Page 9 of 11 – SEC Filing LCS and Levin has shared voting power over an additional 2,980,896 shares and
shared dispositive power over an additional 3,848,242 shares of Common Stock
that LCS may be deemed to beneficially own. Voting power is shared with the
applicable investment advisory client or the primary advisor over the funds. LCS
votes the shares of Common Stock of the Issuer beneficially owned by it based
upon internal procedures, however the applicable client or the primary advisor
on an account can instruct LCS to vote any proxy upon request and overrule
LCS.
Levin
has sole voting and dispositive power over an additional 259,324 shares of
Common Stock held in trust accounts for the benefit of his wife and children of
which he controls and shared voting and dispositive power over the 724,626
shares of Common Stock held in managed accounts held by various family members.
Voting and dispositive power over the 724,626 shares of Common Stock held in
managed accounts held by various family members is shared with such family
members.
(c)
During the past sixty days, the Reporting Persons have made the purchases and
sales of the Common Stock of the Issuer described on Appendix B hereto.
(d)
Neuberger Berman Absolute Return Multi-Manager Fund, a registered investment
company under the Investment Company Act of 1940, for which LCS acts as
sub-investment advisor has the right to receive dividends from, and the proceeds
from the sale of 290,867 shares. Neuberger Berman Absolute Return Multi Manager
UCITS Fund, an Irish registered Undertakings for Collective Investment in
Transferable Securities investment company, for which LCS acts as sub-investment
advisor has the right to receive dividends from, and the proceeds from the sale
of 4,773 shares.
(e)
On June 1, 2016, the Reporting Persons ceased to be the beneficial owner of more
than five percent of the shares of Common Stock.
ITEM 6. CONTRACTS,
ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE
ISSUER.
Item
6 is hereby amended to add the following:
LCS
has entered into swap contracts with an affiliate of JP Morgan with respect to
44,685shares of the Common Stock. Under the terms of the swap contracts, LCS is
only permitted to sell the shares back, at LCSs option at any time, to the swap
counterparty at prevailing market prices. LCS is not otherwise permitted to vote
or purchase/sell the underlying shares.
SIGNATURES
After reasonable inquiry and to the best of my
knowledge and belief, I certify that the information set forth in this statement
is true, complete and correct.
Dated: June 17, 2016
Levin Capital Trilogy Master Fund, Ltd. By: LCS, LLC, its General Partner By: /s/ John A. Levin John A. Levin Managing Member Levcap Alternative Fund, L.P. By: LCS Event Partners, LLC, its General
Partner By: /s/ John A. Levin John A. Levin Managing Member
LCS and Levin has shared voting power over an additional 2,980,896 shares and
shared dispositive power over an additional 3,848,242 shares of Common Stock
that LCS may be deemed to beneficially own. Voting power is shared with the
applicable investment advisory client or the primary advisor over the funds. LCS
votes the shares of Common Stock of the Issuer beneficially owned by it based
upon internal procedures, however the applicable client or the primary advisor
on an account can instruct LCS to vote any proxy upon request and overrule
LCS.
Levin
has sole voting and dispositive power over an additional 259,324 shares of
Common Stock held in trust accounts for the benefit of his wife and children of
which he controls and shared voting and dispositive power over the 724,626
shares of Common Stock held in managed accounts held by various family members.
Voting and dispositive power over the 724,626 shares of Common Stock held in
managed accounts held by various family members is shared with such family
members.
(c)
During the past sixty days, the Reporting Persons have made the purchases and
sales of the Common Stock of the Issuer described on Appendix B hereto.
(d)
Neuberger Berman Absolute Return Multi-Manager Fund, a registered investment
company under the Investment Company Act of 1940, for which LCS acts as
sub-investment advisor has the right to receive dividends from, and the proceeds
from the sale of 290,867 shares. Neuberger Berman Absolute Return Multi Manager
UCITS Fund, an Irish registered Undertakings for Collective Investment in
Transferable Securities investment company, for which LCS acts as sub-investment
advisor has the right to receive dividends from, and the proceeds from the sale
of 4,773 shares.
(e)
On June 1, 2016, the Reporting Persons ceased to be the beneficial owner of more
than five percent of the shares of Common Stock.
ITEM 6. CONTRACTS,
ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE
ISSUER.
Item
6 is hereby amended to add the following:
LCS
has entered into swap contracts with an affiliate of JP Morgan with respect to
44,685shares of the Common Stock. Under the terms of the swap contracts, LCS is
only permitted to sell the shares back, at LCSs option at any time, to the swap
counterparty at prevailing market prices. LCS is not otherwise permitted to vote
or purchase/sell the underlying shares.
SIGNATURES
After reasonable inquiry and to the best of my
knowledge and belief, I certify that the information set forth in this statement
is true, complete and correct.
Dated: June 17, 2016
| Levin Capital Trilogy Master Fund, Ltd. | |
| By: LCS, LLC, its General Partner | |
| By: /s/ John A. Levin | |
| John A. Levin | |
| Managing Member | |
| Levcap Alternative Fund, L.P. | |
| By: LCS Event Partners, LLC, its General Partner | |
| By: /s/ John A. Levin | |
| John A. Levin | |
| Managing Member |
