Page 8 of 12 – SEC Filing
NAME | ADDRESS | OCCUPATION |
Paul E. Singer | 40 West 57th St. New York, New York 10019 | Sole Managing Member of Elliott Advisors; General partner of Capital Advisors; President of EICA; and a managing member of Special GP |
(d) and (e) During the last five years, none of the persons or entities listed above has been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors); or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. |
(f) Singer is a citizen of the United States of America. |
Item 3. | SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION |
Elliott Working Capital | The aggregate purchase price of the Common Shares directly owned by Elliott and through Liverpool (as defined below) is approximately $29,311,867. The aggregate purchase price of the Physical Derivative Agreements directly owned by Elliott is approximately $5,478,359. |
Elliott International Working Capital | The aggregate purchase price of the Common Shares directly owned by Elliott International is approximately $62,287,591. The aggregate purchase price of Physical Derivative Agreements owned by Elliott International is approximately $11,641,513. |
The Reporting Persons may effect purchases of the Common Shares through margin accounts maintained for them with prime brokers, which extend margin credit as and when required to open or carry positions in their margin accounts, subject to applicable federal margin regulations, stock exchange rules and such firms’ credit policies. Positions in the Common Shares may be held in margin accounts and may be pledged as collateral security for the repayment of debit balances in such accounts. Since other securities may be held in such margin accounts, it may not be possible to determine the amounts, if any, of margin used to purchase the Common Shares. |
Item 4. | PURPOSE OF TRANSACTION |
The Reporting Persons believe that the Issuer is well positioned in the GDS industry, especially in high growth travel markets, and that it possesses a fast growing and strategic business in the travel payments industry. The Reporting Persons believe the securities of the Issuer are undervalued and represent an attractive investment opportunity. The Reporting Persons will seek to engage in a dialogue with the Issuer’s Board of Directors (the “Board“) and/or management about numerous operational and strategic opportunities to maximize shareholder value, and will encourage the Issuer to undertake a strategic review of, and initiate a process to explore, or otherwise consider, the sale of the Issuer or certain of the Issuer’s businesses or assets, including transactions in which the Reporting Persons will seek to participate as a purchaser or investor. |