WASHINGTON, D.C. 20549
(Amendment No. 6)*
D. Forest Wolfe
Angelo, Gordon & Co, L.P.
Tel. No.: (212) 692-8220
2300 N. Field Street
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D/A, and is filing this
schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g) check the following box ◻
The information required in 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, as amended (the “Act”), or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.
AMENDMENT NO. 5 TO SCHEDULE 13D
This Amendment No. 6 to Schedule 13D amends and supplements the Schedule 13D filed by (i) Angelo, Gordon & Co., L.P., a Delaware limited partnership (“Angelo Gordon”), (ii)
AG Partners, L.P., a Delaware limited partnership (“AG Partners”), (iii) JAMG LLC, a Delaware limited liability company (“JAMG”) and (iv) Michael L. Gordon (collectively with Angelo Gordon, AG Partners and JAMG, the “Reporting Persons”) with the
Securities and Exchange Commission (the “SEC”) on August 30, 2019, as amended by the Amendment No. 1 to Schedule 13D filed on October 21, 2019, Amendment No. 2 to Schedule 13D filed on November 5, 2019, Amendment No. 3 to Schedule 13D filed on
November 11, 2019, Amendment No. 4 to Schedule 13D filed on November 20, 2019 and Amendment No. 5 to Schedule 13D filed on January 22, 2020 (the “Schedule 13D”).
This Amendment No. 6 amends and supplements the Schedule 13D as specifically set forth herein.
All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D. Information given in response to each item
shall be deemed incorporated by reference in all other items, as applicable.
Item 5 of the Schedule 13D is hereby amended and restated to read as follows.
(a) - (b) Items 7 through 11 and 13 of each of the cover pages of this Schedule 13D are incorporated herein by reference. Such information is based on
405,787,759 shares of Common Stock outstanding as of November 8, 2019, as reported in the Issuer’s Form 10-Q filed with the Securities and Exchange Commission on November 12, 2019 and the shares of Common Stock issuable upon the conversion of the
Preferred Stock, as limited by the Conversion Cap.
Angelo Gordon, in its capacity as investment manager to the Accounts, has sole power to vote 41,777,038 shares of Common Stock and the power to dispose of
41,777,038 shares of Common Stock, consisting of 29,376,225 shares of Common Stock held in the Accounts and 12,400,813 shares of Common Stock issuable upon the conversion of the Preferred Stock, as limited by the Conversion Cap. As the sole general
partner of Angelo Gordon, AG Partners may be deemed to have the sole power to vote 41,777,038 shares of Common Stock and the power to dispose of 41,777,038 shares of Common Stock, as per above. As the general partner of AG Partners, JAMG may be
deemed to have the sole power to vote 41,777,038 shares of Common Stock and the power to dispose of 41,777,038 shares of Common Stock, as per the above. As the managing member of JAMG and the chief executive officer of Angelo Gordon, Michael L.
Gordon may be deemed to have sole power to vote 41,777,038 shares of Common Stock and the power to dispose of 41,777,038 shares of Common Stock, as per the above.
(c) Item 4 of this Schedule 13D is incorporated herein by reference. Transactions in the shares of Common Stock by the Reporting Persons since January 22, 2020
are listed in Annex A attached hereto, which is incorporated herein by reference.
(d) Not Applicable.
(e) Not Applicable.
Item 6.
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Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
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Item 6 of this Schedule 13D is supplemented and superseded, as the case may be, as follows:
The disclosure in Item 4 is incorporated by reference herein. The Securities Purchase Agreement is incorporated by reference herein.
Signature
After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true,
complete and correct.
Dated: February 13, 2020
Annex A
The following table sets forth all transactions by the Reporting Persons (on behalf of the Accounts) with respect to shares of Common Stock effected since
January 22, 2020, inclusive of any transactions effected through 4:00 p.m., New York City time, on February 13, 2020. Except as otherwise noted below, all such transactions were purchases of Common Stock effected in the open market, and the table
excludes commissions paid in per share prices.
(1) The sale price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.62 to $1.65, inclusive. The reporting persons undertake
to provide to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1) and (2).
(2) The sale price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.55 to $1.59, inclusive.
The following table sets forth all transactions by the Reporting Persons (on behalf of the Accounts) with respect to shares of Preferred Stock effected since
January 22, 2020, inclusive of any transactions effected through 4:00 p.m., New York City time, on February 13, 2020. Except as otherwise noted below, all such transactions were purchases of Preferred Stock effected in the open market, and the table
excludes commissions paid in per share prices.