1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
Tourbillon Capital Partners, L.P.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [X]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
SOURCE OF FUNDS
|
AF
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
7.
|
SOLE VOTING POWER
|
0
|
|
8.
|
SHARED VOTING POWER
|
8,081,124
|
|
9.
|
SOLE DISPOSITIVE POWER
|
0
|
|
10.
|
SHARED DISPOSITIVE POWER
|
8,081,124
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
8,081,124
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ]
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
9.5%
|
|
14.
|
TYPE OF REPORTING PERSON
|
PN, IA
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
Tourbillon Global Long Alpha Fund, LLC
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [X]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
SOURCE OF FUNDS
|
WC
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
7.
|
SOLE VOTING POWER
|
0
|
|
8.
|
SHARED VOTING POWER
|
158,775
|
|
9.
|
SOLE DISPOSITIVE POWER
|
0
|
|
10.
|
SHARED DISPOSITIVE POWER
|
158,775
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
158,775
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ]
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
Less than 1%
|
|
14.
|
TYPE OF REPORTING PERSON
|
OO
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
Tourbillon Global Long Alpha Fund, Ltd.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [X]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
SOURCE OF FUNDS
|
WC
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 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
|
307,013
|
|
9.
|
SOLE DISPOSITIVE POWER
|
0
|
|
10.
|
SHARED DISPOSITIVE POWER
|
307,013
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
307,013
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ]
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
Less than 1%
|
|
14.
|
TYPE OF REPORTING PERSON
|
CO
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
Tourbillon Global Master Fund, Ltd
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [X]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
SOURCE OF FUNDS
|
WC
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 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
|
7,615,336
|
|
9.
|
SOLE DISPOSITIVE POWER
|
0
|
|
10.
|
SHARED DISPOSITIVE POWER
|
7,615,336
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
7,615,336
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ]
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
8.9%
|
|
14.
|
TYPE OF REPORTING PERSON
|
CO
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
Jason H. Karp
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [X]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
SOURCE OF FUNDS
|
AF
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
United States
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
7.
|
SOLE VOTING POWER
|
0
|
|
8.
|
SHARED VOTING POWER
|
8,081,124
|
|
9.
|
SOLE DISPOSITIVE POWER
|
0
|
|
10.
|
SHARED DISPOSITIVE POWER
|
8,081,124
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
8,081,124
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ]
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
9.5%
|
|
14.
|
TYPE OF REPORTING PERSON
|
IN
|
Item 1.
|
Security and Issuer.
|
Item 2.
|
Identity and Background.
|
Item 3.
|
Source and Amount of Funds or Other Consideration.
|
Item 4.
|
Purpose of Transaction.
|
Item 5.
|
Interest in Securities of the Issuer.
|
Item 6.
|
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
|
Item 7.
|
Material to be Filed as Exhibits.
|
|
Dated: November 12, 2015
|
TOURBILLON GLOBAL LONG ALPHA FUND, LLC
|
|||
By:
|
Tourbillon Capital Partners, L.P.,
Investment Manager
|
||
By:
|
/s/ Brian A. Kessler
|
||
Name:
|
Brian A. Kessler
|
||
Title:
|
Chief Financial Officer
|
TOURBILLON GLOBAL LONG ALPHA FUND, LTD
|
|||
By:
|
Tourbillon Capital Partners, L.P.,
Investment Manager
|
||
By:
|
/s/ Brian A. Kessler
|
||
Name:
|
Brian A. Kessler
|
||
Title:
|
Chief Financial Officer
|
TOURBILLON GLOBAL MASTER FUND, LTD
|
|||
By:
|
Tourbillon Capital Partners, L.P.,
Investment Manager
|
||
By:
|
/s/ Brian A. Kessler
|
||
Name:
|
Brian A. Kessler
|
||
Title:
|
Chief Financial Officer
|
Tourbillon Capital Partners, L.P.
|
|||
By:
|
/s/ Brian A. Kessler
|
||
Name:
|
Brian A. Kessler
|
||
Title:
|
Chief Financial Officer
|
/s/ Jason H. Karp
|
|
JASON H. KARP
|
Name and Position
|
Principal Occupation
|
Principal Business Address
|
Citizenship
|
Jason H. Karp*
Director
|
|||
John Ackerly
Director
|
Director
|
c/o Carne Global Financial Services (Cayman) Limited
Commercial Ctr., 802 West Bay Rd, 1st Fl
Grand Cayman, Cayman Islands KY1-1204
|
United Kingdom
|
Matt Auriemma
Director
|
Director
|
c/o HighWater Limited, Grand Pavillion
Commercial Ctr., 802 West Bay Rd, 1st Fl
Grand Cayman, Cayman Islands KY1-1204
|
United States
|
* Mr. Karp is a Reporting Persons and, as such, his information called for by Item 2 of Schedule 13D is set forth therein.
|
Name and Position
|
Principal Occupation
|
Principal Business Address
|
Citizenship
|
Jason H. Karp*
Director
|
|||
John Ackerly
Director
|
Director
|
c/o Carne Global Financial Services (Cayman) Limited
Commercial Ctr., 802 West Bay Rd, 1st Fl
Grand Cayman, Cayman Islands KY1-1204
|
United Kingdom
|
Matt Auriemma
Director
|
Director
|
c/o HighWater Limited, Grand Pavillion
Commercial Ctr., 802 West Bay Rd, 1st Fl
Grand Cayman, Cayman Islands KY1-1204
|
United States
|
* Mr. Karp is a Reporting Persons and, as such, his information called for by Item 2 of Schedule 13D is set forth therein.
|
Date of Purchase/Sale
|
Shares of Common Stock
Purchased/(Sold)
|
Price Per Share ($)
|
11/11/15
|
1,875
|
5.8848
|
||
11/11/15
|
1,875
|
5.7050
|
||
11/11/15
|
1,875
|
5.8835
|
||
11/11/15
|
1,875
|
5.8750
|
||
11/10/15
|
15,000
|
5.6671
|
||
10/01/15
|
63,400
|
4.7682
|
||
09/28/15
|
(212)
|
5.2456
|
||
09/28/15
|
(85)
|
5.1330
|
||
09/28/15
|
(85)
|
5.0000
|
||
09/28/15
|
(42)
|
5.0000
|
||
09/25/15
|
21,250
|
6.0000
|
||
09/25/15
|
515
|
5.9254
|
||
09/17/15
|
850
|
7.7768
|
||
09/14/15
|
425
|
7.6899
|
11/11/15
|
10,625
|
5.8848
|
||
11/11/15
|
10,625
|
5.7050
|
||
11/11/15
|
10,625
|
5.8835
|
||
11/11/15
|
10,625
|
5.8750
|
||
11/10/15
|
85,000
|
5.6671
|
||
09/28/15
|
(532)
|
5.2456
|
||
09/28/15
|
(213)
|
5.1330
|
||
09/28/15
|
(213)
|
5.0000
|
||
09/28/15
|
(106)
|
5.0000
|
||
09/25/15
|
53,250
|
6.0000
|
||
09/25/15
|
1,289
|
5.9254
|
||
09/17/15
|
2,130
|
7.7768
|
||
09/14/15
|
1,065
|
7.6899
|
11/11/15
|
12,500
|
5.8848
|
||
11/11/15
|
12,500
|
5.7050
|
||
11/11/15
|
12,500
|
5.8835
|
||
11/11/15
|
12,500
|
5.8750
|
||
11/10/15
|
100,000
|
5.6671
|
||
10/01/15
|
(160,000)
|
4.7219
|
||
10/01/15
|
(320,000)
|
4.7219
|
||
10/01/15
|
(320,000)
|
4.7219
|
||
09/28/15
|
(4,850)
|
5.2456
|
||
09/28/15
|
(9,703)
|
5.2456
|
||
09/28/15
|
(9,703)
|
5.2456
|
||
09/28/15
|
(1,940)
|
5.1330
|
||
09/28/15
|
(3,881)
|
5.1330
|
||
09/28/15
|
(3,881)
|
5.1330
|
||
09/28/15
|
(1,940)
|
5.0000
|
||
09/28/15
|
(3,881)
|
5.0000
|
||
09/28/15
|
(3,881)
|
5.0000
|
||
09/28/15
|
(970)
|
5.0000
|
||
09/28/15
|
(1,941)
|
5.0000
|
||
09/28/15
|
(1,941)
|
5.0000
|
||
09/25/15
|
2,425,500
|
6.0000
|
||
09/25/15
|
11,737
|
5.9254
|
||
09/25/15
|
23,479
|
5.9254
|
||
09/25/15
|
23,480
|
5.9254
|
||
09/17/15
|
19,400
|
7.7768
|
||
09/17/15
|
38,810
|
7.7768
|
||
09/17/15
|
38,810
|
7.7768
|
||
09/14/15
|
9,700
|
7.6899
|
||
09/14/15
|
19,405
|
7.6899
|
||
09/14/15
|
19,405
|
7.6899
|
|
Dated: November 12, 2015
|
TOURBILLON GLOBAL LONG ALPHA FUND, LLC
|
|||
By:
|
Tourbillon Capital Partners, L.P.,
Investment Manager
|
||
By:
|
/s/ Brian A. Kessler
|
||
Name:
|
Brian A. Kessler
|
||
Title:
|
Chief Financial Officer
|
TOURBILLON GLOBAL LONG ALPHA FUND, LTD
|
|||
By:
|
Tourbillon Capital Partners, L.P.,
Investment Manager
|
||
By:
|
/s/ Brian A. Kessler
|
||
Name:
|
Brian A. Kessler
|
||
Title:
|
Chief Financial Officer
|
TOURBILLON GLOBAL MASTER FUND, LTD
|
|||
By:
|
Tourbillon Capital Partners, L.P.,
Investment Manager
|
||
By:
|
/s/ Brian A. Kessler
|
||
Name:
|
Brian A. Kessler
|
||
Title:
|
Chief Financial Officer
|
Tourbillon Capital Partners, L.P.
|
|||
By:
|
/s/ Brian A. Kessler
|
||
Name:
|
Brian A. Kessler
|
||
Title:
|
Chief Financial Officer
|
/s/ Jason H. Karp
|
|
JASON H. KARP
|