Amended Statement of Ownership (sc 13g/a)
February 14 2013 - 4:51PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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SCHEDULE 13G/A
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Under the Securities Exchange Act of 1934
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(Amendment
No. 1)*
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Home Loan
Servicing Solutions, Ltd.
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(Name of Issuer)
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Ordinary
Shares, par value $0.01 per share
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(Title of Class of Securities)
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G6648D109
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(CUSIP Number)
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December
31, 2012
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(Date of event which requires filing of this statement)
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Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed:
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¨
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Rule 13d-1(b)
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x
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Rule 13d-1(c)
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¨
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Rule 13d-1(d)
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(Page 1 of 12 Pages)
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______________________________
*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
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13G/A
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Page
2
of 12 Pages
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1
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NAMES OF REPORTING PERSONS Empyrean Capital Fund, LP
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
¨
(b)
¨
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
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5
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SOLE VOTING POWER
0
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6
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SHARED VOTING POWER
0
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7
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SOLE DISPOSITIVE POWER
0
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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¨
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0%
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12
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TYPE OF REPORTING PERSON
PN
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CUSIP No. G6648D109
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13G/A
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Page
3
of 12 Pages
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1
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NAMES
OF REPORTING
PERSONS
Empyrean Capital Overseas Master Fund, Ltd.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
¨
(b)
¨
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
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5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
0
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7
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SOLE DISPOSITIVE POWER
0
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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¨
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0%
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12
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TYPE OF REPORTING PERSON
CO
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CUSIP No. G6648D109
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13G/A
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Page
4
of 12 Pages
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1
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NAMES OF REPORTING PERSONS Empyrean Capital Partners, LP
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
¨
(b)
¨
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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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
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0%
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12
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TYPE OF REPORTING PERSON
PN
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CUSIP No. G6648D109
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13G/A
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Page
5
of 12 Pages
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1
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NAMES OF REPORTING PERSONS Empyrean Associates, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
¨
(b)
¨
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3
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SEC USE ONLY
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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
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TYPE OF REPORTING PERSON
OO
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CUSIP No. G6648D109
|
13G/A
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Page
6
of 12 Pages
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1
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NAMES OF REPORTING PERSONS Amos Meron
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
¨
(b)
¨
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States & Israel
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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
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TYPE OF REPORTING PERSON
IN
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CUSIP No. G6648D109
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13G/A
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Page
7
of 12 Pages
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1
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NAMES OF REPORTING PERSONS Michael Price
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
¨
(b)
¨
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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
|
|
|
|
|
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CUSIP No. G6648D109
|
13G/A
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Page
8
of 12 Pages
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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).
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NAME OF ISSUER.
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The name of the issuer is Home Loan Servicing Solutions, Ltd. (the "Company").
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Item 1
(b).
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ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
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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.
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Item 2(a).
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NAME OF PERSON FILING:
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This statement is filed by:
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(i)
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Empyrean Capital Fund, LP ("ECF"), a Delaware limited partnership, with respect to the Ordinary Shares directly held by it;
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(ii)
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Empyrean Capital Overseas Master Fund, Ltd. ("ECOMF"), a Cayman Islands corporation, with respect to the Ordinary Shares directly held by it;
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(iii)
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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;
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(iv)
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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
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(v)
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Messrs. Amos Meron and Michael Price, with respect to the shares of Ordinary Shares directly held by each of ECF and ECOMF.
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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.
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Item 2
(b).
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ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
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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.
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CUSIP No. G6648D109
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13G/A
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Page
9
of 12 Pages
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ECF - a Delaware limited partnership
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ECOMF - a Cayman Island corporation
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ECP - a Delaware limited partnership
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EA - a Delaware limited liability company
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Amos Meron - United States & Israel
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Michael Price - United States
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Item 2
(d).
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TITLE OF CLASS OF SECURITIES:
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Ordinary Shares, Par Value $0.01 Per Share (the "Ordinary Shares")
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Item 2
(e).
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CUSIP NUMBER:
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G6648D109
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Item 3.
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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:
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(a)
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¨
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Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);
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(b)
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¨
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Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);
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(c)
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¨
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Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
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(d)
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¨
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Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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(e)
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¨
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Investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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(f)
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¨
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Employee benefit plan or endowment
fund in accordance with
§ 240.13d-1(b)(1)(ii)(F);
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(g)
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¨
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Parent holding company or control person in
accordance with
§ 240.13d-1(b)(1)(ii)(G);
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(h)
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¨
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Savings association as defined in Section
3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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¨
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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);
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(j)
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¨
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Non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
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(k)
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¨
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Group, in accordance with § 240.13d-1(b)(1)(ii)(K).
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If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please
specify
the type of institution: _______________________________________
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CUSIP No. G6648D109
|
13G/A
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Page
10
of 12 Pages
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A.
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Empyrean Capital Fund, LP
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(a)
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Amount beneficially owned: 0
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(b)
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Percent of class: 0%
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(c)
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(i)
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Sole power to vote or direct the vote: 0
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(ii)
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Shared power to vote or direct the vote: 0
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(iii)
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Sole power to dispose or direct the disposition: 0
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(iv)
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Shared power to dispose or direct the disposition of: 0
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B.
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Empyrean Capital Overseas Master Fund, Ltd.
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(a)
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Amount beneficially owned: 0
|
|
|
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(b)
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Percent of class: 0%
|
|
|
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(c)
|
(i)
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Sole power to vote or direct the vote: 0
|
|
|
|
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(ii)
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Shared power to vote or direct the vote: 0
|
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(iii)
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Sole power to dispose or direct the disposition: 0
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(iv)
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Shared power to dispose or direct the disposition: 0
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C.
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Empyrean Capital Partners, LP
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(a)
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Amount beneficially owned: 0
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|
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(b)
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Percent of class: 0%
|
|
|
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(c)
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(i)
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Sole power to vote or direct the vote: 0
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(ii)
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Shared power to vote or direct the vote: 0
|
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|
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(iii)
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Sole power to dispose or direct the disposition: 0
|
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|
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(iv)
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Shared power to dispose or direct the disposition: 0
|
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D.
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Empyrean Associates, LLC
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(a)
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Amount beneficially owned: 0
|
|
|
|
(b)
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Percent of class: 0%
|
|
|
|
(c)
|
(i)
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Sole power to vote or direct the vote: 0
|
|
|
|
|
(ii)
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Shared power to vote or direct the vote: 0
|
|
|
|
|
(iii)
|
Sole power to dispose or direct the disposition: 0
|
|
|
|
|
(iv)
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Shared power to dispose or direct the disposition: 0
|
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E.
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Amos Meron
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(a)
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Amount beneficially owned: 0
|
|
|
|
(b)
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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)
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Shared power to dispose or direct the disposition: 0
|
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F.
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Michael Price
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(a)
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Amount beneficially owned: 0
|
|
|
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(b)
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Percent of class: 0%
|
|
|
|
(c)
|
(i)
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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
|
|
|
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(iv)
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Shared power to dispose or direct the disposition: 0
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CUSIP No. G6648D109
|
13G/A
|
Page
11
of 12 Pages
|
Item 5.
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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]
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Item 6.
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OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
|
|
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Not applicable.
|
Item 7.
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IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
|
|
|
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Not applicable.
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Item 8.
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IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
|
|
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Not Applicable.
|
Item 9.
|
NOTICE OF DISSOLUTION OF GROUP.
|
|
|
|
Not applicable.
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Each of the Reporting Persons hereby makes the following certification:
|
|
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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
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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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