SCHEDULE 13D
This Amendment No. 1 (the Amendment) relates to the Statement of Beneficial Ownership on Schedule 13D filed jointly by Magnetar Financial LLC, a Delaware limited liability company (Magnetar Financial), Magnetar Capital Partners LP, a Delaware limited partnership (Magnetar Capital Partners), Supernova Management LLC, a Delaware limited liability company (Supernova Management), and Alec N. Litowitz (Mr. Litowitz) (collectively, the Reporting Persons) with the SEC on December 20, 2018, (as amended by this Amendment, the Schedule 13D).
Except as set forth below, all Items of the Schedule 13D remain unchanged. All capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Schedule 13D.
Item 4. Purpose of Transaction
Item 4 of the Schedule 13D is hereby amended to add the following information for updating:
Since the filing of the 13D with the SEC on December 20, 2018, the Reporting Persons sold 127,105 between December 26, 2018 and December 31, 2018 reported herein which consists of 39,820 Shares sold for the benefit of MSW Master Fund and 87,285 Shares sold for the benefit of the ICAV.
Item 5. Interest in Securities of the Issuer
Item 5 of the Schedule 13D is hereby amended to add the following information for updating:
(a)
As of the close of business on December 31, 2018, each of the Reporting Persons may have been deemed to have beneficial ownership of 5,823,496 Shares, which consists of (i) 311,219 Shares held for the benefit of Magnetar Capital Master Fund, (ii) 2,390,994 Shares held for the benefit of PRA Master Fund, (iii) 1,167,082 Shares held for the benefit of Constellation Fund; (iv) 177,206 Shares held for the benefit of MSW Master Fund; (v) 37,890 Shares held for the benefit of Premia Master Fund and (vi) 1,759,105 Shares held for the benefit of the ICAV, and all such Shares represents a beneficial ownership of approximately 4.96% of the Shares.
(b)
As of the close of business on December 31, 2018, each of the Reporting Persons may have been deemed to share the power to vote and direct the disposition of 5,823,496 Shares, which consists of (i) 311,219 Shares held for the benefit of Magnetar Capital Master Fund, (ii) 2,390,994 Shares held for the benefit of PRA Master Fund, (iii) 1,167,082 Shares held for the benefit of Constellation Fund; (iv) 177,206 Shares held for the benefit of MSW Master Fund; (v) 37,890 Shares held for the benefit of Premia Master Fund and (vi) 1,759,105 Shares held for the benefit of the ICAV, and all such Shares represents a beneficial ownership of approximately 4.96% of the Shares.
(c)
Except as set forth on
Schedule A
attached hereto, the Funds had no transactions since the filing of the Schedule 13D on December 20, 2018 through the close of business on December 31, 2018. All of the transactions set forth on
Schedule A
attached hereto were effected in the ordinary course of business of Magnetar Financial for the accounts of each of the Funds.
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SCHEDULE A
Funds
Date
|
|
Number of Shares
(Sold)
|
|
Price Per Share($) (1)(2)
|
|
12/26/18
|
|
(38,100
|
)
|
21.07081
|
(3)
|
12/27/18
|
|
(35,600
|
)
|
21.11317
|
(4)
|
12/28/18
|
|
(37,400
|
)
|
21.45903
|
(5)
|
12/31/18
|
|
(16,005
|
)
|
21.52151
|
(6)
|
(1) Excludes commissions and other execution-related costs.
(2) Upon request by the staff of the Securities and Exchange Commission, full information regarding the number of shares sold at each separate price will be provided.
(3) Reflects a weighted average sale price of $21.07081 per share, at prices ranging from $20.93 to $21.30 per share.
(4) Reflects a weighted average sale price of $21.11317 per share, at prices ranging from $20.96 to $21.315 per share.
(5) Reflects a weighted average sale price of $21.45903 per share, at prices ranging from $21.18 to $21.68 per share.
(6) Reflects a weighted average sale price of $21.52151 per share, at prices ranging from $21.42 to $21.67 per share.
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