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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 | ||||||||
Warrant | $ 27.86 | 07/15/2016 | J(1)(2) | 277 | 07/15/2016 | 07/15/2023 | Class A Common Stock | 277 | (1) (2) | 277 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
AMEN ROBERT M 6775 LENOX CENTER COURT, SUITE 400 MEMPHIS, TN 38115 |
X |
/s/ Peter H. Kesser, as Attorney-in-Fact | 07/19/2016 | |
**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) | On January 26, 2016, the Issuer and substantially all of its direct and indirect subsidiaries (the "Debtors") filed voluntary petitions for relief under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"). On June 23, 2016, the Bankruptcy Court entered an order confirming the Debtors' First Modified Third Amended Joint Plan of Reorganization Under Chapter 11 of the Bankruptcy Code, dated as of June 20, 2016 (the "Plan") and on July 15, 2016 (the "Effective Date"), the Plan became effective pursuant to its terms and the Debtors emerged from their chapter 11 cases. On the Effective Date, all outstanding shares of the Issuer's old common stock were cancelled and extinguished. |
(2) | (continued from Footnote 1) In addition, on the Effective Date, all of the Issuer's 11.75% Senior Secured Notes due 2019 (the "Notes") were cancelled and holders of the outstanding Notes received their pro rata share of the Issuer's new Class A common stock (the "New Common Stock") and warrants (the "Plan Warrants"), with each Plan Warrant initially exercisable for one share of New Common Stock at an initial exercise price of $27.86 per share. This report is being filed to report the issuance of shares of New Common Stock and Plan Warrants to the Reporting Person in connection with the cancellation of the Notes pursuant to the Plan. |