UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)
Dillard’s Inc.
(Name of Issuer)
Class A Common Stock, par value $0.01 per share
(Title of Class of Securities)
254067101
(CUSIP Number)
Peter G. Smith, Esq.
Kramer Levin Naftalis & Frankel LLP
1177 Avenue of the Americas
New York, NY 10036
(212) 715-9100
Marc Weingarten, Esq.
Schulte Roth & Zabel LLP
919 Third Avenue
New York, NY 10022
(212) 756-2000
(Name, Address and Telephone Number of
Person Authorized to Receive Notices
and Communications)
January 23, 2008
(Date of Event which Requires Filing
of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f), or 13d-1(g), check the following box:[ ].
(Continued on following pages)
(Page 1 of 56 Pages)
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SCHEDULE 13D |
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CUSIP No. 254067101 |
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Page 2 of 56 Pages |
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1) |
NAME OF REPORTING PERSON |
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Barington Companies Equity Partners, L.P. |
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2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) |
x |
|
|
|
(b) |
o |
|
3) |
SEC USE ONLY |
|
|
|
4) |
SOURCE OF FUNDS |
|
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|
|
WC |
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5) |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED |
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PURSUANT TO ITEMS 2(d) OR 2(e) |
|
o |
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6) |
CITIZENSHIP OR PLACE OF ORGANIZATION |
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|
Delaware |
|
|
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|
7) SOLE VOTING POWER |
|
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|
|
NUMBER OF |
597,230 |
|
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|
SHARES |
|
|
|
|
|
BENEFICIALLY |
8) SHARED VOTING POWER |
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OWNED BY |
None |
|
|
|
|
EACH |
|
|
|
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|
REPORTING |
9) SOLE DISPOSITIVE POWER |
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|
|
PERSON |
597,230 |
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WITH |
|
|
|
|
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10) SHARED DISPOSITIVE POWER |
|
|
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|
None |
|
|
|
11) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
|
597,230 |
|
|
|
12) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
|
o |
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13) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
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|
0.84% |
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14) |
TYPE OF REPORTING PERSON |
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PN |
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SCHEDULE 13D |
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CUSIP No. 254067101 |
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Page 3 of 56 Pages |
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1) |
NAME OF REPORTING PERSON |
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Barington Companies Investors, LLC |
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2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) |
x |
|
|
|
(b) |
o |
|
3) |
SEC USE ONLY |
|
|
|
4) |
SOURCE OF FUNDS |
|
|
|
|
OO |
|
|
|
5) |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED |
|
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PURSUANT TO ITEMS 2(d) OR 2(e) |
|
o |
|
6) |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
|
Delaware |
|
|
|
|
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7) SOLE VOTING POWER |
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NUMBER OF |
597,230 |
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|
|
SHARES |
|
|
|
|
|
BENEFICIALLY |
8) SHARED VOTING POWER |
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|
OWNED BY |
None |
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|
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EACH |
|
|
|
|
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REPORTING |
9) SOLE DISPOSITIVE POWER |
|
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|
|
PERSON |
597,230 |
|
|
|
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WITH |
|
|
|
|
|
|
10) SHARED DISPOSITIVE POWER |
|
|
|
|
|
None |
|
|
|
11) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
|
597,230 |
|
|
|
12) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
|
o |
|
13) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
|
|
|
0.84% |
|
|
|
14) |
TYPE OF REPORTING PERSON |
|
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|
|
OO |
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SCHEDULE 13D |
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CUSIP No. 254067101 |
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Page 4 of 56 Pages |
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1) |
NAME OF REPORTING PERSON |
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Barington Investments, L.P. |
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2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) |
x |
|
|
|
(b) |
o |
|
3) |
SEC USE ONLY |
|
|
|
4) |
SOURCE OF FUNDS |
|
|
|
|
WC |
|
|
|
5) |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED |
|
|
|
|
PURSUANT TO ITEMS 2(d) OR 2(e) |
|
o |
|
6) |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
|
Delaware |
|
|
|
|
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7) SOLE VOTING POWER |
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NUMBER OF |
395,507 |
|
|
|
|
SHARES |
|
|
|
|
|
BENEFICIALLY |
8) SHARED VOTING POWER |
|
|
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|
OWNED BY |
None |
|
|
|
|
EACH |
|
|
|
|
|
REPORTING |
9) SOLE DISPOSITIVE POWER |
|
|
|
|
PERSON |
395,507 |
|
|
|
|
WITH |
|
|
|
|
|
|
10) SHARED DISPOSITIVE POWER |
|
|
|
|
|
None |
|
|
|
11) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
|
395,507 |
|
|
|
12) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
|
o |
|
13) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
|
|
|
0.56% |
|
|
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14) |
TYPE OF REPORTING PERSON |
|
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|
PN |
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SCHEDULE 13D |
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CUSIP No. 254067101 |
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Page 5 of 56 Pages |
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1) |
NAME OF REPORTING PERSON |
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|
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|
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Barington Companies Advisors, LLC |
|
|
|
2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) |
x |
|
|
|
(b) |
o |
|
3) |
SEC USE ONLY |
|
|
|
4) |
SOURCE OF FUNDS |
|
|
|
|
OO |
|
|
|
5) |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED |
|
|
|
|
PURSUANT TO ITEMS 2(d) OR 2(e) |
|
o |
|
6) |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
|
Delaware |
|
|
|
|
|
7) SOLE VOTING POWER |
|
|
|
|
NUMBER OF |
395,507 |
|
|
|
|
SHARES |
|
|
|
|
|
BENEFICIALLY |
8) SHARED VOTING POWER |
|
|
|
|
OWNED BY |
None |
|
|
|
|
EACH |
|
|
|
|
|
REPORTING |
9) SOLE DISPOSITIVE POWER |
|
|
|
|
PERSON |
395,507 |
|
|
|
|
WITH |
|
|
|
|
|
|
10) SHARED DISPOSITIVE POWER |
|
|
|
|
|
None |
|
|
|
11) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
|
395,507 |
|
|
|
12) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
|
o |
|
13) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
|
|
|
0.56% |
|
|
|
14) |
TYPE OF REPORTING PERSON |
|
|
|
|
OO |
|
|
|
|
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SCHEDULE 13D |
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CUSIP No. 254067101 |
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Page 6 of 56 Pages |
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1) |
NAME OF REPORTING PERSON |
|
|
|
|
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|
Barington Companies Offshore Fund, Ltd. |
|
|
|
2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) |
x |
|
|
|
(b) |
o |
|
3) |
SEC USE ONLY |
|
|
|
4) |
SOURCE OF FUNDS |
|
|
|
|
WC |
|
|
|
5) |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED |
|
|
|
|
PURSUANT TO ITEMS 2(d) OR 2(e) |
|
o |
|
6) |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
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|
British Virgin Islands |
|
|
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|
7) SOLE VOTING POWER |
|
|
|
|
NUMBER OF |
1,042,132 |
|
|
|
|
SHARES |
|
|
|
|
|
BENEFICIALLY |
8) SHARED VOTING POWER |
|
|
|
|
OWNED BY |
None |
|
|
|
|
EACH |
|
|
|
|
|
REPORTING |
9) SOLE DISPOSITIVE POWER |
|
|
|
|
PERSON |
1,042,132 |
|
|
|
|
WITH |
|
|
|
|
|
|
10) SHARED DISPOSITIVE POWER |
|
|
|
|
|
None |
|
|
|
11) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
|
1,042,132 |
|
|
|
12) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
|
o |
|
13) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
|
|
|
1.46% |
|
|
|
14) |
TYPE OF REPORTING PERSON |
|
|
|
|
OO |
|
|
|
|
|
SCHEDULE 13D |
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CUSIP No. 254067101 |
|
Page 7 of 56 Pages |
|
1) |
NAME OF REPORTING PERSON |
|
|
|
|
|
|
|
|
|
Barington Offshore Advisors II, LLC |
|
|
|
2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) |
x |
|
|
|
(b) |
o |
|
3) |
SEC USE ONLY |
|
|
|
4) |
SOURCE OF FUNDS |
|
|
|
|
OO |
|
|
|
5) |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED |
|
|
|
|
PURSUANT TO ITEMS 2(d) OR 2(e) |
|
o |
|
6) |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
|
Delaware |
|
|
|
|
|
7) SOLE VOTING POWER |
|
|
|
|
NUMBER OF |
1,042,132 |
|
|
|
|
SHARES |
|
|
|
|
|
BENEFICIALLY |
8) SHARED VOTING POWER |
|
|
|
|
OWNED BY |
None |
|
|
|
|
EACH |
|
|
|
|
|
REPORTING |
9) SOLE DISPOSITIVE POWER |
|
|
|
|
PERSON |
1,042,132 |
|
|
|
|
WITH |
|
|
|
|
|
|
10) SHARED DISPOSITIVE POWER |
|
|
|
|
|
None |
|
|
|
11) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
|
1,042,132 |
|
|
|
12) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
|
o |
|
13) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
|
|
|
1.46% |
|
|
|
14) |
TYPE OF REPORTING PERSON |
|
|
|
|
IA, OO |
|
|
|
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|
SCHEDULE 13D |
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CUSIP No. 254067101 |
|
Page 8 of 56 Pages |
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1) |
NAME OF REPORTING PERSON |
|
|
|
|
|
|
|
|
|
Barington Capital Group, L.P. |
|
|
|
2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) |
x |
|
|
|
(b) |
o |
|
3) |
SEC USE ONLY |
|
|
|
4) |
SOURCE OF FUNDS |
|
|
|
|
OO |
|
|
|
5) |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED |
|
|
|
|
PURSUANT TO ITEMS 2(d) OR 2(e) |
|
o |
|
6) |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
|
New York |
|
|
|
|
|
7) SOLE VOTING POWER |
|
|
|
|
NUMBER OF |
2,034,869 |
|
|
|
|
SHARES |
|
|
|
|
|
BENEFICIALLY |
8) SHARED VOTING POWER |
|
|
|
|
OWNED BY |
None |
|
|
|
|
EACH |
|
|
|
|
|
REPORTING |
9) SOLE DISPOSITIVE POWER |
|
|
|
|
PERSON |
2,034,869 |
|
|
|
|
WITH |
|
|
|
|
|
|
10) SHARED DISPOSITIVE POWER |
|
|
|
|
|
None |
|
|
|
11) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
|
2,034,869 |
|
|
|
12) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
|
o |
|
13) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
|
|
|
2.86% |
|
|
|
14) |
TYPE OF REPORTING PERSON |
|
|
|
|
PN |
|
|
|
|
|
SCHEDULE 13D |
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|
CUSIP No. 254067101 |
|
Page 9 of 56 Pages |
|
1) |
NAME OF REPORTING PERSON |
|
|
|
|
|
|
|
|
|
LNA Capital Corp. |
|
|
|
2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) |
x |
|
|
|
(b) |
o |
|
3) |
SEC USE ONLY |
|
|
|
4) |
SOURCE OF FUNDS |
|
|
|
|
OO |
|
|
|
5) |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED |
|
|
|
|
PURSUANT TO ITEMS 2(d) OR 2(e) |
|
o |
|
6) |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
|
Delaware |
|
|
|
|
|
7) SOLE VOTING POWER |
|
|
|
|
NUMBER OF |
2,034,869 |
|
|
|
|
SHARES |
|
|
|
|
|
BENEFICIALLY |
8) SHARED VOTING POWER |
|
|
|
|
OWNED BY |
None |
|
|
|
|
EACH |
|
|
|
|
|
REPORTING |
9) SOLE DISPOSITIVE POWER |
|
|
|
|
PERSON |
2,034,869 |
|
|
|
|
WITH |
|
|
|
|
|
|
10) SHARED DISPOSITIVE POWER |
|
|
|
|
|
None |
|
|
|
11) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
|
2,034,869 |
|
|
|
12) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
|
o |
|
13) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
|
|
|
2.86% |
|
|
|
14) |
TYPE OF REPORTING PERSON |
|
|
|
|
CO |
|
|
|
|
|
SCHEDULE 13D |
|
|
|
CUSIP No. 254067101 |
|
Page 10 of 56 Pages |
|
1) |
NAME OF REPORTING PERSON |
|
|
|
|
|
|
|
|
|
James A. Mitarotonda |
|
|
|
2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) |
x |
|
|
|
(b) |
o |
|
3) |
SEC USE ONLY |
|
|
|
4) |
SOURCE OF FUNDS |
|
|
|
|
OO |
|
|
|
5) |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED |
|
|
|
|
PURSUANT TO ITEMS 2(d) OR 2(e) |
|
o |
|
6) |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
|
United States |
|
|
|
|
|
7) SOLE VOTING POWER |
|
|
|
|
NUMBER OF |
2,034,869 |
|
|
|
|
SHARES |
|
|
|
|
|
BENEFICIALLY |
8) SHARED VOTING POWER |
|
|
|
|
OWNED BY |
None |
|
|
|
|
EACH |
|
|
|
|
|
REPORTING |
9) SOLE DISPOSITIVE POWER |
|
|
|
|
PERSON |
2,034,869 |
|
|
|
|
WITH |
|
|
|
|
|
|
10) SHARED DISPOSITIVE POWER |
|
|
|
|
|
None |
|
|
|
11) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
|
2,034,869 |
|
|
|
12) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
|
o |
|
13) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
|
|
|
2.86% |
|
|
|
14) |
TYPE OF REPORTING PERSON |
|
|
|
|
IN |
|
|
|
|
|
SCHEDULE 13D |
|
|
|
CUSIP No. 254067101 |
|
Page 11 of 56 Pages |
|
1) |
NAME OF REPORTING PERSON |
|
|
|
|
|
|
|
|
|
RJG Capital Partners, L.P. |
|
|
|
2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) |
x |
|
|
|
(b) |
o |
|
3) |
SEC USE ONLY |
|
|
|
4) |
SOURCE OF FUNDS |
|
|
|
|
WC |
|
|
|
5) |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED |
|
|
|
|
PURSUANT TO ITEMS 2(d) OR 2(e) |
|
o |
|
6) |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
|
Delaware |
|
|
|
|
|
7) SOLE VOTING POWER |
|
|
|
|
NUMBER OF |
11,500 |
|
|
|
|
SHARES |
|
|
|
|
|
BENEFICIALLY |
8) SHARED VOTING POWER |
|
|
|
|
OWNED BY |
None |
|
|
|
|
EACH |
|
|
|
|
|
REPORTING |
9) SOLE DISPOSITIVE POWER |
|
|
|
|
PERSON |
11,500 |
|
|
|
|
WITH |
|
|
|
|
|
|
10) SHARED DISPOSITIVE POWER |
|
|
|
|
|
None |
|
|
|
11) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
|
11,500 |
|
|
|
12) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
|
o |
|
13) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
|
|
|
0.02% |
|
|
|
14) |
TYPE OF REPORTING PERSON |
|
|
|
|
PN |
|
|
|
|
|
SCHEDULE 13D |
|
|
|
CUSIP No. 254067101 |
|
Page 12 of 56 Pages |
|
1) |
NAME OF REPORTING PERSON |
|
|
|
|
|
|
|
|
|
RJG Capital Management, LLC |
|
|
|
2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) |
x |
|
|
|
(b) |
o |
|
3) |
SEC USE ONLY |
|
|
|
4) |
SOURCE OF FUNDS |
|
|
|
|
OO |
|
|
|
5) |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED |
|
|
|
|
PURSUANT TO ITEMS 2(d) OR 2(e) |
|
o |
|
6) |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
|
Delaware |
|
|
|
|
|
7) SOLE VOTING POWER |
|
|
|
|
NUMBER OF |
11,500 |
|
|
|
|
SHARES |
|
|
|
|
|
BENEFICIALLY |
8) SHARED VOTING POWER |
|
|
|
|
OWNED BY |
None |
|
|
|
|
EACH |
|
|
|
|
|
REPORTING |
9) SOLE DISPOSITIVE POWER |
|
|
|
|
PERSON |
11,500 |
|
|
|
|
WITH |
|
|
|
|
|
|
10) SHARED DISPOSITIVE POWER |
|
|
|
|
|
None |
|
|
|
11) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
|
11,500 |
|
|
|
12) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
|
o |
|
13) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
|
|
|
0.02% |
|
|
|
14) |
TYPE OF REPORTING PERSON |
|
|
|
|
OO |
|
|
|
|
|
SCHEDULE 13D |
|
|
|
CUSIP No. 254067101 |
|
Page 13 of 56 Pages |
|
1) |
NAME OF REPORTING PERSON |
|
|
|
|
|
|
|
|
|
Ronald J. Gross |
|
|
|
2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) |
x |
|
|
|
(b) |
o |
|
3) |
SEC USE ONLY |
|
|
|
4) |
SOURCE OF FUNDS |
|
|
|
|
OO |
|
|
|
5) |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED |
|
|
|
|
PURSUANT TO ITEMS 2(d) OR 2(e) |
|
o |
|
6) |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
|
United States |
|
|
|
|
|
7) SOLE VOTING POWER |
|
|
|
|
NUMBER OF |
11,500 |
|
|
|
|
SHARES |
|
|
|
|
|
BENEFICIALLY |
8) SHARED VOTING POWER |
|
|
|
|
OWNED BY |
None |
|
|
|
|
EACH |
|
|
|
|
|
REPORTING |
9) SOLE DISPOSITIVE POWER |
|
|
|
|
PERSON |
11,500 |
|
|
|
|
WITH |
|
|
|
|
|
|
10) SHARED DISPOSITIVE POWER |
|
|
|
|
|
None |
|
|
|
11) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
|
11,500 |
|
|
|
12) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
|
o |
|
13) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
|
|
|
0.02% |
|
|
|
14) |
TYPE OF REPORTING PERSON |
|
|
|
|
IN |
|
|
|
|
|
SCHEDULE 13D |
|
|
|
CUSIP No. 254067101 |
|
Page 14 of 56 Pages |
|
1) |
NAME OF REPORTING PERSON |
|
|
|
|
|
|
|
|
|
Clinton Multistrategy Master Fund, Ltd. |
|
|
|
2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) |
x |
|
|
|
(b) |
o |
|
3) |
SEC USE ONLY |
|
|
|
4) |
SOURCE OF FUNDS |
|
|
|
|
WC |
|
|
|
5) |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED |
|
|
|
|
PURSUANT TO ITEMS 2(d) OR 2(e) |
|
o |
|
6) |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
|
Cayman Islands |
|
|
|
|
|
7) SOLE VOTING POWER |
|
|
|
|
NUMBER OF |
None |
|
|
|
|
SHARES |
|
|
|
|
|
BENEFICIALLY |
8) SHARED VOTING POWER |
|
|
|
|
OWNED BY |
262,800 |
|
|
|
|
EACH |
|
|
|
|
|
REPORTING |
9) SOLE DISPOSITIVE POWER |
|
|
|
|
PERSON |
None |
|
|
|
|
WITH |
|
|
|
|
|
|
10) SHARED DISPOSITIVE POWER |
|
|
|
|
|
262,800 |
|
|
|
11) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
|
262,800 |
|
|
|
12) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
|
o |
|
13) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
|
|
|
0.37% |
|
|
|
14) |
TYPE OF REPORTING PERSON |
|
|
|
|
CO |
|
|
|
|
|
SCHEDULE 13D |
|
|
|
CUSIP No. 254067101 |
|
Page 15 of 56 Pages |
|
1) |
NAME OF REPORTING PERSON |
|
|
|
|
|
|
|
|
|
Clinton Special Opportunities Master Fund, Ltd. |
|
|
|
2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) |
x |
|
|
|
(b) |
o |
|
3) |
SEC USE ONLY |
|
|
|
4) |
SOURCE OF FUNDS |
|
|
|
|
WC |
|
|
|
5) |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED |
|
|
|
|
PURSUANT TO ITEMS 2(d) OR 2(e) |
|
o |
|
6) |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
|
Cayman Islands |
|
|
|
|
|
7) SOLE VOTING POWER |
|
|
|
|
NUMBER OF |
None |
|
|
|
|
SHARES |
|
|
|
|
|
BENEFICIALLY |
8) SHARED VOTING POWER |
|
|
|
|
OWNED BY |
546,650 |
|
|
|
|
EACH |
|
|
|
|
|
REPORTING |
9) SOLE DISPOSITIVE POWER |
|
|
|
|
PERSON |
None |
|
|
|
|
WITH |
|
|
|
|
|
|
10) SHARED DISPOSITIVE POWER |
|
|
|
|
|
546,650 |
|
|
|
11) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
|
546,650 |
|
|
|
12) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
|
o |
|
13) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
|
|
|
0.77% |
|
|
|
14) |
TYPE OF REPORTING PERSON |
|
|
|
|
CO |
|
|
|
|
|
SCHEDULE 13D |
|
|
|
CUSIP No. 254067101 |
|
Page 16 of 56 Pages |
|
1) |
NAME OF REPORTING PERSON |
|
|
|
|
|
|
|
|
|
Clinton Magnolia Master Fund, Ltd. |
|
|
|
2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) |
x |
|
|
|
(b) |
o |
|
3) |
SEC USE ONLY |
|
|
|
4) |
SOURCE OF FUNDS |
|
|
|
|
WC |
|
|
|
5) |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED |
|
|
|
|
PURSUANT TO ITEMS 2(d) OR 2(e) |
|
o |
|
6) |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
|
Cayman Islands |
|
|
|
|
|
7) SOLE VOTING POWER |
|
|
|
|
NUMBER OF |
None |
|
|
|
|
SHARES |
|
|
|
|
|
BENEFICIALLY |
8) SHARED VOTING POWER |
|
|
|
|
OWNED BY |
518,550 |
|
|
|
|
EACH |
|
|
|
|
|
REPORTING |
9) SOLE DISPOSITIVE POWER |
|
|
|
|
PERSON |
None |
|
|
|
|
WITH |
|
|
|
|
|
|
10) SHARED DISPOSITIVE POWER |
|
|
|
|
|
518,550 |
|
|
|
11) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
|
518,550 |
|
|
|
12) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
|
o |
|
13) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
|
|
|
0.73% |
|
|
|
14) |
TYPE OF REPORTING PERSON |
|
|
|
|
CO |
|
|
|
|
|
SCHEDULE 13D |
|
|
|
CUSIP No. 254067101 |
|
Page 17 of 56 Pages |
|
1) |
NAME OF REPORTING PERSON |
|
|
|
|
|
|
|
|
|
Clinton Lexington Master Fund, L.P. |
|
|
|
2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) |
x |
|
|
|
(b) |
o |
|
3) |
|