Filing Details
- Accession Number:
- 0001193125-18-323979
- Form Type:
- 13D Filing
- Publication Date:
- 2018-11-09 19:00:05
- Filed By:
- Blue Mountain Capital
- Company:
- Medequities Realty Trust Inc.
- Filing Date:
- 2018-11-13
- SEC Url:
- 13D Filing
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 |
|---|---|---|---|---|---|---|
| BlueMountain Capital Management | 0 | 1,888,443 | 0 | 1,888,443 | 1,888,443 | 5.9% |
| BlueMountain GP Holdings | 0 | 1,363,539 | 0 | 1,363,539 | 1,363,539 | 4.3% |
| BlueMountain Long Short Credit GP | 0 | 117,355 | 0 | 117,355 | 117,355 | 0.4% |
| BlueMountain Guadalupe Peak Fund | 0 | 117,355 | 0 | 117,355 | 117,355 | 0.4% |
| BlueMountain Credit Opportunities GP I | 0 | 524,901 | 0 | 524,901 | 524,901 | 1.6% |
| BlueMountain Credit Opportunities Master Fund I | 0 | 524,901 | 0 | 524,901 | 524,901 | 1.6% |
| BlueMountain Strategic Credit GP | 0 | 196,382 | 0 | 196,382 | 196,382 | 0.6% |
| BlueMountain Strategic Credit Master Fund | 0 | 196,382 | 0 | 196,382 | 196,382 | 0.6% |
| BlueMountain Montenvers GP S. r.l | 0 | 524,904 | 0 | 524,904 | 524,904 | 1.6% |
| BlueMountain Montenvers Master Fund SCA SICAV-SIF | 0 | 524,904 | 0 | 524,904 | 524,904 | 1.6% |
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)*
MEDEQUITIES REALTY TRUST, INC.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
58409L306
(CUSIP Number)
Eric M. Albert
BlueMountain Capital Management, LLC
280 Park Avenue, 12th Floor
New York, New York 10017
212-905-5647
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
November 8, 2018
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐
Note:Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.
| * | The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
The information required on 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).
| CUSIP No. 58409L306 | Page 2 |
| 1 | NAMES OF REPORTING PERSONS
BlueMountain Capital Management, LLC | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)
(a) ☒ (b) ☐ | |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS (See instructions)
WC | |||||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐ | |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware, United States of America | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 | SOLE VOTING POWER
0 | ||||
| 8 | SHARED VOTING POWER
1,888,443 | |||||
| 9 | SOLE DISPOSITIVE POWER
0 | |||||
| 10 | SHARED DISPOSITIVE POWER
1,888,443 | |||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,888,443 | |||||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.9% (1) | |||||
| 14 | TYPE OF REPORTING PERSON (See instructions)
IA | |||||
| (1) | The percentage set forth in Row 13 of this Cover Page is based on the 31,862,628 shares of Common Stock (as defined in Item 1) outstanding as of November 5, 2018, as reported on Form 10-Q (as defined in Item 5). |
| CUSIP No. 58409L306 | Page 3 |
| 1 | NAMES OF REPORTING PERSONS
BlueMountain GP Holdings, LLC | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)
(a) ☒ (b) ☐ | |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS (See instructions)
WC | |||||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐ | |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware, United States of America | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 | SOLE VOTING POWER
0 | ||||
| 8 | SHARED VOTING POWER
1,363,539 | |||||
| 9 | SOLE DISPOSITIVE POWER
0 | |||||
| 10 | SHARED DISPOSITIVE POWER
1,363,539 | |||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,363,539 | |||||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.3% (1) | |||||
| 14 | TYPE OF REPORTING PERSON (See instructions)
OO | |||||
| (1) | The percentage set forth in Row 13 of this Cover Page is based on the 31,862,628 shares of Common Stock outstanding as of November 5, 2018, as reported on Form 10-Q. |
| CUSIP No. 58409L306 | Page 4 |
| 1 | NAMES OF REPORTING PERSONS
BlueMountain Long/Short Credit GP, LLC | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)
(a) ☒ (b) ☐ | |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS (See instructions)
WC | |||||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐ | |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware, United States of America | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 | SOLE VOTING POWER
0 | ||||
| 8 | SHARED VOTING POWER
117,355 | |||||
| 9 | SOLE DISPOSITIVE POWER
0 | |||||
| 10 | SHARED DISPOSITIVE POWER
117,355 | |||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
117,355 | |||||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.4% (1) | |||||
| 14 | TYPE OF REPORTING PERSON (See instructions)
OO | |||||
| (1) | The percentage set forth in Row 13 of this Cover Page is based on the 31,862,628 shares of Common Stock outstanding as of November 5, 2018, as reported on Form 10-Q. |
| CUSIP No. 58409L306 | Page 5 |
| 1 | NAMES OF REPORTING PERSONS
BlueMountain Guadalupe Peak Fund L.P. | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)
(a) ☒ (b) ☐ | |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS (See instructions)
WC | |||||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐ | |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware, United States of America | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 | SOLE VOTING POWER
0 | ||||
| 8 | SHARED VOTING POWER
117,355 | |||||
| 9 | SOLE DISPOSITIVE POWER
0 | |||||
| 10 | SHARED DISPOSITIVE POWER
117,355 | |||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
117,355 | |||||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.4% (1) | |||||
| 14 | TYPE OF REPORTING PERSON (See instructions)
PN | |||||
| (1) | The percentage set forth in Row 13 of this Cover Page is based on the 31,862,628 shares of Common Stock outstanding as of November 5, 2018, as reported on Form 10-Q. |
| CUSIP No. 58409L306 | Page 6 |
| 1 | NAMES OF REPORTING PERSONS
BlueMountain Credit Opportunities GP I, LLC | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)
(a) ☒ (b) ☐ | |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS (See instructions)
WC | |||||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐ | |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware, United States of America | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 | SOLE VOTING POWER
0 | ||||
| 8 | SHARED VOTING POWER
524,901 | |||||
| 9 | SOLE DISPOSITIVE POWER
0 | |||||
| 10 | SHARED DISPOSITIVE POWER
524,901 | |||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
524,901 | |||||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.6% (1) | |||||
| 14 | TYPE OF REPORTING PERSON (See instructions)
OO | |||||
| (1) | The percentage set forth in Row 13 of this Cover Page is based on the 31,862,628 shares of Common Stock outstanding as of November 5, 2018, as reported on Form 10-Q. |
| CUSIP No. 58409L306 | Page 7 |
| 1 | NAMES OF REPORTING PERSONS
BlueMountain Credit Opportunities Master Fund I L.P. | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)
(a) ☒ (b) ☐ | |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS (See instructions)
WC | |||||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐ | |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 | SOLE VOTING POWER
0 | ||||
| 8 | SHARED VOTING POWER
524,901 | |||||
| 9 | SOLE DISPOSITIVE POWER
0 | |||||
| 10 | SHARED DISPOSITIVE POWER
524,901 | |||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
524,901 | |||||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.6% (1) | |||||
| 14 | TYPE OF REPORTING PERSON (See instructions)
PN | |||||
| (1) | The percentage set forth in Row 13 of this Cover Page is based on the 31,862,628 shares of Common Stock outstanding as of November 5, 2018, as reported on Form 10-Q. |
| CUSIP No. 58409L306 | Page 8 |
| 1 | NAMES OF REPORTING PERSONS
BlueMountain Strategic Credit GP, LLC | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)
(a) ☒ (b) ☐ | |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS (See instructions)
WC | |||||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐ | |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware, United States of America | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 | SOLE VOTING POWER
0 | ||||
| 8 | SHARED VOTING POWER
196,382 | |||||
| 9 | SOLE DISPOSITIVE POWER
0 | |||||
| 10 | SHARED DISPOSITIVE POWER
196,382 | |||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
196,382 | |||||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.6% (1) | |||||
| 14 | TYPE OF REPORTING PERSON (See instructions)
OO | |||||
| (1) | The percentage set forth in Row 13 of this Cover Page is based on the 31,862,628 shares of Common Stock outstanding as of November 5, 2018, as reported on Form 10-Q. |
| CUSIP No. 58409L306 | Page 9 |
| 1 | NAMES OF REPORTING PERSONS
BlueMountain Strategic Credit Master Fund L.P. | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)
(a) ☒ (b) ☐ | |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS (See instructions)
WC | |||||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐ | |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 | SOLE VOTING POWER
0 | ||||
| 8 | SHARED VOTING POWER
196,382 | |||||
| 9 | SOLE DISPOSITIVE POWER
0 | |||||
| 10 | SHARED DISPOSITIVE POWER
196,382 | |||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
196,382 | |||||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.6% (1) | |||||
| 14 | TYPE OF REPORTING PERSON (See instructions)
PN | |||||
| (1) | The percentage set forth in Row 13 of this Cover Page is based on the 31,862,628 shares of Common Stock outstanding as of November 5, 2018, as reported on Form 10-Q. |
| CUSIP No. 58409L306 | Page 10 |
| 1 | NAMES OF REPORTING PERSONS
BlueMountain Montenvers GP S.àr.l. | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)
(a) ☒ (b) ☐ | |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS (See instructions)
WC | |||||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐ | |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Luxembourg | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 | SOLE VOTING POWER
0 | ||||
| 8 | SHARED VOTING POWER
524,904 | |||||
| 9 | SOLE DISPOSITIVE POWER
0 | |||||
| 10 | SHARED DISPOSITIVE POWER
524,904 | |||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
524,904 | |||||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.6% (1) | |||||
| 14 | TYPE OF REPORTING PERSON (See instructions)
CO | |||||
| (1) | The percentage set forth in Row 13 of this Cover Page is based on the 31,862,628 shares of Common Stock outstanding as of November 5, 2018, as reported on Form 10-Q. |
| CUSIP No. 58409L306 | Page 11 |
| 1 | NAMES OF REPORTING PERSONS
BlueMountain Montenvers Master Fund SCA SICAV-SIF | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)
(a) ☒ (b) ☐ | |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS (See instructions)
WC | |||||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐ | |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Luxembourg | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 | SOLE VOTING POWER
0 | ||||
| 8 | SHARED VOTING POWER
524,904 | |||||
| 9 | SOLE DISPOSITIVE POWER
0 | |||||
| 10 | SHARED DISPOSITIVE POWER
524,904 | |||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
524,904 | |||||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.6% (1) | |||||
| 14 | TYPE OF REPORTING PERSON (See instructions)
PN | |||||
| (1) | The percentage set forth in Row 13 of this Cover Page is based on the 31,862,628 shares of Common Stock outstanding as of November 5, 2018, as reported on Form 10-Q. |
| CUSIP No. 58409L306 | Page 12 |
Item 1. Security of the Issuer.
This Amendment No. 2 amends the Schedule 13D filed with the Securities and Exchange Commission on October 11, 2016 (as amended by Amendment No. 1 thereto filed on March 29, 2017 and Amendment No. 2 thereto filed on May 21, 2018, the Schedule 13D), relating to the shares of Common Stock, par value $0.01 per share (the Common Stock), of MedEquities Realty Trust, Inc., a Maryland corporation (the Issuer). The Issuers principal executive office is located at 3100 West End Avenue, Suite 1000, Nashville, Tennessee 37203. Unless specifically amended hereby, the disclosures set forth in the Schedule 13D remain unchanged.
Item 2. Identity and Background.
Paragraphs (a), (b), (c) and (f) of Item 2 of the Schedule 13D are hereby deleted and replaced with the following:
(a-c) This Statement is being filed by the following beneficial owners of Common Stock (each, a Reporting Person):
| (i) | BlueMountain Guadalupe Peak Fund L.P., a Delaware limited partnership (BMGP), with respect to the Common Stock directly owned by it; |
| (ii) | BlueMountain Long/Short Credit GP, LLC, a Delaware limited liability company (BMGP GP), with respect to the Common Stock directly owned by BMGP; |
| (iii) | BlueMountain Credit Opportunities Master Fund I L.P., a Cayman Islands exempted limited partnership (BMCO), with respect to the Common Stock directly owned by it; |
| (iv) | BlueMountain Credit Opportunities GP I, LLC, a Delaware limited liability company (BMCO GP), with respect to the Common Stock directly owned by BMCO; |
| (v) | BlueMountain Strategic Credit Master Fund L.P., a Cayman Islands exempted limited partnership (BMSC and, together with BMGP and BMCO, the Partnerships), with respect to the Common Stock directly owned by it; |
| (vi) | BlueMountain Strategic Credit GP, LLC, a Delaware limited liability company (BMSC GP and, together with BMGP GP and BMCO GP, the General Partners), with respect to the Common Stock directly owned by BMSC; |
| (vii) | BlueMountain Montenvers Master Fund SCA SICAV-SIF, an investment company with variable share capital organized as a specialized investment fund in the form of a corporate partnership limited by shares under the laws of Luxembourg (BMM and, together with the Partnerships, the BlueMountain Funds), with respect to the Common Stock directly owned by it; |
| (viii) | BlueMountain Montenvers GP S.à r.l., a private limited company incorporated under the laws of Luxembourg (BMM GP), with respect to the Common Stock directly owned by BMM; |
| (ix) | BlueMountain GP Holdings, LLC, a Delaware limited liability company (GP Holdings), which serves as the sole owner of each of the General Partners, with respect to the Common Stock directly owned by each of the Partnerships; and |
| (x) | BlueMountain Capital Management, LLC, a Delaware limited liability company (BMCM or the Investment Manager), which is the beneficial owner of 524,901 shares of Common Stock, serves as investment manager to the BlueMountain Funds and the sole owner of BMM GP, and has investment discretion with respect to the Common Stock directly owned by the BlueMountain Funds. |
The principal business of: (i) each of the BlueMountain Funds is to serve as a private investment fund; (ii) each of BMGP GP, BMCO GP, BMSC GP and BMM GP is to serve as the general partner of BMGP, BMCO, BMSC and BMM, respectively; (iii) GP Holdings is to serve as the sole owner of each of the General Partners; and (iv) the Investment Manager is to serve as investment manager to, and to make investment decisions on behalf of, the BlueMountain Funds and to serve as the sole owner of BMM GP.
| CUSIP No. 58409L306 | Page 13 |
The executive officers, directors, and control persons of the Reporting Persons are as follows:
| Andrew Feldstein | Chief Executive Officer, Chief Investment Officer and Executive Partner of the Investment Manager; Chief Executive Officer, Chief Investment Officer and Executive Partner of GP Holdings; Manager of BMGP GP; Manager of BMCO GP | |
| Michael Liberman | Co-President, Chief Operating Officer and Executive Partner of the Investment Manager; Co-President, Chief Operating Officer and Executive Partner of GP Holdings | |
| Stephen Siderow | Co-President and Executive Partner of the Investment Manager; Co-President and Executive Partner of GP Holdings | |
| Paul Friedman | Manager of BMM GP | |
| Alan Gerstein | Manager of BMGP GP; Manager of BMCO GP; Manager of BMM GP | |
| Elizabeth Gile | Manager of BMGP GP; Manager of BMCO GP | |
| Todd Groome | Manager of BMM GP | |
| Gary Linford | Manager of BMGP GP; Manager of BMCO GP | |
| Mark Shapiro | Manager of BMGP GP; Manager of BMCO GP; Manager of BMM GP | |
| Elli Stevens | Manager of BMM GP | |
The business address of BMCO and BMSC is c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands. The business address of BMGP, each General Partner, GP Holdings, the Investment Manager, Mr. Feldstein, Mr. Liberman, Mr. Siderow, Mr. Friedman, Mr. Gerstein, Ms. Gile and Mr. Shapiro is 280 Park Avenue, 12th Floor, New York, New York 10017. The business address of Mr. Groome and Mr. Linford is c/o HighWater, Pavilion Commercial Centre, 1st Floor, 802 West Bay Road, P.O. Box 30599, KY1-1203, Grand Cayman, Cayman Islands. The business address of each of BMM, BMM GP and Ms. Stevens is 6D, Route de Treves, L-2633 Seningerberg, Luxembourg B176.316.
(f) Mr. Feldstein, Mr. Liberman, Mr. Siderow, Mr. Friedman, Mr. Gerstein, Ms. Gile, Mr. Groome and Mr. Shapiro are U.S. citizens. Mr. Linford is a South African citizen. Ms. Stevens is a British citizen.
Item 5. Interest in Securities of the Issuer.
Paragraphs (a), (b) and (c) of Item 5 of the Schedule 13D are hereby deleted and replaced with the following:
(a-b) All percentages set forth in this Schedule 13D are based on the Issuers 31,862,628 shares of Common Stock outstanding as of November 5, 2018, as reported on the Issuers Form 10-Q filed with the Securities and Exchange Commission on November 9, 2018 (Form 10-Q). The information set forth in Rows 7-13 of each Cover Page of this Schedule 13D is hereby incorporated herein by reference.
BMM GP, the General Partners and GP Holdings expressly declare that this filing shall not be construed as an admission that each is, for the purposes of sections 13(d) or 13(g) of the Act, the beneficial owner of any securities covered by this filing. BMCM expressly declares that this filing shall not be construed as an admission that it is, for the purposes of sections 13(d) or 13(g) of the Act, the beneficial owner of any securities owned by the BlueMountain Funds.
None of the Reporting Persons beneficially own any other shares of Common Stock.
(c) During the last 60 days, BMCM and the BlueMountain Funds effected the following transactions in the Common Stock:
| Date | BlueMountain Fund | Amount | Price per Share | Type of Transaction | ||||||||
| October 5, 2018 | BMSC | 2,476 | $ | 9.13 | open market sale | |||||||
| October 5, 2018 | BMGP | 1,479 | $ | 9.13 | open market sale | |||||||
| October 8, 2018 | BMSC | 3,130 | $ | 9.15 | open market sale | |||||||
| October 8, 2018 | BMGP | 1,870 | $ | 9.15 | open market sale | |||||||
| October 8, 2018 | BMSC | 3,130 | $ | 9.22 | open market sale | |||||||
| October 8, 2018 | BMGP | 1,870 | $ | 9.22 | open market sale | |||||||
| October 8, 2018 | BMSC | 626 | $ | 9.25 | open market sale | |||||||
| CUSIP No. 58409L306 | Page 14 |
| Date | BlueMountain Fund | Amount | Price per Share | Type of Transaction | ||||||||
| October 8, 2018 | BMGP | 374 | $ | 9.25 | open market sale | |||||||
| October 8, 2018 | BMSC | 937 | $ | 9.33 | open market sale | |||||||
| October 8, 2018 | BMGP | 560 | $ | 9.33 | open market sale | |||||||
| October 8, 2018 | BMSC | 626 | $ | 9.35 | open market sale | |||||||
| October 8, 2018 | BMGP | 374 | $ | 9.35 | open market sale | |||||||
| October 8, 2018 | BMSC | 376 | $ | 9.39 | open market sale | |||||||
| October 8, 2018 | BMGP | 224 | $ | 9.39 | open market sale | |||||||
| October 9, 2018 | BMSC | 8,092 | $ | 9.29 | open market sale | |||||||
| October 9, 2018 | BMGP | 4,835 | $ | 9.29 | open market sale | |||||||
| October 10, 2018 | BMSC | 6,260 | $ | 9.16 | open market sale | |||||||
| October 10, 2018 | BMGP | 3,740 | $ | 9.16 | open market sale | |||||||
| October 10, 2018 | BMSC | 1,763 | $ | 9.15 | open market sale | |||||||
| October 10, 2018 | BMGP | 1,053 | $ | 9.15 | open market sale | |||||||
| October 11, 2018 | BMSC | 3,440 | $ | 8.97 | open market sale | |||||||
| October 11, 2018 | BMGP | 2,056 | $ | 8.97 | open market sale | |||||||
| October 12, 2018 | BMSC | 6,260 | $ | 8.74 | open market sale | |||||||
| October 12, 2018 | BMGP | 3,740 | $ | 8.74 | open market sale | |||||||
| October 15, 2018 | BMSC | 3,130 | $ | 8.80 | open market sale | |||||||
| October 15, 2018 | BMGP | 1,870 | $ | 8.80 | open market sale | |||||||
| October 15, 2018 | BMSC | 3,937 | $ | 8.88 | open market sale | |||||||
| October 15, 2018 | BMGP | 2,352 | $ | 8.88 | open market sale | |||||||
| October 16, 2018 | BMSC | 6,260 | $ | 8.77 | open market sale | |||||||
| October 16, 2018 | BMGP | 3,740 | $ | 8.77 | open market sale | |||||||
| October 16, 2018 | BMSC | 3,130 | $ | 8.82 | open market sale | |||||||
| October 16, 2018 | BMGP | 1,870 | $ | 8.82 | open market sale | |||||||
| October 16, 2018 | BMSC | 1,252 | $ | 8.90 | open market sale | |||||||
| October 16, 2018 | BMGP | 748 | $ | 8.90 | open market sale | |||||||
| October 16, 2018 | BMSC | 2,817 | $ | 8.95 | open market sale | |||||||
| October 16, 2018 | BMGP | 1,683 | $ | 8.95 | open market sale | |||||||
| October 17, 2018 | BMSC | 1,064 | $ | 8.95 | open market sale | |||||||
| October 17, 2018 | BMGP | 636 | $ | 8.95 | open market sale | |||||||
| October 18, 2018 | BMSC | 4,280 | $ | 8.75 | open market sale | |||||||
| October 18, 2018 | BMGP | 2,557 | $ | 8.75 | open market sale | |||||||
| October 19, 2018 | BMSC | 3,130 | $ | 8.54 | open market sale | |||||||
| October 19, 2018 | BMGP | 1,870 | $ | 8.54 | open market sale | |||||||
| October 22, 2018 | BMSC | 3,130 | $ | 8.65 | open market sale | |||||||
| October 22, 2018 | BMGP | 1,870 | $ | 8.65 | open market sale | |||||||
| October 22, 2018 | BMSC | 290 | $ | 8.70 | open market sale | |||||||
| October 22, 2018 | BMGP | 173 | $ | 8.70 | open market sale | |||||||
| October 23, 2018 | BMSC | 3,130 | $ | 8.40 | open market sale | |||||||
| October 23, 2018 | BMGP | 1,870 | $ | 8.40 | open market sale | |||||||
| October 23, 2018 | BMSC | 2,337 | $ | 8.42 | open market sale | |||||||
| October 23, 2018 | BMGP | 1,396 | $ | 8.42 | open market sale | |||||||
| October 24, 2018 | BMSC | 3,130 | $ | 8.42 | open market sale | |||||||
| October 24, 2018 | BMGP | 1,870 | $ | 8.42 | open market sale | |||||||
| October 24, 2018 | BMSC | 3,130 | $ | 8.44 | open market sale | |||||||
| October 24, 2018 | BMGP | 1,870 | $ | 8.44 | open market sale | |||||||
| October 24, 2018 | BMSC | 3,130 | $ | 8.50 | open market sale | |||||||
| October 24, 2018 | BMGP | 1,870 | $ | 8.50 | open market sale | |||||||
| October 24, 2018 | BMSC | 341 | $ | 8.51 | open market sale | |||||||
| October 24, 2018 | BMGP | 205 | $ | 8.51 | open market sale | |||||||
| October 25, 2018 | BMSC | 3,130 | $ | 8.40 | open market sale | |||||||
| October 25, 2018 | BMGP | 1,870 | $ | 8.40 | open market sale | |||||||
| October 25, 2018 | BMSC | 3,130 | $ | 8.50 | open market sale | |||||||
| October 25, 2018 | BMGP | 1,870 | $ | 8.50 | open market sale | |||||||
| CUSIP No. 58409L306 | Page 15 |
| Date | BlueMountain Fund | Amount | Price per Share | Type of Transaction | ||||||||
| October 26, 2018 | BMSC | 3,130 | $ | 8.40 | open market sale | |||||||
| October 26, 2018 | BMGP | 1,870 | $ | 8.40 | open market sale | |||||||
| October 29, 2018 | BMSC | 3,130 | $ | 8.35 | open market sale | |||||||
| October 29, 2018 | BMGP | 1,870 | $ | 8.35 | open market sale | |||||||
| October 29, 2018 | BMSC | 1,062 | $ | 8.45 | open market sale | |||||||
| October 29, 2018 | BMGP | 633 | $ | 8.45 | open market sale | |||||||
| October 30, 2018 | BMSC | 6,260 | $ | 8.35 | open market sale | |||||||
| October 30, 2018 | BMGP | 3,740 | $ | 8.35 | open market sale | |||||||
| October 30, 2018 | BMSC | 3,130 | $ | 8.40 | open market sale | |||||||
| October 30, 2018 | BMGP | 1,870 | $ | 8.40 | open market sale | |||||||
| October 30, 2018 | BMSC | 1,876 | $ | 8.50 | open market sale | |||||||
| October 30, 2018 | BMGP | 1,122 | $ | 8.50 | open market sale | |||||||
| October 31, 2018 | BMSC | 6,260 | $ | 8.45 | open market sale | |||||||
| October 31, 2018 | BMGP | 3,740 | $ | 8.45 | open market sale | |||||||
| November 1, 2018 | BMSC | 6,260 | $ | 8.33 | open market sale | |||||||
| November 1, 2018 | BMGP | 3,740 | $ | 8.33 | open market sale | |||||||
| November 1, 2018 | BMSC | 398 | $ | 8.38 | open market sale | |||||||
| November 1, 2018 | BMGP | 237 | $ | 8.38 | open market sale | |||||||
| November 2, 2018 | BMSC | 6,260 | $ | 8.35 | open market sale | |||||||
| November 2, 2018 | BMGP | 3,740 | $ | 8.35 | open market sale | |||||||
| November 2, 2018 | BMSC | 6,260 | $ | 8.40 | open market sale | |||||||
| November 2, 2018 | BMGP | 3,740 | $ | 8.40 | open market sale | |||||||
| November 2, 2018 | BMSC | 3,130 | $ | 8.45 | open market sale | |||||||
| November 2, 2018 | BMGP | 1,870 | $ | 8.45 | open market sale | |||||||
| November 5, 2018 | BMSC | 6,260 | $ | 8.60 | open market sale | |||||||
| November 5, 2018 | BMGP | 3,740 | $ | 8.60 | open market sale | |||||||
| November 5, 2018 | BMSC | 3,130 | $ | 8.65 | open market sale | |||||||
| November 5, 2018 | BMGP | 1,870 | $ | 8.65 | open market sale | |||||||
| November 5, 2018 | BMSC | 62 | $ | 8.70 | open market sale | |||||||
| November 5, 2018 | BMGP | 38 | $ | 8.70 | open market sale | |||||||
| November 6, 2018 | BMSC | 3,130 | $ | 8.50 | open market sale | |||||||
| November 6, 2018 | BMGP | 1,870 | $ | 8.50 | open market sale | |||||||
| November 6, 2018 | BMSC | 3,547 | $ | 8.54 | open market sale | |||||||
| November 6, 2018 | BMGP | 2,118 | $ | 8.54 | open market sale | |||||||
| November 7, 2018 | BMCA | 218 | $ | 8.57 | open market sale | |||||||
| November 7, 2018 | BMGP | 49 | $ | 8.57 | open market sale | |||||||
| November 7, 2018 | BMCO | 218 | $ | 8.57 | open market sale | |||||||
| November 7, 2018 | BMSC | 81 | $ | 8.57 | open market sale | |||||||
| November 7, 2018 | BMM | 217 | $ | 8.57 | open market sale | |||||||
| November 7, 2018 | BMCA | 2,779 | $ | 8.50 | open market sale | |||||||
| November 7, 2018 | BMGP | 621 | $ | 8.50 | open market sale | |||||||
| November 7, 2018 | BMCO | 2,780 | $ | 8.50 | open market sale | |||||||
| November 7, 2018 | BMSC | 1,040 | $ | 8.50 | open market sale | |||||||
| November 7, 2018 | BMM | 2,780 | $ | 8.50 | open market sale | |||||||
| November 8, 2018 | BMCA | 2,780 | $ | 8.60 | open market sale | |||||||
| November 8, 2018 | BMGP | 621 | $ | 8.60 | open market sale | |||||||
| November 8, 2018 | BMCO | 2,779 | $ | 8.60 | open market sale | |||||||
| November 8, 2018 | BMSC | 1,040 | $ | 8.60 | open market sale | |||||||
| November 8, 2018 | BMM | 2,780 | $ | 8.60 | open market sale | |||||||
| November 8, 2018 | BMCA | 1,390 | $ | 8.65 | open market sale | |||||||
| November 8, 2018 | BMGP | 311 | $ | 8.65 | open market sale | |||||||
| November 8, 2018 | BMCO | 1,390 | $ | 8.65 | open market sale | |||||||
| November 8, 2018 | BMSC | 520 | $ | 8.65 | open market sale | |||||||
| November 8, 2018 | BMM | 1,389 | $ | 8.65 | open market sale | |||||||
| November 8, 2018 | BMCA | 2,779 | $ | 8.66 | open market sale | |||||||
| CUSIP No. 58409L306 | Page 16 |
| Date | BlueMountain Fund | Amount | Price per Share | Type of Transaction | ||||||||
| November 8, 2018 | BMGP | 621 | $ | 8.66 | open market sale | |||||||
| November 8, 2018 | BMCO | 2,780 | $ | 8.66 | open market sale | |||||||
| November 8, 2018 | BMSC | 1,040 | $ | 8.66 | open market sale | |||||||
| November 8, 2018 | BMM | 2,780 | $ | 8.66 | open market sale | |||||||
| November 9, 2018 | BMCA | 4,170 | $ | 8.70 | open market sale | |||||||
| November 9, 2018 | BMGP | 932 | $ | 8.70 | open market sale | |||||||
| November 9, 2018 | BMCO | 4,169 | $ | 8.70 | open market sale | |||||||
| November 9, 2018 | BMSC | 1,560 | $ | 8.70 | open market sale | |||||||
| November 9, 2018 | BMM | 4,169 | $ | 8.70 | open market sale | |||||||
| November 9, 2018 | BMCA | 1,390 | $ | 8.75 | open market sale | |||||||
| November 9, 2018 | BMGP | 311 | $ | 8.75 | open market sale | |||||||
| November 9, 2018 | BMCO | 1,390 | $ | 8.75 | open market sale | |||||||
| November 9, 2018 | BMSC | 520 | $ | 8.75 | open market sale | |||||||
| November 9, 2018 | BMM | 1,389 | $ | 8.75 | open market sale | |||||||
| November 9, 2018 | BMCA | 1,390 | $ | 8.80 | open market sale | |||||||
| November 9, 2018 | BMGP | 311 | $ | 8.80 | open market sale | |||||||
| November 9, 2018 | BMCO | 1,390 | $ | 8.80 | open market sale | |||||||
| November 9, 2018 | BMSC | 520 | $ | 8.80 | open market sale | |||||||
| November 9, 2018 | BMM | 1,389 | $ | 8.80 | open market sale | |||||||
No other Reporting Person effected any transactions in any securities of the Issuer.
| CUSIP No. 58409L306 | Page 17 |
SIGNATURES
After reasonable inquiry and to the best knowledge and belief of the undersigned, the undersigned certifies that the information set forth in this statement with respect to the undersigned is true, complete and correct.
Date: November 9, 2018
| BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC | ||
| By: | /s/ ERIC M. ALBERT | |
| Name: Eric M. Albert, Chief Compliance Officer | ||
| BLUEMOUNTAIN GP HOLDINGS, LLC | ||
| By: | /s/ ERIC M. ALBERT | |
| Name: Eric M. Albert, Chief Compliance Officer | ||
| BLUEMOUNTAIN LONG/SHORT CREDIT GP, LLC | ||
| BY: | BLUEMOUNTAIN GP HOLDINGS, LLC | |
| By: | /s/ ERIC M. ALBERT | |
| Name: Eric M. Albert, Chief Compliance Officer | ||
| BLUEMOUNTAIN GUADALUPE PEAK FUND L.P. | ||
| BY: | BLUEMOUNTAIN LONG/SHORT CREDIT GP, LLC | |
| BY: | BLUEMOUNTAIN GP HOLDINGS, LLC | |
| By: | /s/ ERIC M. ALBERT | |
| Name: Eric M. Albert, Chief Compliance Officer | ||
| BLUEMOUNTAIN CREDIT OPPORTUNITIES GP I, LLC | ||
| BY: | BLUEMOUNTAIN GP HOLDINGS, LLC | |
| By: | /s/ ERIC M. ALBERT | |
| Name: Eric M. Albert, Chief Compliance Officer | ||
| BLUEMOUNTAIN CREDIT OPPORTUNITIES MASTER FUND I L.P. | ||
| BY: | BLUEMOUNTAIN CREDIT OPPORTUNITIES GP I, LLC | |
| BY: | BLUEMOUNTAIN GP HOLDINGS, LLC | |
| By: | /s/ ERIC M. ALBERT | |
| Name: Eric M. Albert, Chief Compliance Officer | ||
| BLUEMOUNTAIN STRATEGIC CREDIT GP, LLC | ||
| BY: | BLUEMOUNTAIN GP HOLDINGS, LLC | |
| By: | /s/ ERIC M. ALBERT | |
| Name: Eric M. Albert, Chief Compliance Officer | ||
| CUSIP No. 58409L306 | Page 18 |
| BLUEMOUNTAIN STRATEGIC CREDIT MASTER FUND L.P. | ||
| BY: | BLUEMOUNTAIN STRATEGIC CREDIT GP, LLC | |
| BY: | BLUEMOUNTAIN GP HOLDINGS, LLC | |
| By: | /s/ ERIC M. ALBERT | |
| Name: Eric M. Albert, Chief Compliance Officer | ||
| BLUEMOUNTAIN MONTENVERS GP S.à r.l. | ||
| By: | /s/ PAUL FRIEDMAN | |
| Name: Paul Friedman, Authorized Signatory | ||
| BLUEMOUNTAIN MONTENVERS MASTER FUND SCA SICAV-SIF | ||
| BY: | BLUEMOUNTAIN MONTENVERS GP S.à r.l. | |
| By: | /s/ PAUL FRIEDMAN | |
| Name: Paul Friedman, Authorized Signatory | ||
The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of the filing person), evidence of the representatives authority to sign on behalf of such person shall be filed with the statement; provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001)