UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
þ Rule 13d-1(c)
o Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in 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. |
00202J203 |
1 | NAMES OF REPORTING PERSONS Boxer Capital, LLC |
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2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
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(a) o | |||||
(b) þ | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Delaware | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | -0- | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 565,610 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | -0- | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
565,610 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
565,610 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
1.4%* | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
CO |
Page 2 of 8
CUSIP No. |
00202J203 |
1 | NAMES OF REPORTING PERSONS Boxer Asset Management Inc. |
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2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) þ | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Bahamas | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | -0- | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 565,610 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | -0- | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
565,610 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
565,610 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
1.4%* | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
CO |
Page 3 of 8
CUSIP No. |
00202J203 |
1 | NAMES OF REPORTING PERSONS Ivan Lieberburg |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) þ | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
United States | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 400,000 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | -0- | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 400,000 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
-0- | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
400,000 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
1.0%** | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
IN |
Page 4 of 8
CUSIP No. |
00202J203 |
1 | NAMES OF REPORTING PERSONS Joseph Lewis |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) þ | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
United Kingdom | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | -0- | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 565,610 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | -0- | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
565,610 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
565,610 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
1.4%* | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
IN |
Page 5 of 8
Item 4. | Ownership. |
(a) | Amount beneficially owned: |
(b) | Percent of class: |
(c) | Number of shares as to which such person has: |
(i) | Sole power to vote or direct the vote: |
(ii) | Shared power to vote or to direct the vote: |
(iii) | Sole power to dispose or direct the disposition of: |
(iv) | Shared power to dispose or to direct the disposition of: |
* | The Reporting Persons may be deemed to beneficially own 965,610 Common Shares which constitute approximately 2.4% of 40,624,323 Common Shares outstanding, a notional amount based on (i) 40,112,960 shares stated to be outstanding by the Issuer as of October 31, 2010 in the Issuers most recent form 10-Q filed with the Securities and Exchange Commission on November 15, 2010, and (ii) 511,363 Common Shares underlying the Warrant. Boxer Capital has shared voting and dispositive power with regard to the 565,610 Common Shares it beneficially owns directly. Boxer Management and Joseph Lewis each have shared voting and dispositive power with regard to the Common Shares owned directly by Boxer Capital. Mr. Lieberburg holds the 400,000 Common Shares he owns directly in his personal account and has sole voting and dispositive power over the Common Shares he owns directly. Neither Boxer Capital, Boxer Management nor Mr. Lewis have any voting or dispositive power with regard to the Common Shares held by Mr. Lieberburg. |
Page 6 of 8
Item 5. | Ownership of Five Percent or Less of a Class. |
Item 10. | Certification. |
1 | Joint Filing Agreement, dated the date hereof, between the Reporting Persons. |
Page 7 of 8
BOXER CAPITAL, LLC |
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Date: February 14, 2011 | ||||
By: | /s/ Aaron Davis | |||
Name: | Aaron Davis | |||
Title: | Authorized Signatory | |||
BOXER ASSET MANAGEMENT INC. |
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By: | /s/ Jefferson R. Voss | |||
Name: | Jefferson R. Voss | |||
Title: | Director | |||
IVAN LIEBERBURG |
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By: | /s/ Ivan Lieberburg | |||
Ivan Lieberburg, Individually | ||||
JOSEPH LEWIS |
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By: | /s/ Joseph Lewis | |||
Joseph Lewis, Individually |
Page 8 of 8
BOXER CAPITAL, LLC |
||||
By: | /s/ Aaron Davis | |||
Name: | Aaron Davis | |||
Title: | Authorized Signatory | |||
BOXER ASSET MANAGEMENT INC. |
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By: | /s/ Jefferson R. Voss | |||
Name: | Jefferson R. Voss | |||
Title: | Director | |||
IVAN LIEBERBURG |
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By: | /s/ Ivan Lieberburg | |||
Ivan Lieberburg, Individually | ||||
JOSEPH LEWIS |
||||
By: | /s/ Joseph Lewis | |||
Joseph Lewis, Individually |