Amended Statement of Ownership (sc 13g/a)
October 14 2016 - 10:24AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
GORES
HOLDINGS, INC.
(Name of Issuer)
Class A Common Stock, par value $0.0001 per share
(Title of Class
of Securities)
382866200
(CUSIP Number)
September 28, 2016
(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)
x
Rule 13d-1(c)
¨
Rule 13d-1(d)
*
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The remainder of this cover page shall be filled out for a reporting persons 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.
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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. 382866200
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13G
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Page 2 of 6 Pages
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1.
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NAMES OF REPORTING PERSONS
BlueMountain Capital Management, LLC
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2.
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CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (see instructions)
(a)
¨
(b)
x
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware, United States of America
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NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
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5.
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SOLE VOTING POWER
0
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6.
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SHARED VOTING POWER
374,687
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7.
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SOLE DISPOSITIVE POWER
0
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8.
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SHARED DISPOSITIVE POWER
374,687
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
374,687
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10.
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CHECK IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (see instructions)
¨
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11.
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PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW (9)
1.0% (1)
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12.
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TYPE OF REPORTING PERSON (see
instructions)
IA
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(1)
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The percentage set forth in Row 11 of this Cover Page is based on the Issuers (as defined herein) 37,500,000 shares of Common Stock (as defined herein)
outstanding as of October 11, 2016, as reported on the Issuers Form PRER14A filed with the Securities and Exchange Commission on October 11, 2016 (
Form PRER14A
).
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CUSIP No. 382866200
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13G
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Page 3 of 6 Pages
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1.
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NAMES OF REPORTING PERSONS
Blue Mountain Credit Alternatives Master Fund L.P.
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2.
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CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (see instructions)
(a)
¨
(b)
x
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Cayman Islands
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NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
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5.
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SOLE VOTING POWER
0
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6.
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SHARED VOTING POWER
265,347
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7.
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SOLE DISPOSITIVE POWER
0
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8.
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SHARED DISPOSITIVE POWER
265,347
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
265,347
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10.
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CHECK IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (see instructions)
¨
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11.
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PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW (9)
0.7% (1)
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12.
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TYPE OF REPORTING PERSON (see
instructions)
PN
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(1)
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The percentage set forth in Row 11 of this Cover Page is based on the Issuers 37,500,000 shares of Common Stock outstanding as of October 11, 2016, as
reported on the Issuers Form PRER14A.
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CUSIP No. 382866200
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13G
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Page 4 of 6 Pages
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Item 1.
Gores
Holdings, Inc.
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(b)
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Address of Issuers principal executive offices
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9800 Wilshire Blvd, Beverly Hills, California 90212
Item 2.
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(a)
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Name of person filing
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This Amendment No. 1 to the Schedule 13G filed on August 21, 2015 is being filed on behalf of BlueMountain Capital Management,
LLC (
BMCM
) and Blue Mountain Credit Alternatives Master Fund L.P. (
BMCA
and, together with BMCM, the
Reporting Persons
), with respect to the shares of Class A Common Stock, $0.0001 par
value per share (the
Common Stock
), of Gores Holdings, Inc., a Delaware corporation (the
Issuer
).
BMCM acts as investment manager to, and exercises investment discretion with respect to the Common Stock directly owned by, the following entities:
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(i)
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BMCA, a Cayman Islands exempted limited partnership, with respect to the 265,347 shares of Common Stock directly owned by it;
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(ii)
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BlueMountain Foinaven Master Fund L.P., a Cayman Islands exempted limited partnership, with respect to the 37,549 shares of Common Stock directly owned by it;
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(iii)
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BlueMountain Logan Opportunities Master Fund L.P., a Cayman Islands exempted limited partnership, with respect to the 16,662 shares of Common Stock directly owned by
it;
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(iv)
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BlueMountain Equity Alternatives Master Fund L.P., a Cayman Islands exempted limited partnership, with respect to the 27,680 shares of Common Stock directly owned by
it; and
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(v)
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BlueMountain Montenvers Master Fund SCA SICAV-SIF, an investment company with variable capital organized as a specialized investment fund in the form of a corporate
partnership limited by shares under the laws of Luxembourg, with respect to the 27,449 shares of Common Stock directly owned by it.
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The filing of this statement should not be construed as an admission that BMCM is, for the purpose of Section 13 of the Act, the beneficial owner of the Common Stock reported herein.
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(b)
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Address or principal business office or, if none, residence
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280 Park Avenue, 12
th
Floor, New York, New York 10017
See Row 4 of
each Cover Page.
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(d)
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Title of class of securities
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Class A Common Stock, par value $0.0001 per share
382866200
Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing
is a:
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(a)
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
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(b)
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
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CUSIP No. 382866200
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13G
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Page 5 of 6 Pages
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(c)
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¨
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
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(e)
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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
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(f)
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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
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(g)
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A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
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(h)
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A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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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 (15 U.S.C. 80a-3);
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(j)
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Group, in accordance with §240.13d-1(b)(1)(ii)(K).
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Item 4. Ownership.
The
information required by Items 4(a)-(c) is set forth in Rows 5-11 of each Cover Page and is incorporated herein by reference.
BMCM
expressly declares that this filing shall not be construed as an admission that it is, for the purposes of Sections 13(d) or 13(g) of the Act, the beneficial owner of any securities covered by this filing.
Item 5. Ownership of 5 Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more than 5 percent of the class of securities, check the
following
x
.
Item 6. Ownership of More than 5 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 or
Control Person.
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. Certification.
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, other than activities solely in connection with a nomination under § 240.14a-11.
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CUSIP No. 382866200
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13G
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Page 6 of 6 Pages
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SIGNATURES
After reasonable inquiry and to the best of each of the undersigneds knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and
correct.
DATED: October 14, 2016
BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC
By:
/s/ ERIC M.
ALBERT
Eric M. Albert, Chief Compliance Officer
BLUE
MOUNTAIN CREDIT ALTERNATIVES MASTER FUND L.P.
By: Blue Mountain CA Master Fund GP, Ltd.
By:
/s/ ANDREW
FELDSTEIN
Andrew Feldstein, Director
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