- Amended Statement of Ownership (SC 13G/A)
February 14 2012 - 3:19PM
Edgar (US Regulatory)
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D. C. 20549
SCHEDULE 13G/A
Under the
Securities Exchange Act of 1934
(Amendment
No. 7)
EASYLINK
SERVICES INTERNATIONAL CORP.
(Name of
Issuer)
Class
A Common Stock, $.001 Par Value Per Share
(Title and
Class of Securities)
277858106
(CUSIP Number)
December
31, 2011
(Date of
Event which Requires Filing of this Statement)
Check
the appropriate box to designate the rule pursuant to which this schedule is filed:
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|
¨
|
Rule 13d-1(b)
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|
|
x
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Rule 13d-1(c)
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|
¨
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Rule 13d-1(d)
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CUSIP
No. 277858106
|
|
Page
2 of 13 Pages
|
|
1
|
NAMES
OF
REPORTING
PERSONS
S.S. OR I.R.S. IDENTIFICATION
NOS. OF ABOVE PERSONS
WYNNEFIELD PARTNERS SMALL
CAP VALUE, L.P.
|
|
2
|
CHECK
THE APPROPRIATE BOX
IF A MEMBER OF A GROUP
(a)
¨
(b)
x
Reporting Person is affiliated with other persons
|
|
3
|
SEC
USE ONLY
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING
POWER
703,970 Shares
|
|
6
|
SHARED
VOTING POWER
0
|
|
7
|
SOLE
DISPOSITIVE POWER
703,970 Shares
|
|
8
|
SHARED
DISPOSITIVE POWER
0
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING
PERSON
703,970 Shares
|
|
10
|
CHECK
BOX IF THE AGGREGATE
AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
£
|
|
11
|
PERCENT
OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
2.2%
|
|
12
|
TYPE
OF REPORTING PERSON
PN
|
|
CUSIP
No. 277858106
|
|
Page
3 of 13 Pages
|
|
1
|
NAMES
OF
REPORTING
PERSONS
S.S. OR I.R.S. IDENTIFICATION
NOS. OF ABOVE PERSONS
WYNNEFIELD PARTNERS SMALL
CAP VALUE, L.P. I
|
|
2
|
CHECK
THE APPROPRIATE BOX
IF A MEMBER OF A GROUP
(a)
¨
(b)
x
Reporting Person is affiliated with other persons
|
|
3
|
SEC
USE ONLY
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING
POWER
1,019,272 Shares
|
|
6
|
SHARED
VOTING POWER
0
|
|
7
|
SOLE
DISPOSITIVE POWER
1,019,272 Shares
|
|
8
|
SHARED
DISPOSITIVE POWER
0
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING
PERSON
1,019,272 Shares
|
|
10
|
CHECK
BOX IF THE AGGREGATE
AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
£
|
|
11
|
PERCENT
OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
3.2%
|
|
12
|
TYPE
OF REPORTING PERSON
PN
|
|
CUSIP
No. 277858106
|
|
Page
4 of 13 Pages
|
|
1
|
NAMES
OF
REPORTING
PERSONS
S.S. OR I.R.S. IDENTIFICATION
NOS. OF ABOVE PERSONS
WYNNEFIELD SMALL CAP VALUE
OFFSHORE FUND, LTD.
|
|
2
|
CHECK
THE APPROPRIATE BOX
IF A MEMBER OF A GROUP
(a)
¨
(b)
x
Reporting Person is affiliated with other persons
|
|
3
|
SEC
USE ONLY
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING
POWER
542,984 Shares
|
|
6
|
SHARED
VOTING POWER
0
|
|
7
|
SOLE
DISPOSITIVE POWER
542,984 Shares
|
|
8
|
SHARED
DISPOSITIVE POWER
0
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING
PERSON
542,984 Shares
|
|
10
|
CHECK
BOX IF THE AGGREGATE
AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
£
|
|
11
|
PERCENT
OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
1.7%
|
|
12
|
TYPE
OF REPORTING PERSON
CO
|
|
CUSIP
No. 277858106
|
|
Page
5 of 13 Pages
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|
1
|
NAMES
OF
REPORTING
PERSONS
S.S. OR I.R.S. IDENTIFICATION
NOS. OF ABOVE PERSONS
WYNNEFIELD CAPITAL, INC.
PROFIT SHARING PLAN
|
|
2
|
CHECK
THE APPROPRIATE BOX
IF A MEMBER OF A GROUP
(a)
¨
(b)
x
Reporting Person is affiliated with other persons
|
|
3
|
SEC
USE ONLY
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING
POWER
30,000 Shares
|
|
6
|
SHARED
VOTING POWER
0
|
|
7
|
SOLE
DISPOSITIVE POWER
30,000 Shares
|
|
8
|
SHARED
DISPOSITIVE POWER
0
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING
PERSON
30,000 Shares
|
|
10
|
CHECK
BOX IF THE AGGREGATE
AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
£
|
|
11
|
PERCENT
OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
0.1%
|
|
12
|
TYPE
OF REPORTING PERSON
EP
|
|
CUSIP
No. 277858106
|
|
Page
6 of 13 Pages
|
|
1
|
NAMES
OF
REPORTING
PERSONS
S.S. OR I.R.S. IDENTIFICATION
NOS. OF ABOVE PERSONS
WYNNEFIELD CAPITAL MANAGEMENT,
LLC
|
|
2
|
CHECK
THE APPROPRIATE BOX
IF A MEMBER OF A GROUP
(a)
¨
(b)
x
Reporting Person is affiliated with other persons
|
|
3
|
SEC
USE ONLY
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
New York
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING
POWER
1,723,242 Shares (1)
|
|
6
|
SHARED
VOTING POWER
0
|
|
7
|
SOLE
DISPOSITIVE POWER
1,723,242 Shares (1)
|
|
8
|
SHARED
DISPOSITIVE POWER
0
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING
PERSON
1,723,242 Shares (1)
|
|
10
|
CHECK
BOX IF THE AGGREGATE
AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
£
|
|
11
|
PERCENT
OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
5.4% (1)
|
|
12
|
TYPE
OF REPORTING PERSON
OO
|
(1) Wynnefield Capital Management,
LLC holds an indirect beneficial interest in these shares which are directly beneficially owned by Wynnefield Partners Small Cap
Value, L.P. and Wynnefield Partners Small Cap Value, L.P. I.
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CUSIP
No. 277858106
|
|
Page
7 of 13 Pages
|
|
1
|
NAMES
OF
REPORTING
PERSONS
S.S. OR I.R.S. IDENTIFICATION
NOS. OF ABOVE PERSONS
WYNNEFIELD CAPITAL, INC.
|
|
2
|
CHECK
THE APPROPRIATE BOX
IF A MEMBER OF A GROUP
(a)
¨
(b)
x
Reporting Person is affiliated with other persons
|
|
3
|
SEC
USE ONLY
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING
POWER
542,984 Shares (1)
|
|
6
|
SHARED
VOTING POWER
0
|
|
7
|
SOLE
DISPOSITIVE POWER
542,984 Shares (1)
|
|
8
|
SHARED
DISPOSITIVE POWER
0
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING
PERSON
542,984 Shares (1)
|
|
10
|
CHECK
BOX IF THE AGGREGATE
AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
£
|
|
11
|
PERCENT
OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
1.7% (1)
|
|
12
|
TYPE
OF REPORTING PERSON
CO
|
(1) Wynnefield
Capital, Inc. holds an indirect beneficial interest in these shares which are directly beneficially owned by Wynnefield Small
Cap Value Offshore Fund, Ltd.
|
CUSIP
No. 277858106
|
|
Page
8 of 13 Pages
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1
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NAMES
OF
REPORTING
PERSONS
S.S. OR I.R.S. IDENTIFICATION
NOS. OF ABOVE PERSONS
NELSON OBUS
|
|
2
|
CHECK
THE APPROPRIATE BOX
IF A MEMBER OF A GROUP
(a)
¨
(b)
x
Reporting Person is affiliated with other persons
|
|
3
|
SEC
USE ONLY
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING
POWER
2,296,226 Shares (1)
|
|
6
|
SHARED
VOTING POWER
0
|
|
7
|
SOLE
DISPOSITIVE POWER
2,296,226 Shares (1)
|
|
8
|
SHARED
DISPOSITIVE POWER
0
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING
PERSON
2,296,226 Shares (1)
|
|
10
|
CHECK
BOX IF THE AGGREGATE
AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
£
|
|
11
|
PERCENT
OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
7.2% (1)
|
|
12
|
TYPE
OF REPORTING PERSON IN
|
(1) Mr. Obus may be deemed to hold
an indirect beneficial interest in these shares, which are directly beneficially owned by Wynnefield Partners Small Cap Value,
L.P., Wynnefield Partners Small Cap Value, L.P. I, Wynnefield Small Cap Value Offshore Fund, and Wynnefield Capital, Inc. Profit
Sharing Plan because he is a co-managing member of Wynnefield Capital Management, LLC, a principal executive officer of Wynnefield
Capital, Inc. (the investment manager of Wynnefield Small Cap Value Offshore Fund), and the portfolio manager of Wynnefield Capital,
Inc. Profit Sharing Plan. The filing of this Statement and any future amendment by Mr. Obus, and the inclusion of information
herein and therein with respect to Mr. Obus, shall not be considered an admission that he, for the purpose of Section 16(b) of
the Exchange Act, is the beneficial owner of any shares in which he does not have a pecuniary interest. Mr. Obus disclaims any
beneficial ownership of the shares of Common Stock covered by this Statement.
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CUSIP
No. 277858106
|
|
Page
9 of 13 Pages
|
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1
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NAMES
OF
REPORTING
PERSONS
S.S. OR I.R.S. IDENTIFICATION
NOS. OF ABOVE PERSONS
JOSHUA LANDES
|
|
2
|
CHECK
THE APPROPRIATE BOX
IF A MEMBER OF A GROUP
(a)
¨
(b)
x
Reporting Person is affiliated with other persons
|
|
3
|
SEC
USE ONLY
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING
POWER
2,266,226 Shares (1)
|
|
6
|
SHARED
VOTING POWER
0
|
|
7
|
SOLE
DISPOSITIVE POWER
2,266,226 Shares (1)
|
|
8
|
SHARED
DISPOSITIVE POWER
0
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING
PERSON
2,266,226 Shares (1)
|
|
10
|
CHECK
BOX IF THE AGGREGATE
AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
£
|
|
11
|
PERCENT
OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
7.1% (1)
|
|
12
|
TYPE
OF REPORTING PERSON IN
|
(1) Mr. Landes may be deemed to
hold an indirect beneficial interest in these shares, which are directly beneficially owned by Wynnefield Partners Small Cap Value,
L.P., Wynnefield Partners Small Cap Value, L.P. I and Wynnefield Small Cap Value Offshore Fund because he is a co-managing member
of Wynnefield Capital Management, LLC and a principal executive officer of Wynnefield Capital, Inc. The filing of this Statement
and any future amendment by Mr. Landes, and the inclusion of information herein and therein with respect to Mr. Landes, shall
not be considered an admission that he, for the purpose of Section 16(b) of the Exchange Act, is the beneficial owner of any shares
in which he does not have a pecuniary interest. Mr. Landes disclaims any beneficial ownership of the shares of Common Stock covered
by this Statement.
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CUSIP
No. 277858106
|
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Page
10 of 13 Pages
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Item 1(a).
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Name of Issuer:
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EasyLink Services International Corporation
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Item 1(b).
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Address of Issuer's Principal Executive Offices:
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6025 The Corners Parkway, Suite 100 Norcross, GA 30092
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Item 2(a).
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Name of Person Filing:
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Wynnefield Partners Small Cap Value, L.P. (“Partners”)
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_____________________________________________
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Wynnefield Partners Small Cap Value, L.P. I (“Partners
I”)
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_____________________________________________
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Wynnefield Small Cap Value Offshore Fund, Ltd. (“Fund”)
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_____________________________________________
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Wynnefield Capital, Inc. Profit Sharing Plan (the “Plan”)
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_____________________________________________
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Wynnefield Capital Management, LLC (“WCM”)
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_____________________________________________
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Wynnefield Capital, Inc. (“WCI”)
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_____________________________________________
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Nelson Obus
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_____________________________________________
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Joshua Landes
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_____________________________________________
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Item 2(b).
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Address of Principal Business Office or, if None, Residence:
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450 Seventh Avenue, Suite 509, New York, New York 10123
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Item 2(c).
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Citizenship:
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Partners and Partners I are Delaware limited partnerships.
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_____________________________________________
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Fund and WCI are Cayman Islands companies.
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_____________________________________________
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WCM is a New York limited liability company.
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_____________________________________________
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The Plan is a Delaware corporation.
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_____________________________________________
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Mr. Obus and Mr. Landes are United States citizens.
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CUSIP
No. 277858106
|
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Page
11 of 13 Pages
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Item 2(d).
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Title of Class of Securities:
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Common Stock, $0.001 Par Value Per Share.
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Item 2(e).
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CUSIP Number:
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277858106
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Item 3.
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If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b)
or (c), check whether the person filing is a:
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(a)
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£
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Broker or Dealer registered under Section 15 of the Act.
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(b)
|
£
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Bank as defined in Section 3(a)(6) of the Act.
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(c)
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£
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Insurance Company as defined in Section 3(a)(19) of the Act.
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(d)
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£
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Investment Company registered under Section 8 of the Investment Company Act.
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(e)
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£
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Investment Adviser registered in accordance with Rule 13d-1(b)(1)(ii)(E).
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(f)
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£
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Employee Benefit Plan or Endowment Fund in accordance with Rule 13d-1(b)(1)(ii)(F).
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(g)
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£
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Parent Holding Company or control person in accordance with Rule 13d-1(b)(1)(ii)(G).
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(h)
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£
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.
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(i)
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£
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A church plan that is excluded
from the definition of an investment company under Section 3(c) (14) of the Investment Company Act of 1940.
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(j)
|
£
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Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
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If this Statement is filed pursuant to Rule 13d-1(c), check this box
x
.
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CUSIP
No. 277858106
|
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Page
12 of 13 Pages
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(a)
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Amount beneficially owned: 2,296,226 Shares
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(b)
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Percent of Class: 7.2% of Common Stock
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(c)
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Number of Shares as to which the person has:
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(i)
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Sole power to vote or to direct the vote: 2,296,226 Shares
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(ii)
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Shared power to vote or to direct the vote: 0 Shares
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(iii)
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Sole power to dispose or to direct the disposition of: 2,296,226 Shares
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(iv)
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Shared Power to dispose or to direct the disposition of: 0 Shares
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Item 5.
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Ownership of Five Percent or Less of a Class.
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If this statement is being filed to report the fact that as of the date hereof the reporting
person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following.
¨
.
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Item 6
|
Ownership of More than Five Percent on Behalf of Another
Person.
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Not Applicable.
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Item 7.
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Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on by the Parent Holding Company.
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Not Applicable.
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Item 8.
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Identification and Classification of Members of the
Group.
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See Item 2(a)-(c).
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Item 9.
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Notice of Dissolution of Group.
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Not Applicable.
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Item 10.
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Certifications.
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By signing below, I certify that, to the best of my knowledge and belief, the securities
referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the
control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any
transaction having that purpose or effect.
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CUSIP
No. 277858106
|
|
Page
13 of 13 Pages
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SIGNATURE
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Date: February 14, 2012
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WYNNEFIELD PARTNERS SMALL CAP VALUE, L.P.
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By:
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Wynnefield Capital Management, LLC, General Partner
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By:
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/s/ Nelson Obus
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Nelson Obus, Managing Member
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WYNNEFIELD PARTNERS SMALL CAP VALUE, L.P. I
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By:
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Wynnefield Capital Management, LLC, General Partner
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By:
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/s/ Nelson Obus
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Nelson Obus, Managing Member
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WYNNEFIELD SMALL CAP VALUE OFFSHORE FUND, LTD.
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By:
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Wynnefield Capital, Inc.
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By:
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/s/ Nelson Obus
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Nelson Obus, President
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WYNNEFIELD CAPITAL, INC. PROFIT SHARING PLAN
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By:
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/s/ Nelson Obus
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Nelson Obus, Portfolio Manager
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WYNNEFIELD CAPITAL MANAGEMENT, LLC
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By:
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/s/ Nelson Obus
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Nelson Obus, Co-Managing Member
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WYNNEFIELD CAPITAL, INC.
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By:
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/s/ Nelson Obus
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Nelson Obus, President
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/s/ Nelson Obus
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Nelson Obus, Individually
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/s/ Joshua Landes
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Joshua Landes, Individually
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Easylink Services International Corp. - Class A (MM) (NASDAQ:ESIC)
Historical Stock Chart
From Jan 2025 to Feb 2025
Easylink Services International Corp. - Class A (MM) (NASDAQ:ESIC)
Historical Stock Chart
From Feb 2024 to Feb 2025
