Page 7 of 8 – SEC Filing Item 5. INTEREST IN SECURITIES OF THE ISSUER
Paragraphs (a) and (b) of Item 5 of the Schedule 13D are hereby
amended and restated in their entireties, and Item 5(e) is hereby added, as follows:
(a) The aggregate number of shares of Common Stock to which this
Schedule 13D relates is 11,549,268 shares of Common Stock, constituting approximately 3.2% of the outstanding Common Stock. All
percentages set forth herein are based upon 359,484,808 shares of Common Stock outstanding as of February 9, 2016, as reported
in the Issuer’s Annual Report on Form 10-K filed with the SEC on February 18, 2016.
Representatives of the Reporting Persons previously engaged in discussions
with PAR Capital Management, Inc. (“PAR”) regarding their strategies to enhance shareholder value, including regarding
the nomination of Mr. Harford for election to the Board. However, as a result of the Settlement Agreement, the Altimeter Parties,
Mr. Harford, and PAR are no longer members of “group” as defined in Rule 13d-5 of the Exchange Act, and, accordingly,
shares of Common Stock beneficially owned by each of the Altimeter Parties, PAR, and Mr. Harford are no longer deemed to be beneficially
owned by each other.
The Reporting Persons (i) own (and will continue to own) less than
5% of the total outstanding Common Stock for purposes of Treasury Regulation Section 1.382-2T(g), (ii) have the sole right to dividends
and/or proceeds from the sale of the Common Stock reported in Item 11 of the cover pages to this Schedule 13D and have no dividend
or voting rights in any other shares of Common Stock, and (iii) do not have any formal or informal understanding with PAR or any
other stockholder of the Issuer to make any coordinated acquisitions of, or investment decisions with respect to, the Common Stock.
(b) Each of the Investment Manager, the Fund, and Mr.
Gerstner, has the shared power to vote or to direct the vote or to dispose or to direct the disposition of
11,509,268 shares of Common Stock. Mr. Harford has the sole power to vote or direct the vote or to dispose or direct
the disposition of 40,000 shares of Common Stock.
(e) As a result of the Settlement Agreement, on April 19,
2016, the Reporting Persons may no longer be deemed the beneficial owners (determined in accordance with Rule 13d-3 under the Exchange
Act) of more than 5% of the outstanding shares of Common Stock. Accordingly, this Amendment No. 2 constitutes an exit filing for
the Reporting Persons.
Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
Item 6 of the Schedule 13D is hereby amended and supplemented by
the addition of the following:
The Investment Manager is a party to the Settlement Agreement, which attached as Exhibit 3, to this Schedule 13D and is incorporated by reference herein.
Item 7. EXHIBITS
Item 7 of the Schedule 13D is hereby amended and supplemented by the addition of the following:
Exhibit Description 3 Settlement Agreement, dated April 19, 2016.
| Item 5. | INTEREST IN SECURITIES OF THE ISSUER |
| Paragraphs (a) and (b) of Item 5 of the Schedule 13D are hereby |
| (a) The aggregate number of shares of Common Stock to which this Representatives of the Reporting Persons previously engaged in discussions The Reporting Persons (i) own (and will continue to own) less than (b) Each of the Investment Manager, the Fund, and Mr. (e) As a result of the Settlement Agreement, on April 19, |
| Item 6. | CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER |
| Item 6 of the Schedule 13D is hereby amended and supplemented by |
| The Investment Manager is a party to the Settlement Agreement, which attached as Exhibit 3, to this Schedule 13D and is incorporated by reference herein. |
| Item 7. | EXHIBITS |
| Item 7 of the Schedule 13D is hereby amended and supplemented by the addition of the following: |
| Exhibit | Description |
| 3 | Settlement Agreement, dated April 19, 2016. |
