1
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NAMES OF REPORTING PERSONS
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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EJF Debt Opportunities Master Fund II, LP
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
☐
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(b)
☒
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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
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Delaware
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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
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0
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6
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SHARED VOTING POWER
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0
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7
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SOLE DISPOSITIVE POWER
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0
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0
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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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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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0%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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1
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NAMES OF REPORTING PERSONS
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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EJF Debt Opportunities II GP, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
☐
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(b)
☒
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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
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Delaware
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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
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0
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6
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SHARED VOTING POWER
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0
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7
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SOLE DISPOSITIVE POWER
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0
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0
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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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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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0%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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Item 1. (a)
Name of Issuer
First Data Corporation
Item 1. (b)
Address of Issuer’s Principal Executive Offices
225 Liberty Street, 29th Floor
New York, New York 10281
Item 2. (a)
Name of Person Filing
This Amendment No. 1 to Schedule 13G is being filed on behalf of the following persons (the “Reporting Persons”)*:
(i)
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EJF Capital LLC;
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(ii)
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Emanuel J. Friedman;
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(iii)
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EJF Debt Opportunities Master Fund, L.P.;
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(iv)
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EJF Debt Opportunities GP, LLC;
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(v)
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EJF Debt Opportunities Master Fund II, LP;
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(vi)
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EJF Debt Opportunities II GP, LLC;
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(vii)
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Beltway Strategic Opportunities Fund L.P.; and
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(viii)
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EJF Beltway Strategic Opportunities GP LLC*
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Attached as Exhibit A is a copy of an agreement among the Reporting Persons that this Amendment No. 1 to Schedule 13G is being filed on behalf of each of them.
Item 2. (b)
Address of Principal Business Office or, if None, Residence
The address of the principal business office of each Reporting Person is:
2107 Wilson Boulevard
Suite 410
Arlington, VA 22201
Item 2. (c)
Citizenship
See Item 4 of the attached cover pages.
Item 2. (d)
Title of Class of Securities
Class A, common stock, par value $0.01 per share (“Class A Common Stock”)
Item 2. (e)
CUSIP Number
32008D106
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.
Item 4.
Ownership
(a)
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Amount beneficially owned:
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See Item 9 of the attached cover pages.
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(b)
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Percent of class:
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See Item 11 of the attached cover pages.
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(c)
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Number of shares as to which such person has:
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(i)
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Sole power to vote or to direct the vote:
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See Item 5 of the attached cover pages.
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(ii)
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Shared power to vote or to direct the vote:
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See Item 6 of the attached cover pages.
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(iii)
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Sole power to dispose or to direct the disposition:
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See Item 7 of the attached cover pages.
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(iv)
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Shared power to dispose or to direct the disposition:
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See Item 8 of the attached cover pages.
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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 [X].
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.
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.
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.
Dated: February 14, 2017
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EJF CAPITAL LLC
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By:
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/s/ Neal J. Wilson
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Name:
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Neal J. Wilson
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Title:
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Chief Operating Officer
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EMANUEL J. FRIEDMAN
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By:
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/s/ Emanuel J. Friedman
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Name:
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Emanuel J. Friedman
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EJF DEBT OPPORTUNITIES MASTER FUND, L.P.
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By:
Its:
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EJF DEBT OPPORTUNITIES GP, LLC
General Partner
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By:
Its:
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EJF CAPITAL LLC
Sole Member
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By:
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/s/ Neal J. Wilson
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Name:
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Neal J. Wilson
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Title:
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Chief Operating Officer
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EJF DEBT OPPORTUNITIES GP, LLC
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By:
Its:
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EJF CAPITAL LLC
Sole Member
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By:
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/s/ Neal J. Wilson
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Name:
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Neal J. Wilson
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Title:
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Chief Operating Officer
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EJF DEBT OPPORTUNITIES MASTER FUND II, LP
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By:
Its:
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EJF DEBT OPPORTUNITIES II GP, LLC
General Partner
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By:
Its:
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EJF CAPITAL LLC
Sole Member
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By:
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/s/ Neal J. Wilson
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Name:
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Neal J. Wilson
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Title:
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Chief Operating Officer
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EJF DEBT OPPORTUNITIES II GP, LLC
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By:
Its:
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EJF CAPITAL LLC
Sole Member
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By:
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/s/ Neal J. Wilson
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Name:
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Neal J. Wilson
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Title:
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Chief Operating Officer
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BELTWAY STRATEGIC OPPORTUNITIES FUND L.P.
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By:
Its:
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EJF BELTWAY STRATEGIC OPPORTUNITIES GP LLC
General Partner
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By:
Its:
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EJF CAPITAL LLC
Sole Member
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By:
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/s/ Neal J. Wilson
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Name:
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Neal J. Wilson
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Title:
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Chief Operating Officer
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EJF BELTWAY STRATEGIC OPPORTUNITIES GP LLC
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By:
Its:
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EJF CAPITAL LLC
Sole Member
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By:
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/s/ Neal J. Wilson
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Name:
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Neal J. Wilson
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Title:
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Chief Operating Officer
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EXHIBIT A
The undersigned, EJF Capital LLC, a Delaware limited liability company, Emanuel J. Friedman, EJF Debt Opportunities Master Fund, L.P., an exempted limited partnership organized under the laws of the Cayman Islands, EJF Debt Opportunities GP, LLC, a Delaware limited liability company, EJF Debt Opportunities Master Fund II, LP, an exempted limited partnership organized under the laws of the Cayman Islands, EJF Debt Opportunities II GP, LLC, a Delaware limited liability company, Beltway Strategic Opportunities Fund L.P., an exempted limited partnership organized under the laws of the Cayman Islands, and EJF Beltway Strategic Opportunities GP LLC, a Delaware limited liability company, hereby agree and acknowledge that the information required by this Amendment No. 1 to Schedule 13G, to which this Agreement is attached as an exhibit, is filed on behalf of each of them. The undersigned further agree that any further amendments or supplements thereto shall also be filed on behalf of each of them.
Dated: February 14, 2017
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EJF CAPITAL LLC
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By:
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/s/ Neal J. Wilson
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Name:
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Neal J. Wilson
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Title:
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Chief Operating Officer
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EMANUEL J. FRIEDMAN
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By:
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/s/ Emanuel J. Friedman
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Name:
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Emanuel J. Friedman
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EJF DEBT OPPORTUNITIES MASTER FUND, L.P.
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By:
Its:
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EJF DEBT OPPORTUNITIES GP, LLC
General Partner
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By:
Its:
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EJF CAPITAL LLC
Sole Member
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By:
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/s/ Neal J. Wilson
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Name:
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Neal J. Wilson
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Title:
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Chief Operating Officer
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EJF DEBT OPPORTUNITIES GP, LLC
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By:
Its:
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EJF CAPITAL LLC
Sole Member
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By:
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/s/ Neal J. Wilson
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Name:
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Neal J. Wilson
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Title:
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Chief Operating Officer
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EJF DEBT OPPORTUNITIES MASTER FUND II, LP
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By:
Its:
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EJF DEBT OPPORTUNITIES II GP, LLC
General Partner
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By:
Its:
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EJF CAPITAL LLC
Sole Member
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By:
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/s/ Neal J. Wilson
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Name:
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Neal J. Wilson
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Title:
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Chief Operating Officer
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EJF DEBT OPPORTUNITIES II GP, LLC
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By:
Its:
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EJF CAPITAL LLC
Sole Member
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By:
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/s/ Neal J. Wilson
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Name:
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Neal J. Wilson
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Title:
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Chief Operating Officer
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BELTWAY STRATEGIC OPPORTUNITIES FUND L.P.
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By:
Its:
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EJF BELTWAY STRATEGIC OPPORTUNITIES GP LLC
General Partner
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By:
Its:
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EJF CAPITAL LLC
Sole Member
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By:
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/s/ Neal J. Wilson
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Name:
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Neal J. Wilson
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Title:
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Chief Operating Officer
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EJF BELTWAY STRATEGIC OPPORTUNITIES GP LLC
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By:
Its:
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EJF CAPITAL LLC
Sole Member
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By:
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/s/ Neal J. Wilson
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Name:
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Neal J. Wilson
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Title:
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Chief Operating Officer
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