CUSIP No. 00210T102
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Page 2 of 15 Pages
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1
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NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wynnefield Partners Small Cap Value, L.P. (“Partners”) 13-3688497
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ X ] |
||
3
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SEC USE ONLY
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||
4
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SOURCE OF FUNDS*
WC
|
||
5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
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||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF
SHARES
BENEFICIALLY
|
7
|
SOLE VOTING POWER
904,066 (See Item 5)
|
|
OWNED BY
EACH
|
8
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SHARED VOTING POWER
0 (See Item 5)
|
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REPORTING
|
9
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SOLE DISPOSITIVE POWER
904,066 (See Item 5)
|
|
PERSON WITH
|
10
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SHARED DISPOSITIVE POWER
0 (See Item 5)
|
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
904,066 (See Item 5)
|
||
12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* o
|
||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.3%
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||
14
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TYPE OF REPORTING PERSON*
PN
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CUSIP No. 00210T102
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Page 3 of 15 Pages
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1
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NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wynnefield Small Cap Value Offshore Fund, Ltd. (No IRS Identification No.)
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ X ] |
||
3
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SEC USE ONLY
|
||
4
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SOURCE OF FUNDS*
WC
|
||
5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
|
||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
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||
NUMBER OF
SHARES
BENEFICIALLY
|
7
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SOLE VOTING POWER
1,364,470 (See Item 5)
|
|
OWNED BY
EACH
|
8
|
SHARED VOTING POWER
0 (See Item 5)
|
|
REPORTING
|
9
|
SOLE DISPOSITIVE POWER
1,364,470 (See Item 5)
|
|
PERSON WITH
|
10
|
SHARED DISPOSITIVE POWER
0 (See Item 5)
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,364,470 (See Item 5)
|
||
12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*o
|
||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.5%
|
||
14
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TYPE OF REPORTING PERSON*
CO
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CUSIP No. 00210T102
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Page 4 of 15 Pages
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1
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NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wynnefield Partners Small Cap Value L.P. I 13-3953291
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ X ] |
||
3
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SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS*
WC
|
||
5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
|
||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF
SHARES
BENEFICIALLY
|
7
|
SOLE VOTING POWER
1,224,677 (See Item 5)
|
|
OWNED BY
EACH
|
8
|
SHARED VOTING POWER
0 (See Item 5)
|
|
REPORTING
|
9
|
SOLE DISPOSITIVE POWER
1,224,677 (See Item 5)
|
|
PERSON WITH
|
10
|
SHARED DISPOSITIVE POWER
0 (See Item 5)
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,224,677 (See Item 5)
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.6%
|
||
14
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TYPE OF REPORTING PERSON*
PN
|
CUSIP No. 00210T102
|
Page 5 of 15 Pages
|
1
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NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wynnefield Capital Management, LLC 13-4018186
|
||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ X ] |
||
3
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SEC USE ONLY
|
||
4
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SOURCE OF FUNDS*
N/A
|
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
New York
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||
NUMBER OF
SHARES
BENEFICIALLY
|
7
|
SOLE VOTING POWER
2,128,743 (See Item 5)
|
|
OWNED BY
EACH
|
8
|
SHARED VOTING POWER
0 (See Item 5)
|
|
REPORTING
|
9
|
SOLE DISPOSITIVE POWER
2,128,743 (See Item 5)
|
|
PERSON WITH
|
10
|
SHARED DISPOSITIVE POWER
0 (See Item 5)
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,128,743(See Item 5)
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*o
|
||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
14.9%
|
||
14
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TYPE OF REPORTING PERSON*
OO
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CUSIP No. 00210T102
|
Page 6 of 15 Pages
|
1
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NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wynnefield Capital, Inc. Profit Sharing & Money Purchase Plan
|
||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ X ] |
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS*
N/A
|
||
5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
|
||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF
SHARES
BENEFICIALLY
|
7
|
SOLE VOTING POWER
4,474 (See Item 5)
|
|
OWNED BY
EACH
|
8
|
SHARED VOTING POWER
0 (See Item 5)
|
|
REPORTING
|
9
|
SOLE DISPOSITIVE POWER
4,474 (See Item 5)
|
|
PERSON WITH
|
10
|
SHARED DISPOSITIVE POWER
0 (See Item 5)
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,474 (See Item 5)
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*o
|
||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.03%
|
||
14
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TYPE OF REPORTING PERSON*
CO
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CUSIP No. 00210T102
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Page 7 of 15 Pages
|
1
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NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Channel Partnership II, L.P. 22-3215653
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ X ] |
||
3
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SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS*
N/A
|
||
5
|
CHECK BOX 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
|
7
|
SOLE VOTING POWER
0 (See Item 5)
|
|
OWNED BY
EACH
|
8
|
SHARED VOTING POWER
0 (See Item 5)
|
|
REPORTING
|
9
|
SOLE DISPOSITIVE POWER
0(See Item 5)
|
|
PERSON WITH
|
10
|
SHARED DISPOSITIVE POWER
0 (See Item 5)
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 (See Item 5)
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
|
||
14
|
TYPE OF REPORTING PERSON*
CO
|
CUSIP No. 00210T102
|
Page 8 of 15 Pages
|
1
|
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wynnefield Capital, Inc. 13-3688495
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ X ] |
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS*
N/A
|
||
5
|
CHECK BOX 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
|
7
|
SOLE VOTING POWER
1,364,470 (See Item 5)
|
|
OWNED BY
EACH
|
8
|
SHARED VOTING POWER
0 (See Item 5)
|
|
REPORTING
|
9
|
SOLE DISPOSITIVE POWER
1,364,470 (See Item 5)
|
|
PERSON WITH
|
10
|
SHARED DISPOSITIVE POWER
0 (See Item 5)
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,364,470 (See Item 5)
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.5%
|
||
14
|
TYPE OF REPORTING PERSON*
CO
|
CUSIP No. 00210T102
|
Page 9 of 15 Pages
|
1
|
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Nelson Obus
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ X ] |
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS*
N/A
|
||
5
|
CHECK BOX 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
|
7
|
SOLE VOTING POWER
3,493,213 (See Item 5)
|
|
OWNED BY
EACH
|
8
|
SHARED VOTING POWER
4,474 (See Item 5)
|
|
REPORTING
|
9
|
SOLE DISPOSITIVE POWER
3,493,213 (See Item 5)
|
|
PERSON WITH
|
10
|
SHARED DISPOSITIVE POWER
4,474 (See Item 5)
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,497,687 (See Item 5)
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
25.0%
|
||
14
|
TYPE OF REPORTING PERSON*
IN
|
CUSIP No. 00210T102
|
Page 10 of 15 Pages
|
1
|
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Joshua Landes
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ X ] |
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS*
N/A
|
||
5
|
CHECK BOX 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
|
7
|
SOLE VOTING POWER
3,493,213 (See Item 5)
|
|
OWNED BY
EACH
|
8
|
SHARED VOTING POWER
0 (See Item 5)
|
|
REPORTING
|
9
|
SOLE DISPOSITIVE POWER
3,493,213 (See Item 5)
|
|
PERSON WITH
|
10
|
SHARED DISPOSITIVE POWER
0 (See Item 5)
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,493,213 (See Item 5)
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
24.4%
|
||
14
|
TYPE OF REPORTING PERSON*
IN
|
Name
|
Number of Common Stock
|
Percentage of Outstanding Common Stock
|
Partners
|
904,066
|
6.3%
|
Partners I
|
1,224,677
|
8.6%
|
Offshore
|
1,364,470
|
9.5%
|
Plan
|
4,474
|
.03%
|
Name
|
Date
|
Number of Shares
|
Price Per Share
|
|
Channel
|
December 23, 2011
|
142,000
|
$1.65
|
|
Channel | December 23, 2011 | 33,466 | $1.68 |
WYNNEFIELD PARTNERS SMALL CAP VALUE, L.P.
|
|||
By:
|
Wynnefield Capital Management, LLC, General Partner
|
||
By:
|
/s/ Nelson Obus
|
||
Nelson Obus, Managing Member
|
|||
WYNNEFIELD PARTNERS SMALL CAP VALUE, L.P. I
|
|||
By:
|
Wynnefield Capital Management, LLC, General Partner
|
||
By:
|
/s/ Nelson Obus
|
||
Nelson Obus, Managing Member
|
|||
CHANNEL PARTNERSHIP II, L.P. | |||
By: | /s/ Nelson Obus | ||
Nelson Obus, General Partner | |||
WYNNEFIELD SMALL CAP VALUE OFFSHORE FUND, LTD.
|
|||
By:
|
Wynnefield Capital, Inc.
|
||
By:
|
/s/ Nelson Obus
|
||
Nelson Obus, President
|
|||
WYNNEFIELD CAPITAL, INC. PROFIT SHARING & MONEY PURCHASE PLAN
|
|||
By:
|
/s/ Nelson Obus
|
||
Nelson Obus, Portfolio Manager
|
|||
WYNNEFIELD CAPITAL MANAGEMENT, LLC
|
|||
By:
|
/s/ Nelson Obus
|
||
Nelson Obus, Co-Managing Member
|
|||
WYNNEFIELD CAPITAL, INC.
|
|||
By:
|
/s/ Nelson Obus
|
||
Nelson Obus, President
|
|||
/s/ Nelson Obus
|
|||
Nelson Obus, Individually
|
|||
/s/ Joshua Landes
|
|||
Joshua Landes, Individually
|