CUSIP No. 682163100
|
Page 2
|
1
|
NAME OF REPORTING PERSON
|
|
|
||
EJF Capital LLC
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS
|
|
|
||
OO (See Item 3)
|
|
|
|||
|
|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
|
|
|
|
None
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
4,900,000
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
None
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
4,900,000
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
4,900,000
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
|
☐
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
6.6% (1)
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON
|
|
|
||
IA
|
|
|
|||
|
|
(1)
|
Based upon 74,269,812 shares of Common Stock, par value $0.005 per share (“Common Stock”) outstanding as of April 30, 2018, as disclosed in the Issuer’s Form 10-Q filed with the U.S. Securities and Exchange Commission (“SEC”) on May 8, 2018.
|
CUSIP No. 682163100
|
Page 3
|
1
|
NAME OF REPORTING PERSON
|
|
|
||
Emanuel J. Friedman
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS
|
|
|
||
OO (See Item 3)
|
|
|
|||
|
|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
|
|
|
|
None
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
4,900,000
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
None
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
4,900,000
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
4,900,000
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
|
☐
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
6.6% (1)
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON
|
|
|
||
IN
|
|
|
|||
|
|
(1)
|
Based upon 74,269,812 shares of Common Stock outstanding as of April 30, 2018, as disclosed in the Issuer’s Form 10-Q filed with the SEC on May 8, 2018.
|
CUSIP No. 682163100
|
Page 4
|
1
|
NAME OF REPORTING PERSON
|
|
|
||
EJF Debt Opportunities Master Fund, L.P.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS
|
|
|
||
OO (See Item 3)
|
|
|
|||
|
|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
|
|
|
|
None
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
4,840,797
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
None
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
4,840,797
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
4,840,797
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
|
☐
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
6.5% (1)
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON
|
|
|
||
PN
|
|
|
|||
|
|
(1)
|
Based upon 74,269,812 shares of Common Stock outstanding as of April 30, 2018, as disclosed in the Issuer’s Form 10-Q filed with the SEC on May 8, 2018.
|
CUSIP No. 682163100
|
Page 5
|
1
|
NAME OF REPORTING PERSON
|
|
|
||
EJF Debt Opportunities GP, LLC
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS
|
|
|
||
OO (See Item 3)
|
|
|
|||
|
|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
|
|
|
|
None
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
4,840,797
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
None
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
4,840,797
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
4,840,797
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
|
☐
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
6.5% (1)
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON
|
|
|
||
OO
|
|
|
|||
|
|
(1)
|
Based upon 74,269,812 shares of Common Stock outstanding as of April 30, 2018, as disclosed in the Issuer’s Form 10-Q filed with the SEC on May 8, 2018.
|
CUSIP No. 682163100
|
Page 6
|
1
|
NAME OF REPORTING PERSON
|
|
|
||
EJF Debt Opportunities Master Fund II, LP
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS
|
|
|
||
OO (See Item 3)
|
|
|
|||
|
|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
|
|
|
|
None
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
59,203
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
None
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
59,203
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
59,203
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
|
☐
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
0.1% (1)
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON
|
|
|
||
PN
|
|
|
|||
|
|
(1)
|
Based upon 74,269,812 shares of Common Stock outstanding as of April 30, 2018, as disclosed in the Issuer’s Form 10-Q filed with the SEC on May 8, 2018
|
CUSIP No. 682163100
|
Page 7
|
1
|
NAME OF REPORTING PERSON
|
|
|
||
EJF Debt Opportunities II GP, LLC
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS
|
|
|
||
OO (See Item 3)
|
|
|
|||
|
|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
|
|
|
|
None
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
59,203
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
None
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
59,203
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
59,203
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
|
☐
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
0.1% (1)
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON
|
|
|
||
OO
|
|
|
|||
|
|
(1)
|
Based upon 74,269,812 shares of Common Stock outstanding as of April 30, 2018, as disclosed in the Issuer’s Form 10-Q filed with the SEC on May 8, 2018.
|
(c)
|
Schedule I hereto, which is incorporated by reference into this Item 5(c) as if restated in full herein, describes all of the transactions in shares of Common Stock by the Reporting Persons since the date of the Amendment No. 3 to the Original Schedule 13D.
|
(d)
|
No other person is known to the Reporting Persons to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Subject Shares.
|
(e)
|
Not applicable.
|
|
EJF CAPITAL LLC
|
|
||
|
|
|
|
|
|
By:
|
/s/ Neal J. Wilson
|
|
|
|
|
Name:
|
Neal J. Wilson
|
|
|
|
Title:
|
Chief Operating Officer
|
|
|
EMANUEL J. FRIEDMAN
|
|
||
|
|
|
|
|
|
By:
|
/s/ Emanuel J. Friedman
|
|
|
|
|
Name:
|
Emanuel J. Friedman
|
|
|
|
|
|
EJF DEBT OPPORTUNITIES MASTER FUND, L.P.
|
|
||
|
|
|
|
|
|
By:
|
EJF DEBT OPPORTUNITIES GP, LLC
|
|
|
|
Its:
|
General Partner
|
|
|
|
||||
|
By:
|
EJF CAPITAL LLC
|
||
|
Its:
|
Sole Member
|
|
|
|
|
|||
|
By:
|
/s/ Neal J. Wilson
|
||
|
Name:
|
Neal J. Wilson
|
||
|
|
Title:
|
Chief Operating Officer
|
|
|
EJF DEBT OPPORTUNITIES GP, LLC
|
|
||
|
|
|
|
|
|
By:
|
EJF CAPITAL LLC
|
||
|
Its:
|
Sole Member
|
||
|
||||
|
By:
|
/s/ Neal J. Wilson
|
|
|
|
|
Name:
|
Neal J. Wilson
|
|
|
|
Title:
|
Chief Operating Officer
|
|
|
EJF DEBT OPPORTUNITIES MASTER FUND II, LP
|
|
||
|
|
|
|
|
|
By:
|
EJF DEBT OPPORTUNITIES II GP, LLC
|
|
|
|
Its:
|
General Partner
|
|
|
|
||||
|
By:
|
EJF CAPITAL LLC
|
||
|
Its:
|
Sole Member
|
|
|
|
|
|||
|
By:
|
/s/ Neal J. Wilson
|
||
|
Name:
|
Neal J. Wilson
|
||
|
|
Title:
|
Chief Operating Officer
|
|
|
EJF DEBT OPPORTUNITIES II GP, LLC
|
|
||
|
|
|
|
|
|
By:
|
EJF CAPITAL LLC
|
||
|
Its:
|
Sole Member
|
||
|
||||
|
By:
|
/s/ Neal J. Wilson
|
|
|
|
|
Name:
|
Neal J. Wilson
|
|
|
|
Title:
|
Chief Operating Officer
|
|
Trade Date
|
Shares Purchased/(Sold)
|
Price Per Share (1)
|
Total Price (1)
|
06/11/2018
|
(302)
|
$7.20
|
$2,174.61
|
06/11/2018
|
(24,698)
|
$7.20
|
$177,842.89
|
06/12/2018
|
(146)
|
$7.28
|
$1,062.35
|
06/12/2018
|
(11,954)
|
$7.28
|
$86,982.09
|
06/13/2018
|
(302)
|
$7.24
|
$2,186.75
|
06/13/2018
|
(24,698)
|
$7.24
|
$178,835.75
|
06/13/2018
|
(1,507)
|
$7.30
|
$10,999.74
|
06/13/2018
|
(123,193)
|
$7.30
|
$899,198.03
|
06/14/2018
|
(283)
|
$7.20
|
$2,037.66
|
06/14/2018
|
(23,130)
|
$7.20
|
$166,540.63
|
06/15/2018
|
(1,208)
|
$7.22
|
$8,715.72
|
06/15/2018
|
(98,792)
|
$7.22
|
$712,784.28
|
06/15/2018
|
(112)
|
$7.37
|
$824.88
|
06/15/2018
|
(9,188)
|
$7.37
|
$67,669.62
|
06/15/2018
|
(190)
|
$7.37
|
$1,400.81
|
06/15/2018
|
(15,510)
|
$7.37
|
$114,350.58
|
06/18/2018
|
(1,133)
|
$7.43
|
$8,417.17
|
06/18/2018
|
(92,667)
|
$7.43
|
$688,432.41
|
06/18/2018
|
(604)
|
$7.55
|
$4,560.74
|
06/18/2018
|
(49,396)
|
$7.55
|
$372,984.26
|
06/18/2018
|
(679)
|
$7.52
|
$5,105.20
|
06/18/2018
|
(55,521)
|
$7.52
|
$417,445.74
|
06/19/2018
|
(1,005)
|
$7.36
|
$7,401.12
|
06/19/2018
|
(82,166)
|
$7.36
|
$605,095.07
|
06/19/2018
|
(135)
|
$7.41
|
$999.68
|
06/19/2018
|
(11,065)
|
$7.41
|
$81,936.33
|
06/20/2018
|
(205)
|
$7.59
|
$1,554.93
|
06/20/2018
|
(16,795)
|
$7.59
|
$127,390.08
|
06/20/2018
|
(405)
|
$7.49
|
$3,034.71
|
06/20/2018
|
(33,095)
|
$7.49
|
$247,984.14
|
06/20/2018
|
(272)
|
$7.57
|
$2,059.86
|
06/20/2018
|
(22,228)
|
$7.57
|
$168,332.64
|
06/20/2018
|
(181)
|
$7.62
|
$1,380.05
|
06/20/2018
|
(14,819)
|
$7.62
|
$112,988.95
|
06/21/2018
|
(290)
|
$7.58
|
$2,197.24
|
06/21/2018
|
(23,710)
|
$7.58
|
$179,643.56
|
06/22/2018
|
(399)
|
$7.43
|
$2,963.89
|
06/22/2018
|
(32,605)
|
$7.43
|
$242,199.72
|
06/22/2018
|
(1,091)
|
$7.50
|
$8,187.08
|
06/22/2018
|
(89,194)
|
$7.50
|
$669,329.61
|
06/25/2018 | (119,538) | $7.15 | $855,138.99 |
06/25/2018 | (63,352) | $7.21 | $456,793.26 |
06/25/2018 | (1,462) | $7.15 | $10,458.71 |
06/25/2018 | (775) | $7.21 | $5,588.06 |