SECURITIES AND EXCHANGE COMMISSION  
Washington, D.C. 20549  
   
SCHEDULE 13D/A
 
Under the Securities Exchange Act of 1934
(Amendment No. 13)*
 

Enzo Biochem, Inc.

(Name of Issuer)
 

Common Stock, $0.01 par value

(Title of Class of Securities)
 

294100102

(CUSIP Number)
 

Kevin A. McGovern, Esq.

c/o Harbert Discovery Fund, LP

2100 Third Avenue North, Suite 600

Birmingham, AL 35203

(205) 987-5577

 

with a copy to:

 

Eleazer Klein, Esq.

Schulte Roth & Zabel LLP

919 Third Avenue

New York, New York 10022

(212) 756-2000

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
 

March 16, 2021

(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), Rule 13d-1(f) or Rule 13d-1(g), check the following box. [ ]

 

(Page 1 of 14 Pages)

______________________________

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

CUSIP No. 294100102SCHEDULE 13D/APage 2 of 14 Pages

 

1

NAME OF REPORTING PERSON

Harbert Discovery Fund, LP

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

3 SEC USE ONLY
4

SOURCE OF FUNDS

WC

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 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

-0-

8

SHARED VOTING POWER

1,763,493

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

1,763,493

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

1,763,493

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

3.66%

14

TYPE OF REPORTING PERSON

PN

         

 

CUSIP No. 294100102SCHEDULE 13D/APage 3 of 14 Pages

 

1

NAME OF REPORTING PERSON

Harbert Discovery Fund GP, LLC

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

3 SEC USE ONLY
4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 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

-0-

8

SHARED VOTING POWER

1,763,493

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

1,763,493

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

1,763,493

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

3.66%

14

TYPE OF REPORTING PERSON

OO

         

 

 

CUSIP No. 294100102SCHEDULE 13D/APage 4 of 14 Pages

 

 

1

NAME OF REPORTING PERSON

Harbert Discovery Co-Investment Fund I, LP

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

3 SEC USE ONLY
4

SOURCE OF FUNDS

WC

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 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

-0-

8

SHARED VOTING POWER

3,412,420

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

3,412,420

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

3,412,420

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

7.08%

14

TYPE OF REPORTING PERSON

PN

         

 

CUSIP No. 294100102SCHEDULE 13D/APage 5 of 14 Pages

 

1

NAME OF REPORTING PERSON

Harbert Discovery Co-Investment Fund I GP, LLC

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

3 SEC USE ONLY
4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 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

-0-

8

SHARED VOTING POWER

3,412,420

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

3,412,420

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

3,412,420

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

7.08%

14

TYPE OF REPORTING PERSON

OO

         

 

CUSIP No. 294100102SCHEDULE 13D/APage 6 of 14 Pages

 

 

1

NAME OF REPORTING PERSON

Harbert Fund Advisors, Inc.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

3 SEC USE ONLY
4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Alabama

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

5,175,913

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

5,175,913

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

5,175,913

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

10.73%

14

TYPE OF REPORTING PERSON

IA, CO

         

 

 

CUSIP No. 294100102SCHEDULE 13D/APage 7 of 14 Pages

 

 

1

NAME OF REPORTING PERSON

Harbert Management Corporation

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

3 SEC USE ONLY
4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Alabama

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

5,175,913

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

5,175,913

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

5,175,913

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

10.73%

14

TYPE OF REPORTING PERSON

CO

         

 

 

CUSIP No. 294100102SCHEDULE 13D/APage 8 of 14 Pages

 

 

1

NAME OF REPORTING PERSON

Jack Bryant

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

3 SEC USE ONLY
4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

United States of America

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

5,175,913

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

5,175,913

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

5,175,913

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

10.73%

14

TYPE OF REPORTING PERSON

IN

         

 

 

 

CUSIP No. 294100102SCHEDULE 13D/APage 9 of 14 Pages

 

 

1

NAME OF REPORTING PERSON

Kenan Lucas

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

3 SEC USE ONLY
4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

United States of America

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

5,175,913

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

5,175,913

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

5,175,913

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

10.73%

14

TYPE OF REPORTING PERSON

IN

         

 

 

CUSIP No. 294100102SCHEDULE 13D/APage 10 of 14 Pages

 

 

1

NAME OF REPORTING PERSON

Raymond Harbert

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

3 SEC USE ONLY
4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

United States of America

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

5,175,913

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

5,175,913

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

5,175,913

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

10.73%

14

TYPE OF REPORTING PERSON

IN

         

 

 

CUSIP No. 294100102SCHEDULE 13D/APage 11 of 14 Pages

 

 

 

The following constitutes Amendment No. 13 to the Schedule 13D filed by the undersigned (the “Amendment No. 13”). This Amendment No. 13 amends the Schedule 13D, filed with the Securities and Exchange Commission on April 8, 2019 as specifically set forth herein.

 

   
Item 4. PURPOSE OF TRANSACTION
   
Item 4 of the Schedule 13D is hereby amended and supplemented by the addition of the following:
   
  On March 16, 2021 Harbert Discovery Fund, LP and Harbert Discovery Co-Investment Fund I, LP sent a letter to the independent members of the Board of the Issuer, calling on them to pursue strategic alternatives and enter into discussions with potential acquirers. The letter also expressed disappointment in the Board’s apparent decision to not accept Dr. Rabbani’s resignation. The foregoing summary of the letter is qualified by reference to the entirety of the letter, a copy of which is attached as Exhibit 11.

 

Item 5. INTEREST IN SECURITIES OF THE ISSUER

 

Item 5(a)-(c) of the Schedule 13D is hereby amended and restated as follows::

 

(a) See rows (11) and (13) of the cover pages to this Schedule 13D for the aggregate number of shares of Common Stock and percentages of the Common Stock beneficially owned by each Reporting Person.  The percentages used in this Amendment No. 13 are calculated based upon 48,228,567 shares of Common Stock outstanding as of March 8, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q, for the quarterly period ended January 31, 2021, filed with the Securities and Exchange Commission on March 16, 2021.
   
(b)

See rows (7) through (10) of the cover pages to this Schedule 13D for the number of shares of Common Stock as to which each Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition.

 

(c) The transactions in the shares of Common Stock effected in the last 60 days by the Reporting Persons are set forth in Annex A, and are incorporated herein by reference.

 

Item 7. MATERIAL TO BE FILED AS EXHIBITS
   
Item 7 of the Schedule 13D is hereby amended and supplemented by the addition of the following:
   
Exhibit 11: Letter to the Board of the Issuer, dated March 16, 2021.
     

  

 

CUSIP No. 294100102SCHEDULE 13D/APage 12 of 14 Pages

 

SIGNATURES

After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Date: March 17, 2021

 

  Harbert Discovery Fund, LP
   
  By: Harbert Discovery Fund GP, LLC,
    its General Partner
   
  By: Harbert Management Corporation,
    its Managing Member
   
  By: /s/ John McCullough
    Executive Vice President and
    General Counsel
   
  Harbert Discovery Fund GP, LLC
   
  By:   Harbert Management Corporation,
    its Managing Member
   
  By: /s/ John McCullough
    Executive Vice President and
    General Counsel
   
  Harbert Discovery Co-Investment Fund I, LP
   
  By: Harbert Discovery Co-Investment Fund I GP, LLC, its General Partner
   
  By: Harbert Management Corporation,
    its Managing Member
   
  By: /s/ John McCullough
    Executive Vice President and
    General Counsel

 

 

CUSIP No. 294100102SCHEDULE 13D/APage 13 of 14 Pages

 

  Harbert Discovery Co-Investment Fund I GP, LLC
   
  By: Harbert Management Corporation,
    its Managing Member
   
  By: /s/ John McCullough
    Executive Vice President and
    General Counsel
   
  Harbert Fund Advisors, Inc.
   
  By: /s/ John McCullough
    Executive Vice President and
    General Counsel
   
  Harbert Management Corporation
   
  By: /s/ John McCullough
    Executive Vice President and
    General Counsel
   
  By: /s/ Jack Bryant
    Jack Bryant
   
  By: /s/ Kenan Lucas
    Kenan Lucas
   
  By: /s/ Raymond Harbert
    Raymond Harbert

 

 

CUSIP No. 294100102SCHEDULE 13D/APage 14 of 14 Pages

 

Annex A

 

This Annex sets forth information with respect to each purchase and sale (excluding brokerage commissions) of Common Stock which was effectuated by Harbert in the last 60 days. All transactions were effectuated in the open market through a broker.

 

Harbert Discovery Fund, LP

 

Trade Date Common Stock
Purchased (Sold)		 Price Per Share ($)
     
03/15/2021 (34,071) 4.75
03/15/2021 (15,253) 5.00
03/16/2021 (68,140) 4.70
03/16/2021 (34,070) 4.54

 

Harbert Discovery Co-Investment Fund I, LP

 

Trade Date Common Stock
Purchased (Sold)		 Price Per Share ($)
     
03/15/2021 (65,929) 4.75
03/15/2021 (29,515) 5.00
03/16/2021 (131,860) 4.70
03/16/2021 (65,930) 4.54