0000945621-17-000037.txt : 20170130 0000945621-17-000037.hdr.sgml : 20170130 20170130105741 ACCESSION NUMBER: 0000945621-17-000037 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20170130 DATE AS OF CHANGE: 20170130 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: DYNEGY INC. CENTRAL INDEX KEY: 0001379895 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 205653152 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-83671 FILM NUMBER: 17555795 BUSINESS ADDRESS: STREET 1: 601 TRAVIS, SUITE 1400 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: (713) 507-6400 MAIL ADDRESS: STREET 1: 601 TRAVIS, SUITE 1400 CITY: HOUSTON STATE: TX ZIP: 77002 FORMER COMPANY: FORMER CONFORMED NAME: Dynegy Inc.. DATE OF NAME CHANGE: 20070404 FORMER COMPANY: FORMER CONFORMED NAME: Dynegy Acquisition, Inc.. DATE OF NAME CHANGE: 20070403 FORMER COMPANY: FORMER CONFORMED NAME: Dynegy Acquisition, Inc. DATE OF NAME CHANGE: 20061102 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CARLSON CAPITAL L P CENTRAL INDEX KEY: 0001056973 IRS NUMBER: 752494317 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 2100 MCKINNEY AVE STREET 2: STE 1800 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 2149329600 MAIL ADDRESS: STREET 1: 2100 MCKINNEY AVE STREET 2: STE 1800 CITY: DALLAS STATE: TX ZIP: 75201 SC 13G/A 1 carlsondynegy13ga12312016.htm AMENDMENT NO. 1 TO SCHEDULE 13G

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13G


Under the Securities Exchange Act of 1934
 
(Amendment No. 1)*



Dynegy Inc.
(Name of Issuer)
 
 Common Stock, par value $0.01 per share
(Title of Class of Securities)
 
  26817R108
(CUSIP Number)
 
December 31, 2016
(Date of Event which Requires Filing of this Statement)
 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[X]           Rule 13d-1(b)
[   ]           Rule 13d-1(c)
[   ]           Rule 13d-1(d)
 
(Page 1 of 10 Pages)

_________________________
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
 
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (the “Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 




CUSIP No.   26817R108
 
Page 2 of 10 Pages
 
 
 
1
 NAMES OF REPORTING PERSONS          
    Carlson Capital, L.P.
 
  
2
 
  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 (a)  [   ]
 (b)  [X]
3  SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
            Delaware
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
          -0-
 
6
SHARED VOTING POWER
          10,181,071
 
7
SOLE DISPOSITIVE POWER
          -0-
 
8
SHARED DISPOSITIVE POWER
    10,181,071
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
          10,181,071 shares of Common Stock
     
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
 
      [  ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
     8.68%
12
TYPE OF REPORTING PERSON
   
      PN, IA


 
 
CUSIP No.   26817R108
 
Page 3 of 10 Pages
 
 
 
1
 NAMES OF REPORTING PERSONS          
    Asgard Investment Corp.
 
  
2
 
  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 (a)  [   ]
 (b)  [X]
3  SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
            Delaware
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
          -0-
 
6
SHARED VOTING POWER
          10,181,071
 
7
SOLE DISPOSITIVE POWER
          -0-
 
8
SHARED DISPOSITIVE POWER
    10,181,071
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
          10,181,071 shares of Common Stock
     
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
 
      [  ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
     8.68%
12
TYPE OF REPORTING PERSON
   
      CO
 
 
 
CUSIP No.   26817R108
 
Page 4 of 10 Pages
 
 
 
1
 NAMES OF REPORTING PERSONS          
    Asgard Investment Corp. II
 
  
2
 
  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 (a)  [   ]
 (b)  [X]
3  SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
            Delaware
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
          -0-
 
6
SHARED VOTING POWER
          10,181,071
 
7
SOLE DISPOSITIVE POWER
          -0-
 
8
SHARED DISPOSITIVE POWER
    10,181,071
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
         10,181,071 shares of Common Stock
     
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
 
      [  ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
     8.68%
12
TYPE OF REPORTING PERSON
   
      CO
 
 
 
 
 
 
CUSIP No.   26817R108
 
Page 5 of 10 Pages
 
 
 
1
 NAMES OF REPORTING PERSONS          
    Clint D. Carlson
 
  
2
 
  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 (a)  [   ]
 (b)  [X]
3  SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
            United States
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
          -0-
 
6
SHARED VOTING POWER
          10,181,071
 
7
SOLE DISPOSITIVE POWER
          -0-
 
8
SHARED DISPOSITIVE POWER
   10,181,071
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
          10,181,071 shares of Common Stock
     
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
 
      [  ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
     8.68%
12
TYPE OF REPORTING PERSON
   
      IN
 
 
 
 
 
 
 
CUSIP No. 26817R108  
Page 6 of 10 Pages
     



 
 
 Item 1. (a) Name of Issuer:
 
Dynegy Inc.
   
(b) Address of Issuer's Principal Executive Offices:
    601 Travis, Suite 1400, Houston, Texas 77002
   
Item 2.
 (a) Name of Persons Filing:
 
 
(i)
Carlson Capital L.P., a Delaware limited partnership ("Carlson Capital"), which serves as the investment manager to certain private funds and managed accounts (collectively, the "Accounts"), with respect to the Common Stock directly held by the Accounts;
   
 
 
(ii)
Asgard Investment Corp. II, a Delaware corporation ("Asgard II"), which serves as the general partner of Carlson Capital, with respect to the Common Stock directly held by the Accounts;
     
 
(iii)
Asgard Investment Corp., a Delaware corporation ("Asgard"), which is the sole stockholder of Asgard II, with respect to the Common Stock directly held by the Accounts; and
   
 
 
(iv)
Mr. Clint D. Carlson, a United States citizsen ("Mr. Carlson"), who serves as president of Asgard and Carlson Capital, with respect to the Common Stock directly held by the Accounts.
   
 
    The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons".
     
    The filing of this statement should not be construed as an admission that any of the Reporting Persons is, for the purposes of Section 13 of the Act, the beneficial owner of the Common Stock reported herein.
     
  (b) Address of Principal Business Office or, if none, Residence:
 
2100 McKinney Avenue, Suite 1800
Dallas, TX 75201
     
  (c) Citzenship:
 
Carlson Capital is a Delaware limited partnership. Each of Asgard and Asgard II is a Delaware corporation. Mr. Carlson is a United States citizen.
     
  (d) Title Class of Securities:
 
Common Stock (the "Shares")
     
  (e) CUSIP Number:
  26817R108
 
 
 
 
 
CUSIP No. 26817R108  
Page 7 of 10 Pages
     
 
 
 
Item 3. If this statement is filed pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
       
(a)
[ ]
Broker or dealer registered under Section 15 of the Act;
(b)
[ ]
Bank as defined in Section 3(a)(6) of the Act;
(c)
[ ]
Insurance company as defined in Section 3(a)(19) of the Act;
(d)
[ ]
Investment company registered under Section 8 of the Investment Company Act of 1940;
(e)
[X]
An investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E);
(f)
[ ]
An employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F);
(g)
[X]
A parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G);
(h)
[ ]
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act;
(i)
[ ]
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940;
(j)
[ ]
A non-U.S. institution in accordance with Section 240.240.13d–1(b)(1)(ii)(J);
(k)
[ ]
Group, in accordance with Section 240.13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ___________________
 
Item 4. Ownership:
   
   
A.  Carlson Capital:
 
(a)
Amount beneficially owned: 10,181,071
 
(b)
Percent of class:  8.68%
  (c)
(i)      Sole power to vote or to direct the vote:  -0-
   
(ii)     Shared power to vote or direct the vote:  10,181,071
   
(iii)    Sole power to dispose or direct the disposition of:  -0-
   
(iv)    Shared power to dispose or to direct the disposition of: 10,181,071
 
B.  Asgard II:
 
(a)
Amount beneficially owned:  10,181,071
 
(b)
Percent of class:  8.68%
  (c)
(i)      Sole power to vote or to direct the vote:  -0-
   
(ii)     Shared power to vote or direct the vote:  10,181,071
   
(iii)    Sole power to dispose or direct the disposition of:  -0-
   
(iv)    Shared power to dispose or to direct the disposition of: 10,181,071
 
  C.  Asgard:
 
(a)
Amount beneficially owned: 10,181,071
 
(b)
Percent of class:  8.68%
  (c)
(i)      Sole power to vote or to direct the vote:  -0-
   
(ii)     Shared power to vote or direct the vote: 10,181,071
   
(iii)    Sole power to dispose or direct the disposition of:  -0-
   
(iv)    Shared power to dispose or to direct the disposition of:  10,181,071
 
D.  Mr. Carlson:
 
(a)
Amount beneficially owned: 10,181,071
 
(b)
Percent of class:  8.68%
  (c)
(i)      Sole power to vote or to direct the vote:  -0-
   
(ii)     Shared power to vote or direct the vote:  10,181,071
   
(iii)    Sole power to dispose or direct the disposition of:  -0-
   
(iv)    Shared power to dispose or to direct the disposition of:  10,181,071
 
The Company's Quarterly Report on Form 10-Q filed on November 2, 2016, indicates that the total number of outstanding shares of Common Stock as of October 12, 2016 was 117,293,478. The percentages used herein and in the rest of the Schedule 13G are based upon such number of shares of Common Stock outstanding.
 


 CUSIP No. 26817R108  
Page 8 of 10 Pages
     
 
 
Item 5.
Ownership of Five Percent or Less of a Class:
This item is not applicable.
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: [ ]

 
Item 6.
Ownership of More than Five Percent on Behalf of Another Person:
This item is not applicable.
 
Item 7.
Identification and Classification of Subsidiaries Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person:
This item is not applicable.
 
Item 8.
 Identification and Classification of Members of the Group.
This item is not applicable.
 
Item 9.
 Notice of Dissolution of Group.
This item is not applicable.
 
Item 10.
Certification:
     
    Each of the Reporting Persons hereby makes the following certification:
     
   
By signing below, each Reporting Person certifies that, to the best of his or its knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
     




CUSIP No. 26817R108  
Page 9 of 10 Pages
     

SIGNATURE


After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
 
DATED: January 30, 2017


    CARLSON CAPITAL, L.P.
       
       
   
By:
 /s/ Clint D. Carlson
 
     
Name:       Clint D. Carlson  
     
Title:         President


    ASGARD INVESTMENT CORP. II
       
       
   
By:
 /s/ Clint D. Carlson
 
     
Name:       Clint D. Carlson  
     
Title:         President
 
 
    ASGARD INVESTMENT CORP.
       
       
   
By:
 /s/ Clint D. Carlson
 
     
Name:       Clint D. Carlson  
     
Title:         President
 
 
       
   
By:
 /s/ Clint D. Carlson
 
     
Name:       Clint D. Carlson  
 
 
 
 

 
 
 
CUSIP No. 26817R108  
Page 10 of 10 Pages
     
 
 
Exhibit 1
 
 
 
 JOINT ACQUISITION STATEMENT
PURSUANT TO RULE 13d-1(k)
 
    The undersigned acknwoledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all sugbsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall nto be responsible for the completeness and accuracy of the ifnormation concerning the others, except to the extent that he or it knows or has reason to believe that such ifnormation is inaccurate.
 
DATED: January 30, 2017


    CARLSON CAPITAL, L.P.
       
       
   
By:
 /s/ Clint D. Carlson
 
     
Name:       Clint D. Carlson  
     
Title:         President


    ASGARD INVESTMENT CORP. II
       
       
   
By:
 /s/ Clint D. Carlson
 
     
Name:       Clint D. Carlson  
     
Title:         President
 
 
    ASGARD INVESTMENT CORP.
       
       
   
By:
 /s/ Clint D. Carlson
 
     
Name:       Clint D. Carlson  
     
Title:         President
 
 
       
   
By:
 /s/ Clint D. Carlson
 
     
Name:       Clint D. Carlson