SCHEDULE 13D
This Amendment No. 1 (the Amendment) relates to the Statement of Beneficial Ownership on Schedule 13D filed jointly by Magnetar Financial LLC, a Delaware limited liability company (Magnetar Financial), Magnetar Capital Partners LP, a Delaware limited partnership (Magnetar Capital Partners), Supernova Management LLC, a Delaware limited liability company (Supernova Management), and Alec N. Litowitz (Mr. Litowitz) (collectively, the Reporting Persons) with the SEC on January 18, 2019, (as amended by this Amendment, the Schedule 13D).
Except as set forth below, all Items of the Schedule 13D remain unchanged. All capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Schedule 13D.
Item 4.
Purpose of Transaction
Item 4 of the Schedule 13D is hereby amended to add the following information for updating:
During the 60 days preceding the date of the filing of this Statement, the Reporting Persons sold the 135,324 Shares reported herein, which consists of 88,204 Shares sold for the benefit of the ICAV, 42,737 Shares sold for the benefit of PRA Master Fund and 4,383 Shares sold for the benefit of MSW Master Fund.
Item 5.
Interest in Securities of the Issuer
Item 5 of the Schedule 13D is hereby amended to add the following information for updating:
(a)
As of the close of business April 30, 2019, each of the Reporting Persons may have been deemed to have beneficial ownership of 1,235,076 Shares, which consisted of (i) 73,234 Shares held for the benefit of Magnetar Capital Master Fund, (ii) 534,984 Shares held for the benefit of PRA Master Fund, (iii) 274,628 Shares held for the benefit of Constellation Fund; (iv) 32,474 Shares held for the benefit of MSW Master Fund; (v) 20,191 Shares held for the benefit of Premia Master Fund and (vi) 299,565 Shares held for the benefit of the ICAV, and all such Shares represented beneficial ownership of approximately 5.40% of the Shares.
(b)
As of the close of business April 30, 2019, each of the Reporting Persons may have been deemed to share the power to vote and direct the disposition of 1,235,076 Shares, which consisted of (i) 73,234 Shares held for the benefit of Magnetar Capital Master Fund, (ii) 534,984 Shares held for the benefit of PRA Master Fund, (iii) 274,628 Shares held for the benefit of Constellation Fund; (iv) 32,474 Shares held for the benefit of MSW Master Fund; (v) 20,191 Shares held for the benefit of Premia Master Fund and (vi) 299,565 Shares held for the benefit of the ICAV, and all such Shares represented beneficial ownership of approximately 5.40% of the Shares.
(c)
Except as set forth on
Schedule A
attached hereto, the Funds had no transactions in the Shares during the 60 days preceding the date of filing of this Statement. All of the transactions
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SCHEDULE A
Funds
Date
|
|
Number of Shares (Sold)
|
|
Price Per Share($) (1)(2)
|
|
3/21/19
|
|
(13,200
|
)
|
58.63567
|
(3)
|
3/22/19
|
|
(11,300
|
)
|
58.54585
|
(4)
|
3/25/19
|
|
(12,700
|
)
|
58.58853
|
(5)
|
3/26/19
|
|
(12,800
|
)
|
58.70923
|
(6)
|
3/27/19
|
|
(11,500
|
)
|
58.73202
|
(7)
|
3/28/19
|
|
(13,400
|
)
|
58.72912
|
(8)
|
3/29/19
|
|
(13,304
|
)
|
58.70819
|
(9)
|
4/24/19
|
|
(11,700
|
)
|
58.76548
|
(10)
|
4/25/19
|
|
(11,700
|
)
|
58.48358
|
(11)
|
4/26/19
|
|
(10,500
|
)
|
58.29947
|
(12)
|
4/29/19
|
|
(12,300
|
)
|
58.30504
|
(13)
|
4/30/19
|
|
(920
|
)
|
58.36655
|
(14)
|
(1)Excludes commissions and other execution-related costs.
(2) Upon request by the staff of the Securities and Exchange Commission, full information regarding the number of shares bought or sold (as the case may be) at each separate price will be provided.
(3) Reflects a weighted average sale price of $58.63567 per share, at prices ranging from $58.60 to $58.65 per share.
(4) Reflects a weighted average sale price of $58.54585 per share, at prices ranging from $58.53 to $58.59 per share.
(5) Reflects a weighted average sale price of $58.58853 per share, at prices ranging from $58.52 to $58.615 per share.
(6) Reflects a weighted average sale price of $58.70923 per share, at prices ranging from $58.58 to $58.90 per share.
(7) Reflects a weighted average sale price of $58.73202 per share, at prices ranging from $58.70 to $58.76 per share.
(8) Reflects a weighted average sale price of $58.72912 per share, at prices ranging from $58.71 to $58.75 per share.
(9) Reflects a weighted average sale price of $58.70819 per share, at prices ranging from $58.688 to $58.73 per share.
(10) Reflects a weighted average sale price of $58.76548 per share, at prices ranging from $58.73 to $58.89 per share.
(11) Reflects a weighted average sale price of $58.48358 per share, at prices ranging from $57.90 to $58.74 per share.
(12) Reflects a weighted average sale price of $58.29947 per share, at prices ranging from $58.02 to $58.63 per share.
(13) Reflects a weighted average sale price of $58.30504 per share, at prices ranging from $58.15 to $58.365 per share.
(14) Reflects a weighted average sale price of $58.36655 per share, at prices ranging from $58.27 to $58.418 per share.
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