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CUSIP NO. 04238R106 Page 10 of 14
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The Issuer offered on May 17, 2019 to purchase for cash up to
$50,000,000.00 of its Common Stock at a purchase price to be determined
according to the terms of the offer (the ?Tender Offer?). On June 21, 2019,
the Issuer issued a press release announcing the final results of the Tender
Offer. On June 21, 2019, ValueAct Master Fund was informed that 3,399,925
shares held by ValueAct Master Fund were accepted by the Issuer at a price of
$11.10.
Item 5. Interest in Securities of the Issuer
The responses to Items 3, 4 and 6 of this Schedule 13D are incorporated
herein by reference.
(a) and (b). Set forth below is the beneficial ownership of shares of
Common Stock of the Issuer for each person named in Item 2. Shares reported
as beneficially owned by ValueAct Master Fund are also reported as
beneficially owned by (i) ValueAct Management L.P. as the manager of each
such investment partnership, (ii) ValueAct Management LLC, as General
Partner of ValueAct Management L.P., (iii) ValueAct Holdings, as the majority
owner of the membership interests of VA Partners I, (iv) ValueAct Holdings
II, as the sole owner of the limited partnership interests of ValueAct
Management L.P. and the membership interests of ValueAct Management LLC, and
(v) ValueAct Holdings GP, as General Partner of ValueAct Holdings and
ValueAct Holdings II. Shares reported as beneficially owned by ValueAct
Master Fund are also reported as beneficially owned by VA Partners I, as
General Partner of ValueAct Master Fund. VA Partners I, ValueAct Management
L.P., ValueAct Management LLC, ValueAct Holdings, ValueAct Holdings II, and
ValueAct Holdings GP also, directly or indirectly, may own interests in one
or more than one of the partnerships from time to time. Unless otherwise
indicated below, by reason of such relationship ValueAct Master Fund is
reported as having shared power to vote or to direct the vote, and shared
power to dispose or direct the disposition of, such shares of Common Stock,
with VA Partners I (only with respect to ValueAct Master Fund), ValueAct
Management L.P., ValueAct Management LLC, ValueAct Holdings, ValueAct
Holdings II, and ValueAct Holdings GP.
As of the date hereof, the Reporting Persons may be deemed to be the
beneficial owner of 1,222,756 shares of Common Stock, representing
approximately 5.7% of the Issuer's outstanding Common Stock. All percentages
set forth in this Schedule 13D are based upon 21,609,380 shares of Common
Stock outstanding, which is the Issuer's reported 26,113,884 outstanding
shares of Common Stock as of May 14, 2019 as reported in the Issuer's Tender
Offer Statement on Schedule TO, filed with the Securities and Exchange
Commission on May 17, 2019 less 4,504,504 shares of Common Stock reported to
have been repurchased by the Issuer based on the Issuer's press release dated
as of June 21, 2019.
(c) Except as disclosed in Item 4 hereto, the Reporting Person has not
effected any transactions in securities of the Issuer in the past sixty days.
(d) and (e) Not applicable.
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