CUSIP No.
50575Q 10 2
|
Page 2 of 8
Pages
|
1
|
NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Phillip
Frost, M.D.
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) x
(b) ¨
|
||
3
|
SEC
USE ONLY
|
||
4
|
SOURCE
OF FUNDS (SEE INSTRUCTIONS)
N/A
|
||
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
2,770,000
(1)
|
|
8
|
SHARED
VOTING POWER
55,287,130
(2)
|
||
9
|
SOLE
DISPOSITIVE POWER
2,770,000
(1)
|
||
10
|
SHARED
DISPOSITIVE POWER
55,287,130
(2)
|
||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
58,057,130
(1)(2)
|
||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
31.0%
|
||
14
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
(1)
|
Includes
options to purchase 2,770,000 shares of common
stock.
|
(2)
|
Includes
10,273,699 shares of common stock held by Frost Gamma Investments Trust
and 43,013,431 shares of common stock and warrants to purchase 2,000,000
shares of common stock held by Frost Nevada Investments
Trust.
|
CUSIP No.
50575Q 10 2
|
Page 3 of 8
Pages
|
1
|
NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Frost
Nevada Investments Trust
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) x
(b) ¨
|
||
3
|
SEC
USE ONLY
|
||
4
|
SOURCE
OF FUNDS (SEE INSTRUCTIONS)
N/A
|
||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR
2(e) ¨
|
||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Florida
|
||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
-0-
|
|
8
|
SHARED
VOTING POWER
45,013,431
(1)
|
||
9
|
SOLE
DISPOSITIVE POWER
-0-
|
||
10
|
SHARED
DISPOSITIVE POWER
45,013,431
(1)
|
||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
45,013,431
(1)
|
||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
24.4%
|
||
14
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
|
(1)
|
Includes
warrants to purchase 2,000,000 shares of common
stock.
|
CUSIP No.
50575Q 10 2
|
Page 4 of 8
Pages
|
1
|
NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Frost
Gamma Investments Trust
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) x
(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
Florida
|
||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
-0-
|
|
8
|
SHARED
VOTING POWER
10,273,699
shares
|
||
9
|
SOLE
DISPOSITIVE POWER
-0-
|
||
10
|
SHARED
DISPOSITIVE POWER
10,273,699
shares
|
||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,273,699
shares
|
||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.6%
|
||
14
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
|
CUSIP No.
50575Q 10 2
|
Page 5 of 8
Pages
|
Item
1.
|
Security and
Issuer
|
Item
2.
|
Identity and
Background
|
Item
3.
|
Source and Amount of
Funds or Other Consideration
|
Item
3 is hereby amended to add the
following:
|
Item
4.
|
Purpose of
Transactions
|
Date
|
Number
of Shares of
Common
Stock Purchased
|
Price
Per Share
|
|
October
7, 2010
|
15,000
|
$1.13
|
|
November
18, 2010
|
1,659
|
|
$1.26
|
November
18, 2010
|
1,562
|
|
$1.27
|
November
18, 2010
|
19,649
|
$1.28
|
|
November
18, 2010
|
2,130
|
$1.30
|
CUSIP No.
50575Q 10 2
|
Page 6 of 8
Pages
|
Item
5.
|
Interest in Securities
of the Issuer
|
Name
|
Shares
of
Common Stock
|
Sole
or Shared
Voting
|
Sole
or Shared
Dispositive
|
%
of Total
Outstanding
|
||||
Phillip
Frost, M.D.
|
2,770,000
(1)
|
Sole
|
Sole
|
1.5%(2)
|
||||
55,287,130
(3)(4)
|
Shared(5)(6)
|
Shared(5)(6)
|
30.0%(7)
|
|||||
Total:
|
58,057,130
(1)(3)(4)
|
31.0%(8)
|
||||||
Frost
Gamma Investments Trust
|
10,273,699
|
Shared(5)
|
Shared(5)
|
5.6%(9)
|
||||
|
||||||||
Frost
Nevada Investments Trust
|
45,013,431(4)
|
Shared(6)
|
Shared(6)
|
24.4%(7)
|
(1)
|
Includes vested
options to purchase 2,770,000 shares of Common Stock which will become
exercisable within the next 60 days held by Dr.
Frost.
|
(2)
|
The
percentage of beneficial ownership is based upon 182,363,289 shares of
Common Stock outstanding as of November 10, 2010 as reported in the
Issuer's Quarterly Report on Form 10-Q for the period ended September 30,
2010, filed with the Securities and Exchange Commission on November 15,
2010 and the options listed in note (1)
above.
|
(3)
|
Includes
10,273,699 shares of Common Stock held by the Gamma Trust and 43,013,431
shares of Common Stock held by the Nevada
Trust.
|
(4)
|
Includes
warrants to purchase 2,000,000 shares of Common Stock held by the Nevada
Trust.
|
(5)
|
Dr. Frost is the sole trustee of
the Gamma Trust and may be deemed to share beneficial ownership of the
securities held by the Gamma Trust with the Gamma Trust. Frost Gamma
Limited Partnership is the sole and exclusive beneficiary of the Gamma
Trust. Dr. Frost is one of two limited partners of Frost Gamma Limited
Partnership. The general partner of Frost Gamma Limited Partnership is
Frost Gamma, Inc. and the sole shareholder of Frost Gamma, Inc. is
Frost-Nevada Corporation. Dr. Frost is also the sole shareholder of
Frost-Nevada Corporation.
|
(6)
|
Dr. Frost is the sole trustee of
the Nevada Trust and may be deemed to share beneficial ownership of the
securities held by the Nevada Trust with the Nevada Trust. Frost-Nevada
Limited Partnership is the sole and exclusive beneficiary of the Nevada
Trust. Dr. Frost is one of five limited partners of Frost-Nevada Limited
Partnership and the sole shareholder of Frost-Nevada Corporation, the sole
general partner of Frost-Nevada Limited
Partnership.
|
(7)
|
The
percentage of beneficial ownership is based upon (i) 182,363,289 shares of
Common Stock outstanding as of November 10, 2010 as reported in the
Issuer's Quarterly Report on Form 10-Q for the period ended September 30,
2010, filed with the Securities and Exchange Commission on November 15,
2010 and (ii) warrants to purchase 2,000,000 shares of Common Stock held
by the Nevada Trust.
|
(8)
|
The
percentage of beneficial ownership is based upon (i) 182,363,289 shares of
Common Stock outstanding as of November 10, 2010 as reported in the
Issuer's Quarterly Report on Form 10-Q for the period ended September 30,
2010, filed with the Securities and Exchange Commission on November 15,
2010, (ii) vested options to purchase 2,770,000 shares of Common Stock
held by Dr. Frost and (iii) warrants to purchase 2,000,000 shares of
Common Stock held by the Nevada
Trust.
|
(9)
|
The
percentage of beneficial ownership is based upon 182,363,289 shares of
Common Stock outstanding as of November 10, 2010 as reported in the
Issuer's Quarterly Report on Form 10-Q for the period ended September 30,
2010, filed with the Securities and Exchange Commission on November 15,
2010.
|
CUSIP No.
50575Q 10 2
|
Page 7 of 8
Pages
|
Item
7.
|
Material to be Filed
as Exhibits.
|
Exhibit
No.
|
Description
|
|
99.1
|
Form
of Stock Purchase Agreement (incorporated herein by reference to Exhibit
10.2 to the Quarterly Report on Form 10-Q filed by the Issuer on August
12, 2010)
|
|
99.2
|
Joint
Filing Agreement (incorporated herein by reference to Exhibit 1 to
Amendment No. 2 to Schedule 13D filed by the Reporting Persons on April
12, 2004)
|
CUSIP No.
50575Q 10 2
|
Page 8 of 8
Pages
|
/s/
Phillip Frost
|
|||
Phillip
Frost, M.D.
|
|||
FROST
NEVADA INVESTMENTS TRUST
|
|||
By:
|
/s/
Phillip Frost
|
||
Phillip
Frost, M.D., Trustee
|
|||
FROST
GAMMA INVESTMENTS TRUST
|
|||
By:
|
/s/
Phillip Frost
|
||
Phillip
Frost, M.D., Trustee
|