SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G/A
 
Under the Securities Exchange Act of 1934

(Amendment No. 1)*

 
 

Home Loan Servicing Solutions, Ltd.

(Name of Issuer)
 

Ordinary Shares, par value $0.01 per share

(Title of Class of Securities)
 

G6648D109

(CUSIP Number)
 

December 31, 2012

(Date of event which requires filing of this statement)
 
 
Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed:
 
¨ Rule 13d-1(b)
x Rule 13d-1(c)
¨ Rule 13d-1(d)
 
(Page 1 of 12 Pages)

 

______________________________

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

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 ("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).

 

 
CUSIP No. G6648D109 13G/A Page 2 of 12 Pages

 

     
1 NAMES OF REPORTING PERSONS                                                                         Empyrean Capital Fund, LP
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

0

6

SHARED VOTING POWER

0

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

0

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

0

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0%

12

TYPE OF REPORTING PERSON

PN

           

 

 
CUSIP No. G6648D109 13G/A Page 3 of 12 Pages

 

     
1 NAMES OF REPORTING PERSONS                                          Empyrean Capital Overseas 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 Islands

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

0

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

0

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

0

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0%

12

TYPE OF REPORTING PERSON

CO

           

 

 

 

 
CUSIP No. G6648D109 13G/A Page 4 of 12 Pages

 

     
1 NAMES OF REPORTING PERSONS                                                                    Empyrean Capital Partners, LP
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

0

6

SHARED VOTING POWER

0

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

0

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

0

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0%

12

TYPE OF REPORTING PERSON

PN

           

 

 

 
CUSIP No. G6648D109 13G/A Page 5 of 12 Pages

 

     
1 NAMES OF REPORTING PERSONS                                                                          Empyrean Associates, 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

0

6

SHARED VOTING POWER

0

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

0

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

0

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0%

12

TYPE OF REPORTING PERSON

OO

           

 

 
CUSIP No. G6648D109 13G/A Page 6 of 12 Pages

 

     
1 NAMES OF REPORTING PERSONS                                                                                                Amos Meron
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United States & Israel

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

0

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

0

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

0

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0%

12

TYPE OF REPORTING PERSON

IN

           

 

 

 
CUSIP No. G6648D109 13G/A Page 7 of 12 Pages

 

     
1 NAMES OF REPORTING PERSONS                                                                                                Michael Price
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

0

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

0

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

0

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0%

12

TYPE OF REPORTING PERSON

IN

           

 

 

 
CUSIP No. G6648D109 13G/A Page 8 of 12 Pages

 

 

This Amendment No. 1 (this "Amendment") amends the statement on Schedule 13G filed on March 13, 2012 (the "Original Schedule 13G" and the Original Schedule 13G as amended, the "Schedule 13G"), with respect to the shares of Common Stock (as defined below) of the Company (as defined below).  Capitalized terms used herein and not otherwise defined in this Amendment have the meanings set forth in the Schedule 13G.

 

Item 1(a). NAME OF ISSUER.
   
  The name of the issuer is Home Loan Servicing Solutions, Ltd. (the "Company").

 

Item 1 (b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
   
  The Company's principal executive offices are located at c/o Intertrust Corporate Services (Cayman) Limited, 190 Elgin Avenue, George Town, Grand Cayman KY1-9005, Cayman Islands.

 

Item 2(a). NAME OF PERSON FILING:

 

  This statement is filed by:
   
  (i) Empyrean Capital Fund, LP ("ECF"), a Delaware limited partnership, with respect to the Ordinary Shares directly held by it;
   
  (ii) Empyrean Capital Overseas Master Fund, Ltd. ("ECOMF"), a Cayman Islands corporation, with respect to the Ordinary Shares directly held by it;
   
  (iii) Empyrean Capital Partners, LP ("ECP"), a Delaware limited partnership, which serves as investment manager to ECF and ECOMF with respect to the shares of Ordinary Shares directly held by ECF and ECOMF;
   
  (iv) Empyrean Associates, LLC ("EA"), a Delaware limited liability company and the general partner of ECF with respect to the shares of Ordinary Shares directly held by ECF; and
   
  (v) Messrs. Amos Meron and Michael Price, with respect to the shares of Ordinary Shares directly held by each of ECF and ECOMF.
   
 

The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons." Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party.

 

The foregoing should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of Ordinary Shares owned by another Reporting Person.

 

Item 2 (b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:

 

  The address of the business office of each of the Reporting Persons is c/o Empyrean Capital Partners, LP, 10250 Constellation Boulevard, Suite 2950, Los Angeles, CA 90067.

 

 
CUSIP No. G6648D109 13G/A Page 9 of 12 Pages

 

Item 2 (c). CITIZENSHIP:

 

  ECF - a Delaware limited partnership
  ECOMF - a Cayman Island corporation
  ECP - a Delaware limited partnership
  EA - a Delaware limited liability company
  Amos Meron - United States & Israel
  Michael Price - United States

 

Item 2 (d). TITLE OF CLASS OF SECURITIES:
   
  Ordinary Shares, Par Value $0.01 Per Share (the "Ordinary Shares")

 

Item 2 (e). CUSIP NUMBER:
   
  G6648D109

 

Item 3. IF THIS STATEMENT IS FILED PURSUANT TO §§ 240.13d-1(b) OR 240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:

 

  (a) ¨  Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);
  (b) ¨  Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);
  (c) ¨  Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
  (d) ¨  Investment company registered under Section 8 of the Investment Company Act  of 1940 (15 U.S.C. 80a-8);
  (e) ¨  Investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
  (f) ¨

Employee benefit plan or endowment fund in accordance with  
 § 240.13d-1(b)(1)(ii)(F); 

  (g) ¨

Parent holding company or control person in accordance with

§ 240.13d-1(b)(1)(ii)(G);

  (h) ¨

Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); 

  (i) ¨

Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3); 

  (j) ¨ Non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
  (k) ¨ Group, in accordance with § 240.13d-1(b)(1)(ii)(K).

 

 

If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please

specify the type of institution: _______________________________________

 

 
CUSIP No. G6648D109 13G/A Page 10 of 12 Pages

 

Item 4. OWNERSHIP .

 

  A. Empyrean Capital Fund, LP
      (a) Amount beneficially owned:  0
      (b) Percent of class: 0%
      (c) (i) Sole power to vote or direct the vote:  0
        (ii) Shared power to vote or direct the vote:  0
        (iii) Sole power to dispose or direct the disposition:  0
        (iv) Shared power to dispose or direct the disposition of:  0

 

  B. Empyrean Capital Overseas Master Fund, Ltd.
      (a) Amount beneficially owned: 0
      (b) Percent of class:  0%
      (c) (i) Sole power to vote or direct the vote:  0
        (ii) Shared power to vote or direct the vote:  0
        (iii) Sole power to dispose or direct the disposition:  0
        (iv) Shared power to dispose or direct the disposition:  0

 

  C. Empyrean Capital Partners, LP
      (a) Amount beneficially owned:  0
      (b) Percent of class:  0%
      (c) (i) Sole power to vote or direct the vote:  0
        (ii) Shared power to vote or direct the vote:  0
        (iii) Sole power to dispose or direct the disposition:  0
        (iv) Shared power to dispose or direct the disposition:  0

 

  D. Empyrean Associates, LLC
      (a) Amount beneficially owned:  0
      (b) Percent of class:  0%
      (c) (i) Sole power to vote or direct the vote:  0
        (ii) Shared power to vote or direct the vote:  0
        (iii) Sole power to dispose or direct the disposition:  0
        (iv) Shared power to dispose or direct the disposition:  0

 

  E. Amos Meron
      (a) Amount beneficially owned:  0
      (b) Percent of class:  0%
      (c) (i) Sole power to vote or direct the vote:  0
        (ii) Shared power to vote or direct the vote:  0
        (iii) Sole power to dispose or direct the disposition:  0
        (iv) Shared power to dispose or direct the disposition:  0

 

  F. Michael Price
      (a) Amount beneficially owned:  0
      (b) Percent of class:  0%
      (c) (i) Sole power to vote or direct the vote:  0
        (ii) Shared power to vote or direct the vote:  0
        (iii) Sole power to dispose or direct the disposition:  0
        (iv) Shared power to dispose or direct the disposition:  0

 

 
CUSIP No. G6648D109 13G/A Page 11 of 12 Pages

 

Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
   
  If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following [X]

 

Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
   
  Not applicable.

 

Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
   
  Not applicable.

 

Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
   
  Not Applicable.

 

Item 9. NOTICE OF DISSOLUTION OF GROUP.
   
  Not applicable.

 

Item 10. CERTIFICATION.

 

  Each of the Reporting Persons hereby makes the following certification:
   
  By signing below each Reporting Person certifies that, to the best of its 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.

 

 
CUSIP No. G6648D109 13G/A Page 12 of 12 Pages

 

SIGNATURES

After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

DATED: February 14, 2013

 

  empyrean capital partners, lp
    By: Empyrean Capital, LLC, its General Partner
   
  By: /s/ C. Martin Meekins
  Name:  C. Martin Meekins
  Title:     Authorized Signatory
   
  Empyrean capital fund, lp
  By: Empyrean Capital Partners, LP,
  its Investment Manager
    By: Empyrean Capital, LLC, its General Partner
   
  By: /s/ C. Martin Meekins
  Name:  C. Martin Meekins
  Title:     Authorized Signatory
   
  Empyrean Capital Overseas MASTER Fund, Ltd.
  By: Empyrean Capital Partners, LP,
  its Investment Manager
    By: Empyrean Capital, LLC, its General Partner
   
  By: /s/ C. Martin Meekins
  Name:  C. Martin Meekins
  Title:     Authorized Signatory
   
  Empyrean Associates, llc
   
  By: /s/ C. Martin Meekins
  Name:  C. Martin Meekins
  Title:     Authorized Signatory
   
  /s/ Amos Meron                                  
  Amos Meron
   
  /s/ Michael Price                                 
  Michael Price

 

 

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