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. 87074U101
|
|
Page
2
of 30 Pages
|
|
|
|
|
|
|
|
|
|
1
|
|
NAMES OF
REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Atlas 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
231,025 (See Item 4)
|
|
|
6
|
|
SHARED VOTING POWER
None (see Item 4)
|
|
|
7
|
|
SOLE DISPOSITIVE POWER
231,025 (See Item 4)
|
|
|
8
|
|
SHARED DISPOSITIVE POWER
None
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
231,025 (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)
0.28%
|
|
12
|
|
TYPE OF REPORTING PERSON*
CO
|
|
*
|
SEE INSTRUCTIONS BEFORE FILLING OUT.
|
|
|
|
|
|
CUSIP No. 87074U101
|
|
Page
3
of 30 Pages
|
|
|
|
|
|
|
|
|
|
1
|
|
NAMES OF
REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Atlas Global, 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
231,025
|
|
|
6
|
|
SHARED VOTING POWER
None (See Item 4)
|
|
|
7
|
|
SOLE DISPOSITIVE POWER
231,025
|
|
|
8
|
|
SHARED DISPOSITIVE POWER
None (See Item 4)
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
231,025 (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)
0.28%
|
|
12
|
|
TYPE OF REPORTING PERSON*
OO
|
|
*
|
SEE INSTRUCTIONS BEFORE FILLING OUT.
|
|
|
|
|
|
CUSIP No. 87074U101
|
|
Page
4
of 30 Pages
|
|
|
|
|
|
|
|
|
|
1
|
|
NAMES OF
REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Atlas Global Investments, 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
231,025
|
|
|
6
|
|
SHARED VOTING POWER
None (See Item 4)
|
|
|
7
|
|
SOLE DISPOSITIVE POWER
231,025
|
|
|
8
|
|
SHARED DISPOSITIVE POWER
None (See Item 4)
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
231,025 (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)
0.28%
|
|
12
|
|
TYPE OF REPORTING PERSON*
CO
|
|
*
|
SEE INSTRUCTIONS BEFORE FILLING OUT.
|
|
|
|
|
|
CUSIP No. 87074U101
|
|
Page
5
of 30 Pages
|
|
|
|
|
|
|
|
|
|
1
|
|
NAMES OF
REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Atlas Institutional 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
231,025
|
|
|
6
|
|
SHARED VOTING POWER
None (See Item 4)
|
|
|
7
|
|
SOLE DISPOSITIVE POWER
231,025
|
|
|
8
|
|
SHARED DISPOSITIVE POWER
None (See Item 4)
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
231,025 (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)
0.28%
|
|
12
|
|
TYPE OF REPORTING PERSON*
OO
|
|
*
|
SEE INSTRUCTIONS BEFORE FILLING OUT.
|
|
|
|
|
|
CUSIP No. 87074U101
|
|
Page
6
of 30 Pages
|
|
|
|
|
|
|
|
|
|
1
|
|
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
231,025
|
|
|
6
|
|
SHARED VOTING POWER
None (See Item 4)
|
|
|
7
|
|
SOLE DISPOSITIVE POWER
231,025
|
|
|
8
|
|
SHARED DISPOSITIVE POWER
None (See Item 4)
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
231,025 (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)
0.28%
|
|
12
|
|
TYPE OF REPORTING PERSON*
CO
|
|
*
|
SEE INSTRUCTIONS BEFORE FILLING OUT.
|
|
|
|
|
|
CUSIP No. 87074U101
|
|
Page
7
of 30 Pages
|
|
|
|
|
|
|
|
|
|
1
|
|
NAMES OF
REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Atlas Global Japan Unit Trust
|
|
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
231,025
|
|
|
6
|
|
SHARED VOTING POWER
None (See Item 4)
|
|
|
7
|
|
SOLE DISPOSITIVE POWER
231,025
|
|
|
8
|
|
SHARED DISPOSITIVE POWER
None (See Item 4)
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
231,025 (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)
0.28%
|
|
12
|
|
TYPE OF REPORTING PERSON*
OO
|
|
*
|
SEE INSTRUCTIONS BEFORE FILLING OUT.
|
|
|
|
|
|
CUSIP No. 87074U101
|
|
Page
8
of 30 Pages
|
|
|
|
|
|
|
|
|
|
1
|
|
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
1,347,757
|
|
|
6
|
|
SHARED VOTING POWER
None (See Item 4)
|
|
|
7
|
|
SOLE DISPOSITIVE POWER
1,347,757
|
|
|
8
|
|
SHARED DISPOSITIVE POWER
None (See Item 4)
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,347,757 (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)
1.63%
|
|
12
|
|
TYPE OF REPORTING PERSON*
CO
|
|
*
|
SEE INSTRUCTIONS BEFORE FILLING OUT.
|
|
|
|
|
|
CUSIP No. 87074U101
|
|
Page
9
of 30 Pages
|
|
|
|
|
|
|
|
|
|
1
|
|
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
1,347,757
|
|
|
6
|
|
SHARED VOTING POWER
None (See Item 4)
|
|
|
7
|
|
SOLE DISPOSITIVE POWER
1,347,757
|
|
|
8
|
|
SHARED DISPOSITIVE POWER
None (See Item 4)
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,347,757 (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)
1.63%
|
|
12
|
|
TYPE OF REPORTING PERSON*
OO
|
|
*
|
SEE INSTRUCTIONS BEFORE FILLING OUT.
|
|
|
|
|
|
CUSIP No. 87074U101
|
|
Page
10
of 30 Pages
|
|
|
|
|
|
|
|
|
|
1
|
|
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
1,347,757
|
|
|
6
|
|
SHARED VOTING POWER
None (See Item 4)
|
|
|
7
|
|
SOLE DISPOSITIVE POWER
1,347,757
|
|
|
8
|
|
SHARED DISPOSITIVE POWER
None (See Item 4)
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,347,757 (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)
1.63%
|
|
12
|
|
TYPE OF REPORTING PERSON*
CO
|
|
*
|
SEE INSTRUCTIONS BEFORE FILLING OUT.
|
|
|
|
|
|
CUSIP No. 87074U101
|
|
Page
11
of 30 Pages
|
|
|
|
|
|
|
|
|
|
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
10,195
|
|
|
6
|
|
SHARED VOTING POWER
None (See Item 4)
|
|
|
7
|
|
SOLE DISPOSITIVE POWER
10,195
|
|
|
8
|
|
SHARED DISPOSITIVE POWER
None (See Item 4)
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,195 (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)
0.01%
|
|
12
|
|
TYPE OF REPORTING PERSON*
CO
|
|
*
|
SEE INSTRUCTIONS BEFORE FILLING OUT.
|
|
|
|
|
|
CUSIP No. 87074U101
|
|
Page
12
of 30 Pages
|
|
|
|
|
|
|
|
|
|
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
10,195
|
|
|
6
|
|
SHARED VOTING POWER
None (See Item 4)
|
|
|
7
|
|
SOLE DISPOSITIVE POWER
10,195
|
|
|
8
|
|
SHARED DISPOSITIVE POWER
None (See Item 4)
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,195 (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)
0.01%
|
|
12
|
|
TYPE OF REPORTING PERSON*
OO
|
|
*
|
SEE INSTRUCTIONS BEFORE FILLING OUT.
|
|
|
|
|
|
CUSIP No. 87074U101
|
|
Page
13
of 30 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
10,195
|
|
|
6
|
|
SHARED VOTING POWER
None (See Item 4)
|
|
|
7
|
|
SOLE DISPOSITIVE POWER
10,195
|
|
|
8
|
|
SHARED DISPOSITIVE POWER
None (See Item 4)
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,195 (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)
0.01%
|
|
12
|
|
TYPE OF REPORTING PERSON*
CO
|
|
*
|
SEE INSTRUCTIONS BEFORE FILLING OUT.
|
|
|
|
|
|
CUSIP No. 87074U101
|
|
Page
14
of 30 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
1,588,977 (See Item 4)
|
|
|
6
|
|
SHARED VOTING POWER
None
|
|
|
7
|
|
SOLE DISPOSITIVE POWER
1,588,977 (See Item 4)
|
|
|
8
|
|
SHARED DISPOSITIVE POWER
None
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,588,977 (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)
1.92%
|
|
12
|
|
TYPE OF REPORTING PERSON*
IA
|
|
*
|
SEE INSTRUCTIONS BEFORE FILLING OUT.
|
|
|
|
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CUSIP No. 87074U101
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Page
15
of 30 Pages
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1
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NAMES OF
REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Dmitry Balyasny
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a) ☐ (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
United States
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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
1,588,977 (See Item 4)
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6
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SHARED VOTING POWER
None
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7
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SOLE DISPOSITIVE POWER
1,588,977 (See Item 4)
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8
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SHARED DISPOSITIVE POWER
None
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,588,977 (See Item 4)
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ☐
Not Applicable
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
1.92%
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12
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TYPE OF REPORTING PERSON*
IN
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*
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SEE INSTRUCTIONS BEFORE FILLING OUT.
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Item 1
(a)
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Name of Issuer
:
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Swift Transportation Co
(the “Company”)
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(b)
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Address of Issuer’s Principal Executive Offices
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2200 South 75
th
Avenue
Phoenix, AZ 85043
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 16.46% 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 30.61% 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 6.05% 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 17.69% of the equity interests in AMF.
(6) 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. Roy’s
Drive-3
rd
Floor, P.O. Box 694, Grand Cayman, Cayman
Islands, British West Indies. AGJ owns 9.31% of the equity interests in AMF.
(7) 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.
Page 16 of 30 Pages
(8) 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 29.01% of the equity interests in AEMF.
(9) 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 70.98% of the equity interests in AEMF.
(10) 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.
(11) 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 36.67% of the equity interests in AFT MASTER.
(12)
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 63.23% of the equity interests in AFT MASTER
(13) 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, AGJ, AEMF, AEF LP, AEF LTD, AFT MASTER, AFT LP and AFT LTD.
(14) 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.
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(d)
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Title of Class
of Securities
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Common Stock
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(e)
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CUSIP Number
: 87074U101
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Page 17 of 30 Pages
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Item 3
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If this statement is filed pursuant to Rule
13d-1(b),
or
13d-2(b)
or (c), check whether the person filing is a
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Not Applicable
AMF
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(a)
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Amount Beneficially Owned
:
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231,025
0.28%
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(c)
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Number of Shares as to which person has
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(i)
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Sole power to vote or to direct vote:
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231,025
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(ii)
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Shared power to vote or to direct vote:
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None
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(iii)
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Sole power to dispose or direct disposition of:
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231,025
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(iv)
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Shared power to dispose or to direct disposition of:
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None
AG
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(a)
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Amount Beneficially Owned
:
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By virtue
of its ownership of 16.46% of the equity interest in AMF, AG may be deemed to beneficially own the 231,025 Shares of the Company’s Common Stock beneficially owned by AMF.
Page 18 of 30 Pages
0.28%
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(c)
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Number of Shares as to which person has:
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(i)
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Sole power to vote or to direct vote:
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231,025
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(ii)
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Shared power to vote or to direct vote:
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None
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(iii)
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Sole power to dispose or direct disposition of:
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231,025
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(iv)
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Shared power to dispose or to direct disposition of:
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None
AGI
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(a)
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Amount Beneficially Owned
:
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By virtue of its ownership of 30.61% of the equity interest
in AMF, AGI may be deemed to beneficially own the 231,025 Shares of the Company’s Common Stock beneficially owned by AMF.
0.28%
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(c)
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Number of Shares as to which person has
:
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(i)
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Sole power to vote or to direct vote:
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231,025
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(ii)
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Shared power to vote or to direct vote:
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None
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(ii)
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Sole power to dispose or direct disposition of:
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231,025
Page 19 of 30 Pages
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(iv)
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Shared power to dispose or to direct disposition of:
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None
AIF LLC
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(a)
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Amount Beneficially Owned
:
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By virtue of its ownership of 6.05% of the equity interest
in AMF, AIF LLC may be deemed to beneficially own the 231,025 Shares of the Company’s Common Stock beneficially owned by AMF.
0.28%
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(c)
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Number of Shares as to which person has
:
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(i)
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Sole power to vote or to direct vote:
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231,025
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(ii)
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Shared power to vote or to direct vote:
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None
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(iii)
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Sole power to dispose or direct disposition of:
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231,025
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(iv)
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Shared power to dispose or to direct disposition of:
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None
Page 20 of 30 Pages
AIF LTD
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(a)
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Amount Beneficially Owned
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By virtue of its ownership of 17.69% of the equity
interest in AMF, AIF LTD may be deemed to beneficially own the 231,025 Shares of the Company’s Common Stock beneficially owned by AMF.
0.28%
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(c)
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Number of Shares as to which person has
:
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(i)
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Sole power to vote or to direct vote:
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231,025
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(ii)
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Shared power to vote or to direct vote:
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None
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(iii)
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Sole power to dispose or direct disposition of:
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231,025
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(iv)
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Shared power to dispose or to direct disposition of:
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None
AGJ
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(a)
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Amount Beneficially Owned
:
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By virtue of its ownership of 9.31% of the equity interest
in AMF, AGJ may be deemed to beneficially own the 231,025 Shares of the Company’s Common Stock beneficially owned by AMF.
0.28%
Page 21 of 30 Pages
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(c)
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Number of Shares as to which person has
:
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(i)
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Sole power to vote or to direct vote:
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231,025
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(ii)
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Shared power to vote or to direct vote:
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None
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(iii)
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Sole power to dispose or direct disposition of:
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231,025
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(iv)
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Shared power to dispose or to direct disposition of:
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None
AEMF
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(a)
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Amount Beneficially Owned
:
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1,347,757
1.63%
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(c)
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Number of Shares as to which person has
:
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(i)
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Sole power to vote or to direct vote:
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1,347,757
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(ii)
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Shared power to vote or to direct vote:
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None
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(iii)
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Sole power to dispose or direct disposition of:
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1,347,757
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(iv)
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Shared power to dispose or to direct disposition of:
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None
Page 22 of 30 Pages
AEF LP
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(a)
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Amount Beneficially Owned
:
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By virtue of its ownership of 29.01% of the equity interest
in AEMF, AEF LP may be deemed to beneficially own the 1,347,757 Shares of the Company’s Common Stock beneficially owned by AEMF.
1.63%
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(c)
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Number of Shares as to which person has
:
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(i)
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Sole power to vote or to direct vote:
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1,347,757
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(ii)
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Shared power to vote or to direct vote:
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None
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(iii)
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Sole power to dispose or direct disposition of:
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1,347,757
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(iv)
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Shared power to dispose or to direct disposition of:
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None
AEF LTD
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(a)
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Amount Beneficially Owned
:
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By virtue of its ownership of 70.98% of the equity interest
in AEMF, AEF LTD may be deemed to beneficially own the 1,347,757 Shares of the Company’s Common Stock beneficially owned by AEMF.
1.63%
Page 23 of 30 Pages
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(c)
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Number of Shares as to which person has
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(i)
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Sole power to vote or to direct vote:
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1,347,757
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(ii)
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Shared power to vote or to direct vote:
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None
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(iii)
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Sole power to dispose or direct disposition of:
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1,347,757
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(iv)
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Shared power to dispose or to direct disposition of:
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None
AFT MASTER
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(a)
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Amount Beneficially Owned
:
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10,195
0.01%
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(c)
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Number of Shares as to which person has
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(i)
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Sole power to vote or to direct vote:
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10,195
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(ii)
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Shared power to vote or to direct vote:
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None
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(iii)
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Sole power to dispose or direct disposition of:
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10,195
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(iv)
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Shared power to dispose or to direct disposition of:
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None
Page 24 of 30 Pages
AFT LP
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(a)
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Amount Beneficially Owned
:
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By virtue of its ownership of 36.67% of the equity interest
in AFT MASTER, AFT LP may be deemed to beneficially own the 10,195 Shares of the Company’s Common Stock beneficially owned by AFT MASTER.
0.01%
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(c)
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Number of Shares as to which person has
:
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(i)
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Sole power to vote or to direct vote:
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10,195
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(ii)
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Shared power to vote or to direct vote:
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None
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(iii)
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Sole power to dispose or direct disposition of:
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10,195
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(iv)
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Shared power to dispose or to direct disposition of:
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None
AFT LTD
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(a)
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Amount Beneficially Owned
:
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By virtue of its ownership of 63.23% of the equity interest
in AFT MASTER, AFT LTD may be deemed to beneficially own the 10,195 Shares of the Company’s Common Stock beneficially owned by AFT MASTER.
0.01%
Page 25 of 30 Pages
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(c)
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Number of Shares as to which person has
:
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(i)
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Sole power to vote or to direct vote:
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10,195
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(ii)
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Shared power to vote or to direct vote:
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None
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(iii)
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Sole power to dispose or direct disposition of:
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10,195
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(iv)
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Shared power to dispose or to direct disposition of:
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None
BAM
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(a)
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Amount Beneficially Owned
:
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By virtue of its position as investment manager to each of
AMF, AG, AGI, AIF LLC, AIF LTD, AGJ, AEMF, AEF LP, AEF LTD, AFT MASTER, AFT LP and AFT LTD, BAM may be deemed to beneficially own the 1,588,977 Shares of the Company’s Common Stock beneficially owned by AMF, AG, AGI, AIF LLC, AIF LTD, AGJ,
AEMF, AEF LP, AEF LTD, AFT MASTER, AFT LP and AFT LTD.
1.92%
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(c)
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Number of Shares as to which person has
:
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(i)
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Sole power to vote or to direct vote:
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1,588,977
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(ii)
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Shared power to vote or to direct vote:
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None
Page 26 of 30 Pages
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(iii)
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Sole power to dispose or direct disposition of:
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1,588,977
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(iv)
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Shared power to dispose or to direct disposition of:
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None
Dmitry Balyasny
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(a)
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Amount Beneficially Owned
:
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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 1,588,977 Shares of the Company’s Common Stock beneficially owned by BAM.
1.92%
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(c)
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Number of Shares as to which person has
:
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(i)
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Sole power to vote or to direct vote:
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1,588,977
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(ii)
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Shared power to vote or to direct vote:
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None
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(iii)
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Sole power to dispose or direct disposition of:
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1,588,977
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(iv)
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Shared power to dispose or to direct disposition of:
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None
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Item 5
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Ownership of Five Percent or Less of a Class
:
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Applicable
Page 27 of 30 Pages
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Item 6
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Ownership of More than Five Percent on Behalf of Another Person
:
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Not
Applicable
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Item 7
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company
:
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Not Applicable
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Item 8
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Identification and Classification of Members of the Group
:
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Not
Applicable
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Item 9
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Notice of Dissolution of Group
:
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Not Applicable
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 28 of 30 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: February 14, 2017
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ATLAS MASTER FUND, LTD.
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ATLAS GLOBAL, 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
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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:
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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 Signatory
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ATLAS INSTITUTIONAL FUND, 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
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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:
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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 Signatory
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ATLAS ENHANCED 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:
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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 Signatory
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Page 29 of 30 Pages
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ATLAS FUNDAMENTAL TRADING FUND,
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ATLAS FUNDAMENTAL TRADING FUND,
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L.P.
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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
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Scott Schroeder
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Authorized Signatory
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Authorized Signatory
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BALYASNY ASSET MANAGEMENT L.P.
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DMITRY BALYASNY
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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
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Page 30 of 30 Pages