Statement of Ownership (sc 13g)
October 09 2015 - 5:11PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of
1934
Lee Enterprises, Incorporated |
(Name of Issuer) |
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Common Stock, $0.01 par value per share |
(Title of Class of Securities) |
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523768109 |
(CUSIP Number) |
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October 2, 2015 |
(Date of Event which Requires Filing of this Statement) |
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
☐ Rule 13d-1(b)
☒ Rule 13d-1(c)
☐ Rule 13d-1(d)
CUSIP No. 523768109 |
13G |
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1. |
NAMES OF REPORTING PERSONS Mudrick Capital Management, L.P.
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2. |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* |
(a) ☐ |
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(b) ☒ |
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3. |
SEC USE ONLY |
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4. |
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5. |
SOLE VOTING POWER
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6. |
SHARED VOTING POWER
2,970,000
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7. |
SOLE DISPOSITIVE POWER
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8. |
SHARED DISPOSITIVE POWER
2,970,000
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9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,970,0001
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10. |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
☐ |
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11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.2%
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12. |
TYPE OF REPORTING PERSON*
IA
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1
Represents 2,970,000 shares of Common Stock that are issuable upon exercise of a warrant. The warrant is exercisable by the reporting
person at any time prior to expiration on March 31, 2022.
1. |
NAMES OF REPORTING PERSONS
Jason Mudrick |
2. |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* |
(a) ☐ |
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(b) ☒ |
3. |
SEC USE ONLY
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4. |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5. |
SOLE VOTING POWER
|
6. |
SHARED VOTING POWER
2,970,000
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7. |
SOLE DISPOSITIVE POWER
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8. |
SHARED DISPOSITIVE POWER
2,970,000
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9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,970,0002
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10. |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
☐ |
11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.2%
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12. |
TYPE OF REPORTING PERSON*
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2
Represents 2,970,000 shares of Common Stock that are issuable upon exercise of a warrant. The warrant
is exercisable by the reporting person at any time prior to expiration on March 31, 2022.
Item 1(a). Name of Issuer:
LEE
ENTERPRISES, INCORPORATED
Item 1(b). Address of Issuer’s
Principal Executive Offices:
201 N. Harrison Street, Suite 600
Davenport, IA 52801
Item 2(a). Name of Person
Filing:
This Schedule 13G is jointly filed by Mudrick
Capital Management, L.P. and Jason Mudrick.
Item 2(b). Address of Principal
Business Office or, if None, Residence:
The principal business address of Mudrick
Capital Management, L.P. and Jason Mudrick is 527 Madison Avenue, 6th Floor, New York, NY 10022.
Item 2(c). Citizenship:
Please refer to Item 4 on each cover sheet
for each reporting person.
Item 2(d). Title of Class
of Securities:
Common Stock, $0.01 par value per share.
Item 2(e). CUSIP Number:
523768109
Item 3. If this Statement
is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
| (a) | ☐ Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); |
| (b) | ☐ Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); |
| (c) | ☐ Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); |
| (d) | ☐ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); |
| (e) | ☐ An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
| (f) | ☐ An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); |
| (g) | ☐ A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); |
| (h) | ☐ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
| (i) | ☐ 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 (15 U.S.C. 80a-3); |
| (j) | ☐ Group, in accordance with §240.13d-1(b)(1)(ii)(J). |
Item 4. Ownership.
Provide the following information regarding
the aggregate number and percentage of the class of securities of issuer identified in Item 1.
| (a) | Amount beneficially owned: |
| | Please refer to Item 9 on each cover sheet for each reporting person. |
| | Please refer to Item 11 on each cover sheet for each reporting person. The percentages herein are based on 54,551,666 Common
Shares of the Issuer outstanding as of July 31, 2015, as reported in the Issuer’s Form 10-Q filed August 7, 2015. |
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(c) |
Number of shares as to which such person has: |
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(i) |
Sole power to vote or to direct the vote: |
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Please refer to Item 5 on each cover sheet for each reporting person. |
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(ii) |
Shared power to vote or to direct the vote: |
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Please refer to Item 6 on each cover sheet for each reporting person. |
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(iii) |
Sole power to dispose or to direct the disposition of: |
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Please refer to Item 7 on each cover sheet for each reporting person. |
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(iv) |
Shared power to dispose or to direct the disposition of: |
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Please refer to Item 8 on each cover sheet for each reporting person. |
Item 5. Ownership of Five
Percent or Less of a Class.
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. ☐
Item 6. Ownership of More
than Five Percent on Behalf of Another Person.
None.
Item 7. Identification
and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
Not applicable.
Item 8. Identification
and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution
of Group.
Not applicable.
Item 10. Certifications.
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.
SIGNATURE
After reasonable inquiry and to the best
of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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MUDRICK CAPITAL MANAGEMENT,
L.P. |
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October 9, 2015 |
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(Date) |
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/s/ Trevor Wiessmann |
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(Signature) |
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Trevor Wiessmann, General Counsel &
Chief Compliance Officer |
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(Name/Title) |
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JASON MUDRICK |
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October 9, 2015 |
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(Date) |
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/s/ Jason Mudrick |
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(Signature) |
Exhibit A
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) under
the Securities Exchange Act of 1934, as amended (the “Exchange Act”), each of the undersigned hereby agrees
that (i) a statement on Schedule 13G (including amendments thereto) with respect to Common Shares, par value $0.01 per share, of
Lee Enterprises, Incorporated, a Delaware corporation, filed herewith shall be filed on behalf of each of the undersigned, and
(ii) this Joint Filing Agreement shall be included as an exhibit to such joint filing, provided that, as provided by Section 13d-1(k)(ii)
of the Exchange Act, no person shall be responsible for the completeness and accuracy of the information concerning the other person
making the filing unless such person knows or has reason to believe such information is inaccurate.
This Joint Filing Agreement may be executed
in any number of counterparts all of which together shall constitute one and the same instrument.
[Signature Page
Follows]
IN WITNESS WHEREOF, the undersigned hereby
execute this Agreement as of this 9th day of October 2015.
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MUDRICK CAPITAL MANAGEMENT,
L.P. |
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/s/ Trevor Wiessmann |
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(Signature) |
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Trevor Wiessmann, General Counsel &
Chief Compliance Officer |
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(Name/Title) |
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JASON MUDRICK |
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/s/ Jason Mudrick |
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(Signature) |
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