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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
8.0% Cumulative Perpetual Series A Preferred Stock | (3) | 01/30/2018 | J | 8,514 | 01/30/2018 | (3) | Common Stock | 27,853,256 | (3) | 8,514 | I | See Footnote (1) (3) | |||
Mandatorily Convertible Series B Preferred Stock | (3) | 01/30/2018 | J | 228,913 | (3) | (3) | Common Stock | 4,976,065 | (3) | 228,913 | I | See Footnote (1) (3) | |||
Series C Warrants | (3) | 01/30/2018 | J | 2,446,026 | 01/30/2018 | (3) | Common Stock | 2,446,026 | (3) | 2,446,026 | I | See Footnote (1) (3) | |||
8.0% Cumulative Perpetual Series A Preferred Stock | (3) | 01/30/2018 | J | 5,077 | 01/30/2018 | (3) | Common Stock | 16,609,229 | (3) | 16,609,229 | D (2) | ||||
Mandatorily Convertible Series B Preferred Stock | (3) | 01/30/2018 | J | 137,084 | (3) | (3) | Common Stock | 2,979,905 | (3) | 2,979,905 | D (2) | ||||
Series C Warrants | (3) | 01/30/2018 | J | 1,458,434 | 01/30/2018 | (3) | Common Stock | 1,458,434 | (3) | 1,458,434 | D (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
WHITEBOX ADVISORS LLC 3033 EXCELSIOR BOULEVARD, SUITE 300 MINNEAPOLIS, MN 55416 |
X | |||
WHITEBOX GENERAL PARTNER LLC 3033 EXCELSIOR BOULEVARD, SUITE 300 MINNEAPOLIS, MN 55416 |
X | |||
Whitebox Multi-Strategy Partners LP ESTERA CORP. SVCS (BVI) LTD., JAYLA PL WICKHAMS CAY 1, PO BOX 3190, ROAD TOWN TORTOLA, BVI VG1110 |
X |
Whitebox Advisors LLC By: /s/ Elissa Weddle, Chief Legal Officer | 02/01/2018 | |
**Signature of Reporting Person | Date | |
Whitebox General Partner LLC By: /s/ Elissa Weddle, Chief Legal Officer | 02/01/2018 | |
**Signature of Reporting Person | Date | |
WHITEBOX MULTI-STRATEGY PARTNERS, LP, By: Whitebox General Partner LLC, By: /s/ Elissa Weddle, Chief Legal Officer | 02/01/2018 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | These securities are directly beneficially owned by certain private investment funds, including Whitebox Multi-Strategy Partners, LP ("WMP") (together, the "Private Funds") and may be deemed to be beneficially owned by (a) Whitebox Advisors LLC by virtue of its role as the investment manager of the Private Funds, and (b) Whitebox General Partner LLC by virtue of its role as the general partner of the Private Funds. Each of the Private Funds, Whitebox Advisors LLC and Whitebox General Partner LLC disclaim beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and affirmatively disclaim being a "group" for purposes of Section 16 of the Securities Exchange Act of 1934, as amended. |
(2) | These securities are directly beneficially owned by WMP. |
(3) | The derivative securities were acquired pursuant to the exchange offer (the "Exchange Offer") and consent solicitation related to the Issuer's 10.000% Senior Secured Second Lien Notes due 2019 and the Issuer's 10.000% Senior Secured Notes due 2019. Reference is made to the Issuer's 8-K and the attachments thereto filed on February 1, 2018. Following the Exchange Offer, the Reporting Persons are no longer subject to Section 16. |