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Filing Details

Accession Number:: 0000899681-20-000015
Form Type:: 13G Filing
Publication Date:: 2020-02-10 16:44:22

Filed By:: York Capital Management
Company:: Oi S.a. (NYSE:OIBR)
Filing Date:: 2020-02-10
SEC Url:: 13G Filing

Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name	Sole Voting Power	Shared Voting Power	Sole Dispositive Power	Shared Dispositive Power	Aggregate Amount Owned Power	Percent of Class
York Capital Management Global Advisors	353,692,905	0	353,692,905	0	353,692,905	6.10%

Filing

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13G*

(Rule 13d-102)

INFORMATION TO BE INCLUDED

IN STATEMENTS FILED PURSUANT

TO RULES 13d-1(b), (c), AND

(d) AND AMENDMENTS THERETO

FILED PURSUANT TO RULE 13d-2

(AMENDMENT NO. 1)*

Oi S.A. – In Judicial Reorganization

(Name of Issuer)

American Depositary Receipts, each representing five Common Shares

(Title of Class of Securities)

670851500¹

(CUSIP Number)

January 31, 2020

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

X Rule 13d-1(b)

☐ Rule 13d-1(c)

☐ Rule 13d-1(d)

*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).

¹ This CUSIP number applies to American Depositary Receipts, each representing five common shares, no par value, of the Issuer (“Common Shares”).

1	NAMES OF REPORTING PERSONS
	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	York Capital Management Global Advisors, LLC

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY


4	CITIZENSHIP OR PLACE OF ORGANIZATION
	New York

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			353,692,905 Common Shares²

		6	SHARED VOTING POWER
			0

		7	SOLE DISPOSITIVE POWER
			353,692,905 Common Shares²

		8	SHARED DISPOSITIVE POWER
			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	353,692,905 Common Shares²

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	6.10%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IA

² These 353,692,905 Common Shares are held in the form of 70,738,581 American Depositary Receipts.

Item 1(a).

Name of Issuer:

Oi S.A. – In Judicial Reorganization

Item 1(b).

Address of Issuer's Principal Executive Offices:

Rua Humberto de Campos 425, 8^th floor, Leblon

22430-190 Rio de Janeiro, RJ

Federative Republic of Brazil

Item 2(a).

Name of Person Filing:

This Schedule is being filed by York Capital Management Global Advisors, LLC (“YGA”) with respect to:

(i)	2,918,247 American Depositary Receipts directly owned by York European Strategic Investors Holdings Fund, L.P., a Cayman Islands exempted limited partnership (“York European Strategic Investors”), the general partner of which is York Offshore Holdings II, L.L.C.;

(ii)	14,929,908 American Depositary Receipts directly owned by York European Opportunities Investments Master Fund, L.P., a Cayman Islands exempted limited partnership (“York European Opportunities”), the general partner of which is York European Opportunities Domestic Holdings, LLC;

(iii)

3,071,240 American Depositary Receipts directly owned by York European Focus Master Fund, L.P., a Cayman Islands exempted limited partnership (“York European Focus”), the general partner of which is York European Focus Domestic Holdings, LLC;

(iv)	5,888,276 American Depositary Receipts directly owned by York Multi-Strategy Master Fund, L.P., a Cayman Islands exempted limited partnership (“York Multi-Strategy”), the general partner of which is Dinan Management, L.L.C.;

(v)	8,248 American Depositary Receipts directly owned by York Insurance Dedicated Fund, LLC, a Delaware limited liability company (“York Insurance Dedicated”), the managing member of which is York Managed Holdings, LLC (“York Managed Holdings”);

(vi)	2,765,343 American Depositary Receipts directly owned by York European Strategic Metric Master, L.P., a Cayman Islands exempted limited partnership (“York European Strategic Metric”), the general partner of which is York Asian Strategic Holdings, LLC;

(vii)

836,642 American Depositary Receipts directly owned by Jorvik Multi-Strategy Master Fund, L.P., a Cayman Islands exempted limited partnership (“Jorvik”), the general partner of which is Dinan Management, L.L.C.;

(viii)

1,411,319 American Depositary Receipts directly owned by Exuma Capital, L.P., a Cayman Islands exempted limited partnership (“Exuma”), the general partner of which is Exuma Management, LLC;

(ix)	18,251,732 American Depositary Receipts directly owned by York Credit Opportunities Investments Master Fund, L.P., a Cayman Islands exempted limited partnership (“York Credit Opportunities Master”), the general partner of which is York Credit Opportunities Domestic Holdings, LLC;

(x)	16,309,748 American Depositary Receipts directly owned by York Credit Opportunities Fund, L.P., a Delaware limited partnership (“York Credit Opportunities”), the general partner of which is York Credit Opportunities Domestic Holdings, LLC; and

(xi)	4,058,910 American Depositary Receipts directly owned by York Capital Management, L.P., a Delaware limited partnership (“York Capital”), the general partner of which is Dinan Management, L.L.C.

In addition, YGA or certain affiliated or subsidiary entities serve as an investment manager for various managed accounts, including funds of one, which currently hold 225,968 American Depositary Receipts. YGA is the sole managing member of the general partner of each of York European Strategic Investors, York European Opportunities, York European Focus, York Multi-Strategy, York European Strategic Metric, Jorvik, Exuma, York Credit Opportunities Master, York Credit Opportunities and York Capital, and the sole managing member of York Managed Holdings. YGA or certain affiliated or subsidiary entities exercise investment discretion over such investment funds and managed accounts and accordingly may be deemed to have beneficial ownership over the American Depositary Receipts directly owned by such investment funds and managed accounts.

Item 2(b).

Address of Principal Business Office or, if none, Residence:

The principal business office address of YGA is:

c/o York Capital Management
767 Fifth Avenue, 17th Floor
New York, New York 10153

Item 2(c).

Citizenship:

The place of organization of YGA is New York.

Item 2(d).

Title of Class of Securities:

American Depositary Receipts

Item 2(e).

CUSIP Number:

670851500

Item 3.

If This Statement Is Filed Pursuant to Sections 240.13d-1(b) or

240.13d-2(b) or (c), Check Whether the Person Filing Is a(n):

(a)

☐ Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);

(b)

☐ Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);

(c)

☐ Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);

(d)

☐ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

(e)

X Investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E);

(f)

☐ Employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F);

(g)

☐ Parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G);

(h)

☐ Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

☐ Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

☐ A non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J);

(k)

☐ Group, in accordance with Section 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____________________________ .

Item 4.

Ownership.

(a)	Amount beneficially owned:		353,692,905 Common Shares

(b)	Percent of class:		6.10%

(c)	Number of shares as to which the person has:

	(i)	Sole power to vote or to direct the vote:	353,692,905 Common Shares

	(ii)	Shared power to vote or to direct the vote:	0

	(iii)	Sole power to dispose or to direct the disposition of:	353,692,905 Common Shares

	(iv)	Shared power to dispose or to direct the disposition of:	0

The number of shares beneficially owned and the percentage of outstanding shares represented thereby have been computed in accordance with Rule 13d-3 under the Securities Exchange Act of 1934, as amended. The percentage of ownership described above is based on 5,796,478,000 Common Shares outstanding as of September 30, 2019, as reported by the Issuer on Exhibit 1 of its Form 6-K filed with the Securities and Exchange Commission on December 3, 2019.

Item 5.

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 five percent of the class of securities, check the following ☐.

Item 6.

Ownership of More Than Five Percent on Behalf of Another Person.

The right to receive dividends from, or the proceeds from the sale of, all shares of American Depositary Receipts reported in this statement as may be deemed to be beneficially owned by YGA or certain affiliated or subsidiary entities or is held by York European Strategic Investors, York European Opportunities, York European Focus, York Multi-Strategy, York Insurance Dedicated, York European Strategic Metric, Jorvik, Exuma, York Credit Opportunities Master, York Credit Opportunities, York Capital or certain other managed accounts, as the case may be, all of which are subject to the investment discretion of YGA or certain affiliated or subsidiary entities.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.

Not Applicable.

Item 8.

Identification and Classification of Members of the Group.

Not Applicable.

Item 9.

Notice of Dissolution of Group.

Not Applicable.

Item 10.

Certification.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.

SIGNATURE

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: February 10, 2020

YORK CAPITAL MANAGEMENT GLOBAL ADVISORS, LLC

By:	/s/ Brian Traficante
	Name:	Brian Traficante
	Title:	General Counsel