13(d) of the Exchange Act, the beneficial owners of any Securities of the Issuer he or it
does not directly own. Each of the Reporting Persons specifically disclaims beneficial ownership of the Securities reported herein
that he or it does not directly own.
(b)
By virtue of their respective positions with Lone Star Value Investors, each of Lone Star Value GP, Lone Star
Value
Management
and Mr. Eberwein may be deemed to have sole power to vote and dispose of the Securities reported owned by Lone Star Value Investors.
Mr.
Eberwein has
the
sole power to vote and dispose of the Securities directly beneficially
owned by him.
(c)
There have been no transactions in Securities of the Issuer by the Reporting Persons during the past sixty days.
CUSIP No. 02362F112
CUSIP No. 02362F104
SIGNATURES
After reasonable inquiry
and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement
is true, complete and correct.
Dated: November 16, 2018
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Lone Star Value Investors, LP
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By:
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Lone Star Value Investors GP, LLC
General Partner
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By:
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/s/ Jeffrey E. Eberwein
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Name:
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Jeffrey E. Eberwein
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Title:
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Manager
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Lone Star Value Co-Invest I, LP
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By:
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Lone Star Value Investors GP, LLC
General Partner
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By:
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/s/ Jeffrey E. Eberwein
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Name:
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Jeffrey E. Eberwein
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Title:
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Manager
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Lone Star Value Investors GP, LLC
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By:
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/s/ Jeffrey E. Eberwein
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Name:
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Jeffrey E. Eberwein
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Title:
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Manager
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Lone Star Value Management, LLC
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By:
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/s/ Jeffrey E. Eberwein
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Name:
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Jeffrey E. Eberwein
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Title:
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Sole Member
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/s/ Jeffrey E. Eberwein
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Jeffrey E. Eberwein
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