SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)
PENN NATIONAL
GAMING, INC.
(Name of Issuer)
COMMON STOCK
(Title of
Class of Securities)
707569109
(CUSIP Number)
December 31, 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:
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).
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CUSIP No. 707569109 |
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Page
2
of 44 Pages |
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1 |
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NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Atlas Master Fund, Ltd. |
2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
3 |
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SEC USE ONLY
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4 |
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CITIZENSHIP OR PLACE OF
ORGANIZATION Cayman |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON WITH |
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5 |
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SOLE VOTING POWER
1,402,335 (See Item 4) |
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6 |
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SHARED VOTING POWER
None (see Item 4) |
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7 |
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SOLE DISPOSITIVE POWER
1,402,335 (See Item 4) |
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8 |
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SHARED DISPOSITIVE POWER
None |
9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,402,335 (See Item 4) |
10 |
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
Not Applicable |
11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9) 1.75% |
12 |
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TYPE OF REPORTING PERSON*
CO |
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
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CUSIP No. 707569109 |
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Page
3
of 44 Pages |
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1 |
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NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Atlas Global, LLC |
2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
3 |
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SEC USE ONLY
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4 |
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CITIZENSHIP OR PLACE OF
ORGANIZATION Delaware |
NUMBER OF
SHARES BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH |
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5 |
|
SOLE VOTING POWER
1,402,335 |
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6 |
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SHARED VOTING POWER
None (See Item 4) |
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7 |
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SOLE DISPOSITIVE POWER
1,402,335 |
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8 |
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SHARED DISPOSITIVE POWER
None (See Item 4) |
9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,402,335 (See Item 4) |
10 |
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
Not Applicable |
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9) 1.75% |
12 |
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TYPE OF REPORTING PERSON*
OO |
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
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CUSIP No. 707569109 |
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Page
4
of 44 Pages |
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1 |
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NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Atlas Global Investments, Ltd. |
2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
3 |
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SEC USE ONLY
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4 |
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CITIZENSHIP OR PLACE OF
ORGANIZATION Cayman |
NUMBER OF SHARES BENEFICIALLY
OWNED BY EACH REPORTING PERSON WITH |
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5 |
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SOLE VOTING POWER
1,402,335 |
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6 |
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SHARED VOTING POWER
None (See Item 4) |
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7 |
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SOLE DISPOSITIVE POWER
1,402,335 |
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8 |
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SHARED DISPOSITIVE POWER
None (See Item 4) |
9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,402,335 (See Item 4) |
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
Not Applicable |
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9) 1.75% |
12 |
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TYPE OF REPORTING PERSON*
CO |
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
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CUSIP No. 707569109 |
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Page
5
of 44 Pages |
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1 |
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NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Atlas Institutional Fund, LLC |
2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
3 |
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SEC USE ONLY
|
4 |
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CITIZENSHIP OR PLACE OF
ORGANIZATION Delaware |
NUMBER OF SHARES
BENEFICIALLY OWNED BY EACH
REPORTING PERSON WITH |
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5 |
|
SOLE VOTING POWER
1,402,335 |
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6 |
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SHARED VOTING POWER
None (See Item 4) |
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7 |
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SOLE DISPOSITIVE POWER
1,402,335 |
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8 |
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SHARED DISPOSITIVE POWER
None (See Item 4) |
9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,402,335 (See Item 4) |
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
Not Applicable |
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9) 1.75% |
12 |
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TYPE OF REPORTING PERSON*
OO |
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
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CUSIP No. 707569109 |
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Page
6
of 44 Pages |
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1 |
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NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Atlas Institutional Fund, Ltd. |
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
3 |
|
SEC USE ONLY
|
4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION Cayman |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH REPORTING PERSON WITH |
|
5 |
|
SOLE VOTING POWER
1,402,335 |
|
6 |
|
SHARED VOTING POWER
None (See Item 4) |
|
7 |
|
SOLE DISPOSITIVE POWER
1,402,335 |
|
8 |
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SHARED DISPOSITIVE POWER
None (See Item 4) |
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,402,335 (See Item 4) |
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
Not Applicable |
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9) 1.75% |
12 |
|
TYPE OF REPORTING PERSON*
CO |
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
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CUSIP No. 707569109 |
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Page
7
of 44 Pages |
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1 |
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NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Atlas Institutional Fund II, LLC |
2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
3 |
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SEC USE ONLY
|
4 |
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CITIZENSHIP OR PLACE OF
ORGANIZATION Delaware |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON WITH |
|
5 |
|
SOLE VOTING POWER
1,402,335 |
|
6 |
|
SHARED VOTING POWER
None (See Item 4) |
|
7 |
|
SOLE DISPOSITIVE POWER
1,402,335 |
|
8 |
|
SHARED DISPOSITIVE POWER
None (See Item 4) |
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,402,335 (See Item 4) |
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
Not Applicable |
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9) 1.75% |
12 |
|
TYPE OF REPORTING PERSON*
OO |
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
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CUSIP No. 707569109 |
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Page
8
of 44 Pages |
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1 |
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NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Atlas Institutional Fund II, Ltd. |
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
3 |
|
SEC USE ONLY
|
4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION Cayman |
NUMBER OF SHARES BENEFICIALLY
OWNED BY EACH REPORTING PERSON WITH |
|
5 |
|
SOLE VOTING POWER
1,402,335 |
|
6 |
|
SHARED VOTING POWER
None (See Item 4) |
|
7 |
|
SOLE DISPOSITIVE POWER
1,402,335 |
|
8 |
|
SHARED DISPOSITIVE POWER
None (See Item 4) |
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,402,335 (See Item 4) |
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
Not Applicable |
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9) 1.75% |
12 |
|
TYPE OF REPORTING PERSON*
CO |
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
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CUSIP No. 707569109 |
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Page
9
of 44 Pages |
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1 |
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NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Atlas Global Japan Unit Trust |
2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
3 |
|
SEC USE ONLY
|
4 |
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CITIZENSHIP OR PLACE OF
ORGANIZATION Cayman |
NUMBER OF SHARES BENEFICIALLY
OWNED BY EACH REPORTING PERSON WITH |
|
5 |
|
SOLE VOTING POWER
1,402,335 |
|
6 |
|
SHARED VOTING POWER
None (See Item 4) |
|
7 |
|
SOLE DISPOSITIVE POWER
1,402,335 |
|
8 |
|
SHARED DISPOSITIVE POWER
None (See Item 4) |
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,402,335 (See Item 4) |
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
Not Applicable |
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9) 1.75% |
12 |
|
TYPE OF REPORTING PERSON*
OO |
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
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CUSIP No. 707569109 |
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Page
10
of 44 Pages |
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1 |
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NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Atlas Enhanced Master Fund, Ltd. |
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
3 |
|
SEC USE ONLY
|
4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION Cayman |
NUMBER OF SHARES BENEFICIALLY
OWNED BY EACH REPORTING PERSON WITH |
|
5 |
|
SOLE VOTING POWER
2,668,530 |
|
6 |
|
SHARED VOTING POWER
None (See Item 4) |
|
7 |
|
SOLE DISPOSITIVE POWER
2,668,530 |
|
8 |
|
SHARED DISPOSITIVE POWER
None (See Item 4) |
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,668,530 (See Item 4) |
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
Not Applicable |
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9) 3.33% |
12 |
|
TYPE OF REPORTING PERSON*
CO |
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
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CUSIP No. 707569109 |
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Page
11
of 44 Pages |
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1 |
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NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Atlas Enhanced Fund, L.P. |
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
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
2,668,530 |
|
6 |
|
SHARED VOTING POWER
None (See Item 4) |
|
7 |
|
SOLE DISPOSITIVE POWER
2,668,530 |
|
8 |
|
SHARED DISPOSITIVE POWER
None (See Item 4) |
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,668,530 (See Item 4) |
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
Not Applicable |
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9) 3.33% |
12 |
|
TYPE OF REPORTING PERSON*
OO |
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
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CUSIP No. 707569109 |
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Page
12
of 44 Pages |
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1 |
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NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Atlas Enhanced Fund, Ltd. |
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
3 |
|
SEC USE ONLY
|
4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION Cayman |
NUMBER OF SHARES BENEFICIALLY
OWNED BY EACH REPORTING PERSON WITH |
|
5 |
|
SOLE VOTING POWER
2,668,530 |
|
6 |
|
SHARED VOTING POWER
None (See Item 4) |
|
7 |
|
SOLE DISPOSITIVE POWER
2,668,530 |
|
8 |
|
SHARED DISPOSITIVE POWER
None (See Item 4) |
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,668,530 (See Item 4) |
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
Not Applicable |
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9) 3.33% |
12 |
|
TYPE OF REPORTING PERSON*
CO |
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
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CUSIP No. 707569109 |
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Page
13
of 44 Pages |
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1 |
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NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Lyxor/Balyasny Atlas Enhanced Fund Limited |
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
3 |
|
SEC USE ONLY
|
4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION Jersey |
NUMBER OF SHARES BENEFICIALLY
OWNED BY EACH REPORTING PERSON WITH |
|
5 |
|
SOLE VOTING POWER
184,216 |
|
6 |
|
SHARED VOTING POWER
None (See Item 4) |
|
7 |
|
SOLE DISPOSITIVE POWER
184,216 |
|
8 |
|
SHARED DISPOSITIVE POWER
None (See Item 4) |
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
184,216 (See Item 4) |
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
Not Applicable |
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9) 0.23% |
12 |
|
TYPE OF REPORTING PERSON*
CO |
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
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CUSIP No. 707569109 |
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Page
14
of 44 Pages |
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1 |
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NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
BAM Zie Master Fund, Ltd. |
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
3 |
|
SEC USE ONLY
|
4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION Cayman |
NUMBER OF SHARES BENEFICIALLY
OWNED BY EACH REPORTING PERSON WITH |
|
5 |
|
SOLE VOTING POWER
2,101,539 |
|
6 |
|
SHARED VOTING POWER
None (See Item 4) |
|
7 |
|
SOLE DISPOSITIVE POWER
2,101,539 |
|
8 |
|
SHARED DISPOSITIVE POWER
None (See Item 4) |
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,101,539 (See Item 4) |
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
Not Applicable |
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9) 2.62% |
12 |
|
TYPE OF REPORTING PERSON*
CO |
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
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|
CUSIP No. 707569109 |
|
Page
15
of 44 Pages |
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1 |
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NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
BAM Zie Fund, LLC |
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
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
2,101,539 |
|
6 |
|
SHARED VOTING POWER
None (See Item 4) |
|
7 |
|
SOLE DISPOSITIVE POWER
2,101,539 |
|
8 |
|
SHARED DISPOSITIVE POWER
None (See Item 4) |
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,101,539 (See Item 4) |
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
Not Applicable |
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9) 2.62% |
12 |
|
TYPE OF REPORTING PERSON*
OO |
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
|
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|
CUSIP No. 707569109 |
|
Page
16
of 44 Pages |
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1 |
|
NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
BAM Zie Fund, Ltd. |
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
3 |
|
SEC USE ONLY
|
4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION Cayman |
NUMBER OF SHARES BENEFICIALLY
OWNED BY EACH REPORTING PERSON WITH |
|
5 |
|
SOLE VOTING POWER
2,101,539 |
|
6 |
|
SHARED VOTING POWER
None (See Item 4) |
|
7 |
|
SOLE DISPOSITIVE POWER
2,101,539 |
|
8 |
|
SHARED DISPOSITIVE POWER
None (See Item 4) |
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,101,539 (See Item 4) |
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
Not Applicable |
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9) 2.62% |
12 |
|
TYPE OF REPORTING PERSON*
CO |
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
|
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|
CUSIP No. 707569109 |
|
Page
17
of 44 Pages |
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1 |
|
NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Atlas Fundamental Trading Master Fund, Ltd. |
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
3 |
|
SEC USE ONLY
|
4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION Cayman |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON WITH |
|
5 |
|
SOLE VOTING POWER
53,385 |
|
6 |
|
SHARED VOTING POWER
None (See Item 4) |
|
7 |
|
SOLE DISPOSITIVE POWER
53,385 |
|
8 |
|
SHARED DISPOSITIVE POWER
None (See Item 4) |
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
53,385 (See Item 4) |
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
Not Applicable |
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9) 0.07% |
12 |
|
TYPE OF REPORTING PERSON*
CO |
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
|
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|
CUSIP No. 707569109 |
|
Page
18
of 44 Pages |
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1 |
|
NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Atlas Fundamental Trading Fund, L.P. |
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
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
53,385 |
|
6 |
|
SHARED VOTING POWER
None (See Item 4) |
|
7 |
|
SOLE DISPOSITIVE POWER
53,385 |
|
8 |
|
SHARED DISPOSITIVE POWER
None (See Item 4) |
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
53,385 (See Item 4) |
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
Not Applicable |
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9) 0.07% |
12 |
|
TYPE OF REPORTING PERSON*
OO |
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
|
|
|
CUSIP No. 707569109 |
|
Page
19
of 44 Pages |
|
|
|
|
|
|
|
1 |
|
NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Atlas Fundamental Trading Fund, Ltd. |
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
3 |
|
SEC USE ONLY
|
4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION Cayman |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON WITH |
|
5 |
|
SOLE VOTING POWER
53,385 |
|
6 |
|
SHARED VOTING POWER
None (See Item 4) |
|
7 |
|
SOLE DISPOSITIVE POWER
53,385 |
|
8 |
|
SHARED DISPOSITIVE POWER
None (See Item 4) |
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
53,385 (See Item 4) |
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
Not Applicable |
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9) 0.07% |
12 |
|
TYPE OF REPORTING PERSON*
CO |
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
|
|
|
CUSIP No. 707569109 |
|
Page
20
of 44 Pages |
|
|
|
|
|
|
|
1 |
|
NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Atlas Quantitative Trading Fund, Ltd. |
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
3 |
|
SEC USE ONLY
|
4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION Cayman |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON WITH |
|
5 |
|
SOLE VOTING POWER
20,150 |
|
6 |
|
SHARED VOTING POWER
None (See Item 4) |
|
7 |
|
SOLE DISPOSITIVE POWER
20,150 |
|
8 |
|
SHARED DISPOSITIVE POWER
None (See Item 4) |
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,150 (See Item 4) |
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
Not Applicable |
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9) 0.03% |
12 |
|
TYPE OF REPORTING PERSON*
CO |
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
|
|
|
CUSIP No. 707569109 |
|
Page
21
of 44 Pages |
|
|
|
|
|
|
|
1 |
|
NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Balyasny Asset Management L.P. |
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
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
6,430,155 (See Item 4) |
|
6 |
|
SHARED VOTING POWER
None |
|
7 |
|
SOLE DISPOSITIVE POWER
6,430,155 (See Item 4) |
|
8 |
|
SHARED DISPOSITIVE POWER
None |
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,430,155 (See Item 4) |
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
Not Applicable |
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9) 8.02% |
12 |
|
TYPE OF REPORTING PERSON*
IA |
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
|
|
|
CUSIP No. 707569109 |
|
Page
22
of 44 Pages |
|
|
|
|
|
|
|
1 |
|
NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Dmitry Balyasny |
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
3 |
|
SEC USE ONLY
|
4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION United States |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON WITH |
|
5 |
|
SOLE VOTING POWER
6,430,155 (See Item 4) |
|
6 |
|
SHARED VOTING POWER
None |
|
7 |
|
SOLE DISPOSITIVE POWER
6,430,155 (See Item 4) |
|
8 |
|
SHARED DISPOSITIVE POWER
None |
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,430,155 (See Item 4) |
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
Not Applicable |
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9) 8.02% |
12 |
|
TYPE OF REPORTING PERSON*
IN |
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
Item 1 (a) |
Name of Issuer: |
PENN NATIONAL GAMING, INC. (the
Company)
|
(b) |
Address of Issuers Principal Executive Offices: |
825 Berkshire Blvd.,
Suite 200
Wyomissing, PA 19610
United States
Item 2 (a)(c) |
This statement is filed on behalf of the following: |
(1) Atlas Master
Fund, Ltd. is a Cayman corporation (AMF), with its principal business office at c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, George Town, Grand Cayman KY1-1104, Cayman Islands, British West Indies.
(2) Atlas Global, LLC is a Delaware limited liability company (AG), with its principal business office at 181 West
Madison, Suite 3600, Chicago, IL 60602. AG owns 14.40% of the equity interests in AMF.
(3) Atlas Global Investments, Ltd.
is a Cayman corporation (AGI), with its principal business office at c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, George Town, Grand Cayman KY1-1104, Cayman Islands, British West Indies. AGI owns 21.61% of the
equity interests in AMF.
(4) Atlas Institutional Fund, LLC is a Delaware limited liability company (AIF LLC),
with its principal business office at 181 West Madison, Suite 3600, Chicago, IL 60602. AIF LLC owns 5.40% of the equity interests in AMF.
(5) Atlas Institutional Fund, Ltd. is a Cayman corporation (AIF LTD), with its principal business office at
c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, George Town, Grand Cayman KY1-1104, Cayman Islands, British West Indies. AIF LTD owns 15.62% of the equity interests in AMF.
(6) Atlas Institutional Fund II, LLC is a Delaware limited liability company (AIF2 LLC), with its principal
business office at 181 West Madison, Suite 3600, and Chicago, IL 60602. AIF2 LLC owns 8.57% of the equity interests in AMF.
(7) Atlas Institutional Fund II, Ltd. is a Cayman corporation (AIF2 LTD), with its principal business office at
c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, George Town, Grand Cayman KY1-1104, Cayman Islands, British West Indies. AIF2 LTD owns 18.91% of the equity interests in AMF.
Page 23 of 44 Pages
(8) Atlas Global Japan Unit Trust is a Cayman exempted unit trust
(AGJ), with its principal business office at c/o CIBC Bank and Trust Company (Cayman) Limited, CIBC Financial Centre, 11 Dr. Roys Drive-3rd Floor, P.O. Box 694, Grand
Cayman, Cayman Islands, British West Indies. AGJ owns 7.46% of the equity interests in AMF.
(9) Atlas Enhanced Master
Fund, Ltd. is a Cayman corporation (AEMF), with its principal business office at c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, George Town, Grand Cayman KY1-1104, Cayman Islands, British West Indies.
(10) Atlas Enhanced Fund, L.P. is a Delaware limited partnership (AEF LP), with its principal business office at
181 West Madison, Suite 3600, Chicago, IL 60602. AEF LP owns 31.12% of the equity interests in AEMF.
(11) Atlas Enhanced
Fund, Ltd. is a Cayman corporation (AEF LTD), with its principal business office at c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, George Town, Grand Cayman KY1-1104, Cayman Islands, British West Indies. AEF LTD
owns 68.24% of the equity interests in AEMF.
(12) Lyxor/Balyasny Atlas Enhanced Fund Limited is a Jersey limited
corporation (LYXOR), with its registered office at 18 Esplanade, St. Helier, Jersey JE4 8RT, Channel Islands.
(13) BAM Zie Master Fund, Ltd. is a Cayman corporation (BZMF), with its principal business office at
c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, George Town, Grand Cayman KY1-1104, Cayman Islands, British West Indies.
(14) BAM Zie Fund, LLC is a Delaware limited liability company (BZF LLC), with its principal business office at 181
West Madison, Suite 3600, Chicago, IL 60602. BZF LLC owns 39.18% of the equity interests in BZMF.
(15) BAM Zie Fund, Ltd.
is a Cayman corporation (BZF LTD), with its principal business office at c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, George Town, Grand Cayman KY1-1104, Cayman Islands, British West Indies. BZF LTD owns 60.18%
of the equity interests in BZMF.
(16) Atlas Fundamental Trading Master Fund Ltd. is a Cayman corporation (AFT
MASTER), with its principal business office at c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, George Town, Grand Cayman KY1-1104, Cayman Islands, British West Indies.
Page 24 of 44 Pages
(17) Atlas Fundamental Trading Fund, L.P., is a Delaware limited partnership
(AFT LP), with its principal business office at 181 West Madison, Suite 3600, Chicago, IL 60602. AFT LP owns 69.96% of the equity interests in AFT MASTER.
(18) Atlas Fundamental Trading Fund Ltd. is a Cayman corporation (AFT LTD), with its principal business office at
c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, George Town, Grand Cayman KY1-1104, Cayman Islands, British West Indies. AFT LTD owns 29.49% of the equity interests in AFT MASTER
(19) Atlas Quantitative Trading Fund, Ltd. is a Cayman corporation (AQTF), with its principal business office at
c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, George Town, Grand Cayman KY1-1104, Cayman Islands, British West Indies.
(20) Balyasny Asset Management L.P. is a Delaware limited partnership (BAM), with its principal business office at
181 West Madison, Suite 3600, and Chicago, IL 60602. BAM is the investment manager to each of AMF, AG, AGI, AIF LLC, AIF LTD, AIF2 LLC, AIF2 LTD, AGJ, AEMF, AEF LP, AEF LTD, LYXOR, BZMF, BZF LLC, BZF LTD, AFT MASTER, AFT LP, AFT LTD and AQTF.
(21) Dmitry Balyasny, a United States citizen whose business address is 181 West Madison, Suite 3600, Chicago, IL 60602. Dmitry
Balyasny is the sole managing member of the general partner of BAM.
|
(d) |
Title of Class of Securities: |
Common Stock
|
(e) |
CUSIP Number: 707569109 |
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: |
Not Applicable
Page 25 of 44 Pages
AMF
|
(a) |
Amount Beneficially Owned: |
1,402,335
1.75%
|
(c) |
Number of Shares as to which person has: |
|
(i) |
Sole power to vote or to direct vote: |
1,402,335
|
(ii) |
Shared power to vote or to direct vote: |
None
|
(iii) |
Sole power to dispose or direct disposition of: |
1,402,335
|
(iv) |
Shared power to dispose or to direct disposition of: |
None
AG
|
(a) |
Amount Beneficially Owned: |
By virtue of its ownership of 14.40% of the equity interest
in AMF, AG may be deemed to beneficially own the 1,402,335 Shares of the Companys Common Stock beneficially owned by AMF.
1.75%
Page 26 of 44 Pages
|
(c) |
Number of Shares as to which person has: |
|
(i) |
Sole power to vote or to direct vote: |
1,402,335
|
(ii) |
Shared power to vote or to direct vote: |
None
|
(iii) |
Sole power to dispose or direct disposition of: |
1,402,335
|
(iv) |
Shared power to dispose or to direct disposition of: |
None
AGI
|
(a) |
Amount Beneficially Owned: |
By virtue of its ownership of 21.61% of the equity interest
in AMF, AGI may be deemed to beneficially own the 1,402,335 Shares of the Companys Common Stock beneficially owned by AMF.
1.75%
|
(c) |
Number of Shares as to which person has: |
|
(i) |
Sole power to vote or to direct vote: |
1,402,335
|
(ii) |
Shared power to vote or to direct vote: |
None
|
(ii) |
Sole power to dispose or direct disposition of: |
1,402,335
Page 27 of 44 Pages
|
(iv) |
Shared power to dispose or to direct disposition of: |
None
AIF LLC
|
(a) |
Amount Beneficially Owned: |
By virtue of its ownership of 5.40% of the equity interest
in AMF, AIF LLC may be deemed to beneficially own the 1,402,335 Shares of the Companys Common Stock beneficially owned by AMF.
1.75%
|
(c) |
Number of Shares as to which person has: |
|
(i) |
Sole power to vote or to direct vote: |
1,402,335
|
(ii) |
Shared power to vote or to direct vote: |
None
|
(iii) |
Sole power to dispose or direct disposition of: |
1,402,335
|
(iv) |
Shared power to dispose or to direct disposition of: |
None
AIF LTD
|
(a) |
Amount Beneficially Owned: |
By virtue of its ownership of 15.62% of the equity interest
in AMF, AIF LTD may be deemed to beneficially own the 1,402,335 Shares of the Companys Common Stock beneficially owned by AMF.
Page 28 of 44 Pages
1.75%
|
(c) |
Number of Shares as to which person has: |
|
(i) |
Sole power to vote or to direct vote: |
1,402,335
|
(ii) |
Shared power to vote or to direct vote: |
None
|
(iii) |
Sole power to dispose or direct disposition of: |
1,402,335
|
(iv) |
Shared power to dispose or to direct disposition of: |
None
AIF2 LLC
|
(a) |
Amount Beneficially Owned: |
By virtue of its ownership of 8.57% of the equity interest
in AMF, AIF2 LLC may be deemed to beneficially own the 1,402,335 Shares of the Companys Common Stock beneficially owned by AMF.
1.75%
|
(c) |
Number of Shares as to which person has: |
|
(i) |
Sole power to vote or to direct vote: |
1,402,335
|
(ii) |
Shared power to vote or to direct vote: |
None
|
(iii) |
Sole power to dispose or direct disposition of: |
1,402,335
Page 29 of 44 Pages
|
(iv) |
Shared power to dispose or to direct disposition of: |
None
AIF2 LTD
|
(a) |
Amount Beneficially Owned: |
By virtue of its ownership of 18.91% of the equity interest
in AMF, AIF2 LTD may be deemed to beneficially own the 1,402,335 Shares of the Companys Common Stock beneficially owned by AMF.
1.75%
|
(c) |
Number of Shares as to which person has: |
|
(i) |
Sole power to vote or to direct vote: |
1,402,335
|
(ii) |
Shared power to vote or to direct vote: |
None
|
(iii) |
Sole power to dispose or direct disposition of: |
1,402,335
|
(iv) |
Shared power to dispose or to direct disposition of: |
None
AGJ
|
(a) |
Amount Beneficially Owned: |
By virtue of its ownership of 7.46% of the equity interest
in AMF, AGJ may be deemed to beneficially own the 1,402,335 Shares of the Companys Common Stock beneficially owned by AMF.
Page 30 of 44 Pages
1.75%
|
(c) |
Number of Shares as to which person has: |
|
(i) |
Sole power to vote or to direct vote: |
1,402,335
|
(ii) |
Shared power to vote or to direct vote: |
None
|
(iii) |
Sole power to dispose or direct disposition of: |
1,402,335
|
(iv) |
Shared power to dispose or to direct disposition of: |
None
AEMF
|
(a) |
Amount Beneficially Owned: |
2,668,530
3.33%
|
(c) |
Number of Shares as to which person has: |
|
(i) |
Sole power to vote or to direct vote: |
2,668,530
|
(ii) |
Shared power to vote or to direct vote: |
None
|
(iii) |
Sole power to dispose or direct disposition of: |
2,668,530
Page 31 of 44 Pages
|
(iv) |
Shared power to dispose or to direct disposition of: |
None
AEF LP
|
(a) |
Amount Beneficially Owned: |
By virtue of its ownership of 31.12% of the equity interest
in AEMF, AEF LP may be deemed to beneficially own the 2,668,530 Shares of the Companys Common Stock beneficially owned by AEMF.
3.33%
|
(c) |
Number of Shares as to which person has: |
|
(i) |
Sole power to vote or to direct vote: |
2,668,530
|
(ii) |
Shared power to vote or to direct vote: |
None
|
(iii) |
Sole power to dispose or direct disposition of: |
2,668,530
|
(iv) |
Shared power to dispose or to direct disposition of: |
None
Page 32 of 44 Pages
AEF LTD
|
(a) |
Amount Beneficially Owned: |
By virtue of its ownership of 68.24% of the equity interest
in AEMF, AEF LTD may be deemed to beneficially own the 2,668,530 Shares of the Companys Common Stock beneficially owned by AEMF.
3.33%
|
(c) |
Number of Shares as to which person has: |
|
(i) |
Sole power to vote or to direct vote: |
2,668,530
|
(ii) |
Shared power to vote or to direct vote: |
None
|
(iii) |
Sole power to dispose or direct disposition of: |
2,668,530
|
(iv) |
Shared power to dispose or to direct disposition of: |
None
LYXOR
|
(a) |
Amount Beneficially Owned: |
184,216
0.23%
|
(c) |
Number of Shares as to which person has: |
|
(i) |
Sole power to vote or to direct vote: |
184,126
Page 33 of 44 Pages
|
(ii) |
Shared power to vote or to direct vote: |
None
|
(iii) |
Sole power to dispose or direct disposition of: |
184,216
|
(iv) |
Shared power to dispose or to direct disposition of: |
None
BZMF
|
(a) |
Amount Beneficially Owned: |
2,101,539
2.62%
|
(c) |
Number of Shares as to which person has: |
|
(ii) |
Sole power to vote or to direct vote: |
2,101,539
|
(ii) |
Shared power to vote or to direct vote: |
None
|
(iii) |
Sole power to dispose or direct disposition of: |
2,101,539
|
(iv) |
Shared power to dispose or to direct disposition of: |
None
Page 34 of 44 Pages
BZF LLC
|
(a) |
Amount Beneficially Owned: |
By virtue of its ownership of 39.18% of the equity interest
in BZMF, BZF LLC may be deemed to beneficially own the 2,101,539 Shares of the Companys Common Stock beneficially owned by BZMF.
2.62%
|
(c) |
Number of Shares as to which person has: |
|
(iv) |
Sole power to vote or to direct vote: |
2,101,539
|
(ii) |
Shared power to vote or to direct vote: |
None
|
(iii) |
Sole power to dispose or direct disposition of: |
2,101,539
|
(iv) |
Shared power to dispose or to direct disposition of: |
None
BZF LTD
|
(a) |
Amount Beneficially Owned: |
By virtue of its ownership of 60.18% of the equity interest
in BZMF, BZF LTD may be deemed to beneficially own the 2,101,539 Shares of the Companys Common Stock beneficially owned by BZMF.
2.62%
Page 35 of 44 Pages
|
(c) |
Number of Shares as to which person has: |
|
(i) |
Sole power to vote or to direct vote: |
2,101,539
|
(ii) |
Shared power to vote or to direct vote: |
None
|
(v) |
Sole power to dispose or direct disposition of: |
2,101,539
|
(iv) |
Shared power to dispose or to direct disposition of: |
None
AFT MASTER
|
(a) |
Amount Beneficially Owned: |
53,385
0.07%
|
(c) |
Number of Shares as to which person has: |
|
(i) |
Sole power to vote or to direct vote: |
53,385
|
(ii) |
Shared power to vote or to direct vote: |
None
|
(iii) |
Sole power to dispose or direct disposition of: |
53,385
|
(iv) |
Shared power to dispose or to direct disposition of: |
None
Page 36 of 44 Pages
AFT LP
|
(a) |
Amount Beneficially Owned: |
By virtue of its ownership of 69.96% of the equity interest
in AFT MASTER, AFT LP may be deemed to beneficially own the 53,385 Shares of the Companys Common Stock beneficially owned by AFT MASTER.
0.07%
|
(c) |
Number of Shares as to which person has: |
|
(i) |
Sole power to vote or to direct vote: |
53,385
|
(ii) |
Shared power to vote or to direct vote: |
None
|
(iii) |
Sole power to dispose or direct disposition of: |
53,385
|
(iv) |
Shared power to dispose or to direct disposition of: |
None
AFT LTD
|
(a) |
Amount Beneficially Owned: |
By virtue of its ownership of 29.49% of the equity interest
in AFT MASTER, AFT LTD may be deemed to beneficially own the 53,385 Shares of the Companys Common Stock beneficially owned by AFT MASTER.
0.07%
Page 37 of 44 Pages
|
(c) |
Number of Shares as to which person has: |
|
(i) |
Sole power to vote or to direct vote: |
53,385
|
(ii) |
Shared power to vote or to direct vote: |
None
|
(iii) |
Sole power to dispose or direct disposition of: |
53,385
|
(iv) |
Shared power to dispose or to direct disposition of: |
None
AQTF
|
(a) |
Amount Beneficially Owned: |
20,150
0.03%
|
(c) |
Number of Shares as to which person has: |
|
(i) |
Sole power to vote or to direct vote: |
20,150
|
(ii) |
Shared power to vote or to direct vote: |
None
|
(iii) |
Sole power to dispose or direct disposition of: |
20,150
|
(iv) |
Shared power to dispose or to direct disposition of: |
None
Page 38 of 44 Pages
BAM
|
(a) |
Amount Beneficially Owned: |
By virtue of its position as investment manager to each of
AMF, AG, AGI, AIF LLC, AIF LTD, AIF2 LLC, AIF2 LTD, AGJ, AEMF, AEF LP, AEF LTD, LYXOR, BZMF, BZF LLC, BZF LTD, AFT MASTER, AFT LP, AFT LTD, and AQTF, BAM may be deemed to beneficially own the 6,430,155 Shares of the Companys Common Stock
beneficially owned by AMF, AG, AGI, AIF LLC, AIF LTD, AIF2 LLC, AIF2 LTD, AGJ, AEMF, AEF LP, AEF LTD, LYXOR, BZMF, BZF LLC, BZF LTD, AFT MASTER, AFT LP, AFT LTD and AQTF.
8.02%
|
(c) |
Number of Shares as to which person has: |
|
(i) |
Sole power to vote or to direct vote: |
6,430,155
|
(ii) |
Shared power to vote or to direct vote: |
None
|
(iii) |
Sole power to dispose or direct disposition of: |
6,430,155
|
(iv) |
Shared power to dispose or to direct disposition of: |
None
Dmitry Balyasny
|
(a) |
Amount Beneficially Owned: |
By virtue of his position as the sole managing member of the
general partner of BAM, Mr. Balyasny may be deemed to beneficially own the 6,430,155 Shares of the Companys Common Stock beneficially owned by BAM.
Page 39 of 44 Pages
8.02%
|
(c) |
Number of Shares as to which person has: |
|
(i) |
Sole power to vote or to direct vote: |
6,430,155
|
(ii) |
Shared power to vote or to direct vote: |
None
|
(iii) |
Sole power to dispose or direct disposition of: |
6,430,155
|
(iv) |
Shared power to dispose or to direct disposition of: |
None
Item 5 |
Ownership of Five Percent or Less of a Class: |
Applicable
Item 6 |
Ownership of More than Five Percent on Behalf of Another Person: |
Not Applicable
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
Page 40 of 44 Pages
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.
Page 41 of 44 Pages
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.
Date: March 7, 2016
|
|
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ATLAS MASTER FUND, LTD. |
|
|
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ATLAS GLOBAL, LLC |
|
|
|
|
|
By: |
|
/s/ Scott Schroeder |
|
|
|
By: |
|
/s/ Scott Schroeder |
|
|
Scott Schroeder |
|
|
|
|
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Scott Schroeder |
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Authorized Signatory |
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Authorized Signatory |
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ATLAS GLOBAL INVESTMENTS, LTD. |
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ATLAS INSTITUTIONAL FUND, LLC |
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By: |
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/s/ Scott Schroeder |
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By: |
|
/s/ Scott Schroeder |
|
|
Scott Schroeder |
|
|
|
|
|
Scott Schroeder |
|
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Authorized Signatory |
|
|
|
|
|
Authorized Signatory |
|
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|
ATLAS INSTITUTIONAL FUND, LTD. |
|
|
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ATLAS INSTITUTIONAL FUND II, LLC |
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By: |
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/s/ Scott Schroeder |
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By: |
|
/s/ Scott Schroeder |
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|
Scott Schroeder |
|
|
|
|
|
Scott Schroeder |
|
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Authorized Signatory |
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Authorized Signatory |
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ATLAS INSTITUTIONAL FUND II, LTD. |
|
|
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ATLAS GLOBAL JAPAN UNIT TRUST |
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By: |
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/s/ Scott Schroeder |
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By: |
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/s/ Scott Schroeder |
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Scott Schroeder |
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Scott Schroeder |
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Authorized Signatory |
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Authorized Representative |
Page 42 of 44 Pages
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ATLAS ENHANCED MASTER FUND, LTD. |
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ATLAS ENHANCED FUND, L.P. |
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By: |
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/s/ Scott Schroeder |
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By: |
|
/s/ Scott Schroeder |
|
|
Scott Schroeder Authorized Signatory |
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Scott Schroeder Authorized
Signatory |
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ATLAS ENHANCED FUND, LTD. |
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LYXOR/BALYASNY ATLAS ENHANCED FUND LIMITED |
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By: |
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/s/ Scott Schroeder |
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By: |
|
/s/ Scott Schroeder |
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Scott Schroeder Authorized Signatory |
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Scott Schroeder Authorized
Representative |
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BAM ZIE MASTER FUND, LTD |
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BAM ZIE FUND, LLC |
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By: |
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/s/ Scott Schroeder |
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By: |
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/s/ Scott Schroeder |
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Scott Schroeder Authorized Signatory |
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Scott Schroeder Authorized
Signatory |
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BAM ZIE FUND, LTD |
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ATLAS FUNDAMENTAL TRADING MASTER FUND LTD. |
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By: |
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/s/ Scott Schroeder |
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By: |
|
/s/ Scott Schroeder |
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Scott Schroeder Authorized Signatory |
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Scott Schroeder Authorized
Signatory |
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ATLAS FUNDAMENTAL TRADING FUND, L.P. |
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ATLAS FUNDAMENTAL TRADING FUND, LTD. |
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By: |
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/s/ Scott Schroeder |
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By: |
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/s/ Scott Schroeder |
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Scott Schroeder Authorized Signatory |
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Scott Schroeder Authorized
Signatory |
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ATLAS QUANTITATIVE TRADING FUND, LTD |
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BALYASNY ASSET MANAGEMENT L.P. |
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By: |
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/s/ Scott Schroeder |
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By: |
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/s/ Scott Schroeder |
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Scott Schroeder Authorized Signatory |
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Scott Schroeder Authorized
Signatory |
Page 43 of 44 Pages
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DMITRY BALYASNY |
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By: |
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/s/ Scott Schroeder |
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Scott Schroeder Authorized
Representative |
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Page 44 of 44 Pages
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