Page 8 of 13 – SEC Filing The following constitutes Amendment No. 1 to the Schedule 13D filed by the undersigned (“Amendment No. 1”). This Amendment No. 1 amends the Schedule 13D as specifically set forth herein. Item 3. Source and Amount of Funds or Other Consideration.
Item 3 is hereby amended and restated to read as follows: The 6,513,514 Shares directly owned by Mangrove Master Fund were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases, except as otherwise noted, as set forth in Schedule B annexed hereto (“Schedule B”). The aggregate purchase price of the 6,513,514 Shares directly owned by Mangrove Master Fund is, in U.S. dollar terms, approximately $13,932,368, excluding brokerage commissions. Item 5. Interest in Securities of the Issuer.
Items 5(a)-(c) are hereby amended and restated to read as follows: The aggregate percentage of Shares reported owned by each person named herein is based upon 121,624,829 Shares outstanding, as of March 3, 2016, which is the total number of Shares outstanding as reported in the Issuer’s Form 10-K filed with the Securities and Exchange Commission on March 7, 2016. A. Mangrove Master Fund
(a) As of the close of business on the date hereof, Mangrove Master Fund directly owned 6,513,514 Shares.
Percentage: Approximately 5.4% (b) 1. Sole power to vote or direct vote: 0
2. Shared power to vote or direct vote: 6,513,514
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 6,513,514
(c) The transactions in the Shares by Mangrove Master Fund during the past sixty (60) days are set forth in Schedule B and are incorporated herein by reference.
B. Mangrove Fund
(a) As of the close of business on the date hereof, Mangrove Fund, as a controlling shareholder of Mangrove Master Fund, may be deemed to beneficially own the 6,513,514 Shares directly owned by Mangrove Master Fund.
Percentage: Approximately 5.4% (b) 1. Sole power to vote or direct vote: 0
2. Shared power to vote or direct vote: 6,513,514
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 6,513,514
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The following constitutes Amendment No. 1 to the Schedule 13D filed by the undersigned (“Amendment No. 1”). This Amendment No. 1 amends the Schedule 13D as specifically set forth herein.
| Item 3. | Source and Amount of Funds or Other Consideration. |
Item 3 is hereby amended and restated to read as follows:
The 6,513,514 Shares directly owned by Mangrove Master Fund were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases, except as otherwise noted, as set forth in Schedule B annexed hereto (“Schedule B”). The aggregate purchase price of the 6,513,514 Shares directly owned by Mangrove Master Fund is, in U.S. dollar terms, approximately $13,932,368, excluding brokerage commissions.
| Item 5. | Interest in Securities of the Issuer. |
Items 5(a)-(c) are hereby amended and restated to read as follows:
The aggregate percentage of Shares reported owned by each person named herein is based upon 121,624,829 Shares outstanding, as of March 3, 2016, which is the total number of Shares outstanding as reported in the Issuer’s Form 10-K filed with the Securities and Exchange Commission on March 7, 2016.
| A. | Mangrove Master Fund |
| | (a) | As of the close of business on the date hereof, Mangrove Master Fund directly owned 6,513,514 Shares. |
Percentage: Approximately 5.4%
| | (b) | 1. Sole power to vote or direct vote: 0 |
| | 2. Shared power to vote or direct vote: 6,513,514 |
| | 3. Sole power to dispose or direct the disposition: 0 |
| | 4. Shared power to dispose or direct the disposition: 6,513,514 |
| | (c) | The transactions in the Shares by Mangrove Master Fund during the past sixty (60) days are set forth in Schedule B and are incorporated herein by reference. |
| B. | Mangrove Fund |
| | (a) | As of the close of business on the date hereof, Mangrove Fund, as a controlling shareholder of Mangrove Master Fund, may be deemed to beneficially own the 6,513,514 Shares directly owned by Mangrove Master Fund. |
Percentage: Approximately 5.4%
| | (b) | 1. Sole power to vote or direct vote: 0 |
| | 2. Shared power to vote or direct vote: 6,513,514 |
| | 3. Sole power to dispose or direct the disposition: 0 |
| | 4. Shared power to dispose or direct the disposition: 6,513,514 |
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