0001193125-15-153160.txt : 20150428 0001193125-15-153160.hdr.sgml : 20150428 20150428165934 ACCESSION NUMBER: 0001193125-15-153160 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150428 DATE AS OF CHANGE: 20150428 GROUP MEMBERS: JAMES D. DONDERO SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NexPoint Residential Trust, Inc. CENTRAL INDEX KEY: 0001620393 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 471181359 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-88773 FILM NUMBER: 15799338 BUSINESS ADDRESS: STREET 1: 300 CRESCENT COURT STREET 2: SUITE 700 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 972-628-4100 MAIL ADDRESS: STREET 1: 300 CRESCENT COURT STREET 2: SUITE 700 CITY: DALLAS STATE: TX ZIP: 75201 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HIGHLAND CAPITAL MANAGEMENT LP CENTRAL INDEX KEY: 0001167365 IRS NUMBER: 752716725 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 300 CRESCENT COURT, SUITE 700 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 9726284100 MAIL ADDRESS: STREET 1: 300 CRESCENT COURT, SUITE 700 CITY: DALLAS STATE: TX ZIP: 75201 SC 13D/A 1 d915724dsc13da.htm SC 13D/A SC 13D/A

 

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

SCHEDULE 13D

(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED

PURSUANT TO § 240.13d-2(a)

(Amendment No. 3)

 

 

NEXPOINT RESIDENTIAL TRUST, INC.

(Name of Issuer)

Common Stock, $0.01 par value per share

(Title of Class of Securities)

65341D102

(CUSIP Number)

Thomas Surgent, Chief Compliance Officer

Highland Capital Management, L.P.

300 Crescent Court, Suite 700

Dallas, TX 75201

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

April 24, 2015

(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.   ¨

 

 

 


CUSIP No. 65341D102 13D

 

  1 

NAME OF REPORTING PERSONS

 

Highland Capital Management, L.P.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

(a)  ¨        (b)  x

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (see instructions)

 

WC

  5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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

 

459,860

  8

SHARED VOTING POWER

 

1,148,030

  9

SOLE DISPOSITIVE POWER

 

459,860

10

SHARED DISPOSITIVE POWER

 

1,148,030

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,607,890

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES   ¨ (see instructions)

 

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

7.6%

14

TYPE OF REPORTING PERSON (see instructions)

 

IA, PN

 


CUSIP No. 65341D102 13D

 

  1 

NAME OF REPORTING PERSONS

 

James D. Dondero

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

(a)  ¨        (b)  x

 

  3

SEC USE ONLY

 

  4

SOURCE OF FUNDS (see instructions)

 

WC/AF

  5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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

 

22,555

  8

SHARED VOTING POWER

 

3,295,219

  9

SOLE DISPOSITIVE POWER

 

22,555

10

SHARED DISPOSITIVE POWER

 

3,295,219

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

3,317,774

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES   ¨ (see instructions)

 

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

15.6%

14

TYPE OF REPORTING PERSON (see instructions)

 

HC, IN

 


CUSIP No. 65341D102

 

SCHEDULE 13D/A

This Amendment No. 3 (this “Amendment”) is being filed on behalf of Highland Capital Management, L.P., a Delaware limited partnership (“Highland Capital”) and James D. Dondero, and amends the Schedule 13D filed on March 26, 2015, as subsequently amended on April 14, 2015 and April 23, 2015. This Amendment updates the stock ownership information for the Schedule 13D. The Schedule 13D is supplementally amended as follows.

Item 3. Source and Amount of Funds.

The Reporting Persons received an aggregate of 2,470,129 shares of Common Stock, par value $0.01 per share (the “Common Stock”) in connection with the consummation of the separation of the Issuer from NexPoint Credit Strategies Fund (the “Spin-Off”). As of April 28, 2015, the Reporting Persons had purchased additional shares of Common Stock with working capital in open market purchases for an aggregate purchase price of approximately $11,891,331.83.

Item 5. Interest in Securities of the Issuer.

(a) As of April 28, 2015, Highland Capital may be deemed to beneficially own 1,607,890 shares of Common Stock, which represents approximately 7.6% of the outstanding Common Stock, and James D. Dondero may be deemed to beneficially own 3,317,774 shares of Common Stock, which represents approximately 15.6% of the outstanding Common Stock.

(b)

 

Name of Reporting Person

   Sole Voting
Power
     Shared Voting
Power
     Sole
Dispositive
Power
     Shared
Dispositive
Power
 

Highland Capital Management, L.P.(1)

     459,860         1,148,030         459,860         1,148,030   

James D. Dondero(2)

     22,555         3,295,219         22,555         3,295,219   

 

(1) These shares are held by Highland Capital both directly and indirectly through advised accounts. Mr. Dondero is the President and the director of Strand Advisors, Inc., Highland Capital’s general partner, and may be deemed to be an indirect beneficial owner of the shares held by Highland Capital. Mr. Dondero disclaims beneficial ownership of such shares.

 

(2) These shares are held by Mr. Dondero both directly and indirectly through Highland Capital (as described in footnote (1) above), one or more employee benefit plans and one or more trusts. Mr. Dondero is the President and the director of Strand Advisors, Inc., Highland Capital’s general partner, and may be deemed to be an indirect beneficial owner of the shares held by Highland Capital. Mr. Dondero disclaims beneficial ownership of such shares.

(c) Annex A attached hereto lists all transactions in the Common Stock during the past 60 days by the Reporting Persons. Except as otherwise noted, the transactions in the Common Stock were effected in the open market.

(d) No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Common Stock.

(e) Not applicable.


CUSIP No. 65341D102

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: April 28, 2015

 

HIGHLAND CAPITAL MANAGEMENT, L.P.
By: Strand Advisors, Inc., its general partner
        By:   /s/ James D. Dondero
        Name: James D. Dondero
        Title: President
/s/ James D. Dondero
James D. Dondero


ANNEX A

TRANSACTIONS

The following table sets forth all transactions with respect to the Common Stock effected in the last sixty days by the Reporting Person on behalf of the Reporting Person in respect of the shares, inclusive of any transactions effected through 4:00 p.m., New York City time, on April 28, 2015.

 

Date

   Effected By    Nature of Transaction    Quantity      Price  

3/23/15

   Highland Capital    Spin-Off      760,242         —     

3/23/15

   James D. Dondero    Spin-Off      2,470,129         —     

4/1/15

   Highland Capital    Open Market Purchase      13,928       $ 13.8489   

4/2/15

   Highland Capital    Open Market Purchase      35,951       $ 13.6026   

4/6/15

   Highland Capital    Open Market Purchase      143,044       $ 14.4589 (1) 

4/13/15

   Highland Capital    Open Market Purchase      39,775       $ 13.8455   

4/17/15

   Highland Capital    Open Market Purchase      114,500       $ 14.0019 (2) 

4/21/15

   Highland Capital    Open Market Purchase      213,700       $ 13.9906 (3) 

4/23/15

   Highland Capital    Open Market Purchase      144,000       $ 13.9047   

4/24/15

   Highland Capital    Open Market Purchase      142,750       $ 13.9778   

 

(1) The price reported is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $14.3701 to $14.4943, inclusive. The Reporting Persons undertake to provide to NexPoint Residential Trust, Inc. (“NXRT”), any security holder of NXRT or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
(2) The price reported is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $13.9972 to $14.0032, inclusive. The reporting persons undertake to provide to NXRT, any security holder of NXRT or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
(3) The price reported is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $13.9500 to $14.0319, inclusive. The reporting persons undertake to provide to NXRT, any security holder of NXRT or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.