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CUSIP NO. 92552V100 Page 6 of 8
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Item 3. Source and Amount of Funds or Other Consideration
The securities of the Issuer as to which this schedule is filed were
acquired by the Funds in the normal course of business.
The source of funds used for the purchase of the Issuer's securities
was the working capital of the Funds, including through the use of
capital contributions from their respective investors.
Item 4. Purpose of Transaction
The Reporting Persons are filing this Amendment No. 1 to report
recent open-market sales of securities of the Issuer that have decreased the
amount of Common Stock that the Reporting Person may be deemed to
beneficially own by an amount greater than one percent of the outstanding
Common Stock of the Issuer. The disposition of the securities of the Issuer
by the Reporting Persons was an investment decision based upon the Reporting
Persons' determination of several factors, including, without limitation, the
market price for such securities.
The Reporting Persons may further purchase, hold, vote, trade, dispose
or otherwise deal in the Common Stock at times, and in such manner, as they
deem advisable to benefit from changes in market prices of such Common Stock,
changes in the Issuer's operations, business strategy or prospects, or from
sale or merger of the Issuer. To evaluate such alternatives, the Reporting
Persons will routinely monitor the Issuer's operations, prospects, business
development, management, competitive and strategic matters, capital
structure, and prevailing market conditions, as well as alternative
investment opportunities, liquidity requirements of the Reporting Persons
and other investment considerations. Consistent with its investment
research methods and evaluation criteria, the Reporting Persons may discuss
such matters with management or directors of the Issuer, other shareholders,
industry analysts, existing or potential strategic partners or competitors,
investment and financing professionals, sources of credit and other
investors. Such factors and discussions may materially affect, and result
in, the Reporting Persons modifying their ownership of Common Stock,
exchanging information with the Issuer pursuant to appropriate
confidentiality or similar agreements, proposing changes in the Issuer's
operations, governance, management or capitalization, or in proposing one
or more of the other actions described in subsections (a) through (j) of
Item 4 of Schedule 13D.
The Reporting Persons reserve the right to formulate other plans and/or
make other proposals, and take such actions with respect to their investment
in the Issuer, including any or all of the actions set forth in paragraphs
(a) through (j) of Item 4 of Schedule 13D, or acquire additional Common Stock
or dispose of all the Common Stock owned by them, in the public
market or privately negotiated transactions. The Reporting Persons may at
any time reconsider and change their plans or proposals relating to the
foregoing.
Item 5. Interest in Securities of the Issuer
The information contained in rows 7, 8, 9, 10, 11 and 13 on each of
the cover pages of this Schedule 13D, the information set forth in Items
2 and 3 of this Schedule 13D is incorporated by reference in its entirety
into this Item 5.
(a),(b) As of April 24, 2019, FPR Partners, LLC, is the owner of
4,760,090 shares of the Issuer's Common Stock. Such shares represent
approximately 7.9% of the Issuer's outstanding shares of Common Stock, as
calculated based upon the 60,481,263 shares outstanding as of January 25,
2019, as reported by the Issuer in its Quarterly Report on Form 10-Q for the
period ending December 31, 2018, filed with the Securities and Exchange
Commission on February 11, 2019.
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