0001011438-19-000029.txt : 20190207 0001011438-19-000029.hdr.sgml : 20190207 20190207171032 ACCESSION NUMBER: 0001011438-19-000029 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20190207 DATE AS OF CHANGE: 20190207 GROUP MEMBERS: GEORGE SOROS GROUP MEMBERS: ROBERT SOROS SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SERVICESOURCE INTERNATIONAL, INC. CENTRAL INDEX KEY: 0001310114 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 810578975 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-86636 FILM NUMBER: 19575966 BUSINESS ADDRESS: STREET 1: 717 17TH STREET STREET 2: 5TH FLOOR CITY: DENVER STATE: CO ZIP: 80222 BUSINESS PHONE: 7208898500 MAIL ADDRESS: STREET 1: 717 17TH STREET STREET 2: 5TH FLOOR CITY: DENVER STATE: CO ZIP: 80222 FORMER COMPANY: FORMER CONFORMED NAME: SERVICESOURCE INTERNATIONAL LLC DATE OF NAME CHANGE: 20041129 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SOROS FUND MANAGEMENT LLC CENTRAL INDEX KEY: 0001029160 IRS NUMBER: 133914976 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 250 WEST 55TH STREET, FLOOR 29 CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: (212) 872-1054 MAIL ADDRESS: STREET 1: 250 WEST 55TH STREET, FLOOR 29 CITY: NEW YORK STATE: NY ZIP: 10019 SC 13G/A 1 form_sc13ga-service.htm
 
 

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

SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
 
 _____________________________________________________________

SERVICESOURCE INTERNATIONAL, INC.
(Name of Issuer)
Common Stock, $0.0001 par value
(Title of Class of Securities)
81763U100
(CUSIP Number)
December 31, 2018
(Date of Event which Requires Filing of this Statement)
 
  _____________________________________________________________

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☒ Rule 13d-1(c)
☐ Rule 13d-1(d)
 
*
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 on 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 (“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. 81763U100
 
Page 2 of 12 Pages
 
             
  1. 
 
Names of Reporting Persons
 
SOROS FUND MANAGEMENT LLC
  2.
 
Check the Appropriate Box If a Member of a Group (See Instructions)
a.  ☐        b.  ☒
 
  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
 
0
  
7.
  
Sole Dispositive Power
 
0
  
8.
  
Shared Dispositive Power
 
0
  9.
 
Aggregate Amount Beneficially Owned by Each Reporting Person
 
0
10.
 
Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  ☐
 
11.
 
Percent of Class Represented By Amount in Row (9)
 
0%
12.
 
Type of Reporting Person (See Instructions)
 
OO
 

     


CUSIP NO. 81763U100
 
Page 3 of 12 Pages
 
             
  1. 
 
Names of Reporting Persons
 
GEORGE SOROS
  2.
 
Check the Appropriate Box If a Member of a Group (See Instructions)
a.  ☐        b.  ☒
 
  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
 
0
  
7.
  
Sole Dispositive Power
 
0
  
8.
  
Shared Dispositive Power
 
0
  9.
 
Aggregate Amount Beneficially Owned by Each Reporting Person
 
0
10.
 
Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  ☐
 
11.
 
Percent of Class Represented By Amount in Row (9)
 
0%
12.
 
Type of Reporting Person (See Instructions)
 
IN
 

     


CUSIP NO. 81763U100
 
Page 4 of 12 Pages
 
             
  1. 
 
Names of Reporting Persons
 
ROBERT SOROS
  2.
 
Check the Appropriate Box If a Member of a Group (See Instructions)
a.  ☐        b.  ☒
 
  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
 
0
  
7.
  
Sole Dispositive Power
 
0
  
8.
  
Shared Dispositive Power
 
0
  9.
 
Aggregate Amount Beneficially Owned by Each Reporting Person
 
0
10.
 
Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  ☐
 
11.
 
Percent of Class Represented By Amount in Row (9)
 
0%
12.
 
Type of Reporting Person (See Instructions)
 
IN
 

   



CUSIP NO.  81763U100
Page 5 of 12 Pages

Item 1(a).
Name of Issuer:
 
 
 
ServiceSource International, Inc. (the “Issuer”).
 
 
Item 1(b).
Address of the Issuer's Principal Executive Offices:
 
 
 
717 17th Street, 5th Floor
 
Denver, Colorado 80202
 
 
Item 2(a).
Name of Person Filing
 
 
 
The Statement is filed on behalf of each of the following persons (collectively, the “Reporting Persons”):

i)  
Soros Fund Management LLC (“SFM LLC”);

ii)  
George Soros; and

iii)  
Robert Soros.

 
This statement relates to securities of the Issuer, including Shares (as defined herein), that were held for the account of Quantum Partners LP, a Cayman Islands exempted limited partnership (“Quantum Partners”).  SFM LLC serves as investment manager to Quantum Partners.  As such, SFM LLC has been granted investment discretion over portfolio investments, including securities of the Issuer, that were held for the account of Quantum Partners.  George Soros serves as Chairman and Manager of SFM LLC and Robert Soros serves as Manager of SFM LLC.

Item 2(b).
Address of Principal Business Office or, if None, Residence:
 
 
 
The address of the principal business office of each of the Reporting Persons is 250 West 55th Street, 29th Floor, New York, New York 10019.

Item 2(c).
Citizenship:

i)  
SFM LLC is a Delaware limited liability company;

ii)  
George Soros is a United States citizen; and

iii)  
Robert Soros is a United States citizen.

Item 2(d).
Title of Class of Securities:
 
 
Common Stock, $0.0001 par value (the “Shares”).
 
Item 2(e).
CUSIP Number:
 
 
 
81763U100

 


CUSIP NO.  81763U100
Page 6 of 12 Pages

Item 3.
If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
 
 
This Item 3 is not applicable.
 
Item 4.
Ownership:
 
 
Item 4(a).
Amount Beneficially Owned:
 
 
 
As of December 31, 2018, each of the Reporting Persons may be deemed to be the beneficial owner of 0 Shares.
 
 
Item 4(b).
Percent of Class:
 
 
 
As of December 31, 2018, the Reporting Persons may be deemed to be the beneficial owner of 0% of the total number of Shares outstanding.
 
 
Item 4(c).
Number of shares as to which such person has:
 
 

 
SFM LLC
 
(i)
Sole power to vote or direct the vote
0
 
(ii)
Shared power to vote or to direct the vote
0
 
(iii)
Sole power to dispose or to direct the disposition of
0
 
(iv)
Shared power to dispose or to direct the disposition of
0

 
George Soros
 
(i)
Sole power to vote or direct the vote
0
 
(ii)
Shared power to vote or to direct the vote
0
 
(iii)
Sole power to dispose or to direct the disposition of
0
 
(iv)
Shared power to dispose or to direct the disposition of
0

 
Robert Soros
 
(i)
Sole power to vote or direct the vote
0
 
(ii)
Shared power to vote or to direct the vote
0
 
(iii)
Sole power to dispose or to direct the disposition of
0
 
(iv)
Shared power to dispose or to direct the disposition of
0

 




CUSIP NO.  81763U100
Page 7 of 12 Pages
 
Item 5.
Ownership of Five Percent or Less of a Class:
 
 
 
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 securities, check the following [X].
 
 
Item 6.
Ownership of More than Five Percent on Behalf of Another Person:
 
 
 
The partners of Quantum Partners were entitled to receive, or had the power to direct, the receipt of dividends from or the proceeds of sales of the securities of the Issuer that were held for the account of Quantum Partners, in accordance with their ownership interests in Quantum Partners.
 
 
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company:
 
 
 
This Item 7 is not applicable.
 
 
Item 8.
Identification and Classification of Members of the Group:
 
 
 
This Item 8 is not applicable.
 
 
Item 9.
Notice of Dissolution of Group:
 
 
 
This Item 9 is not applicable.
 
 
Item 10.
Certification:

 
By signing below each of the Reporting Persons certifies that, to the best of such person's knowledge and belief, the securities referred to above 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 such purpose or effect.



CUSIP NO. 81763U100
  
Page 8 of 12 Pages
 
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
 
             
Date: February 7, 2019
 
 
 
SOROS FUND MANAGEMENT LLC
       
 
 
 
 
By:
 
/s/ Jodye Anzalotta
 
 
 
 
 
 
Jodye Anzalotta
 
 
 
 
 
 
Assistant General Counsel
       
Date: February 7, 2019
 
 
 
 
 
GEORGE SOROS
       
 
 
 
 
By:
 
/s/ Jodye Anzalotta
 
 
 
 
 
 
Jodye Anzalotta
 
 
 
 
 
 
Attorney-in-Fact
       
Date: February 7, 2019
 
 
 
 
 
ROBERT SOROS
       
 
 
 
 
By:
 
/s/ Jodye Anzalotta
 
 
 
 
 
 
Jodye Anzalotta
 
 
 
 
 
 
Attorney-in-Fact

     


CUSIP NO. 81763U100
  
Page 9 of 12 Pages
 
EXHIBIT INDEX
 
             
 
 
 
  
Page No.
 
A.
 
Joint Filing Agreement, dated as of February 7, 2019, by and among Soros Fund Management LLC, George Soros, and Robert Soros
  
 
10
 
     
B.
 
Power of Attorney, dated as of November 24, 2015, granted by George Soros in favor of Maryann Canfield, Jodye Anzalotta, Jay Schoenfarber, Thomas O’Grady, Regan O’Neill and Robert Soros
  
 
11
 
     
C.
 
Power of Attorney, dated as of November 30, 2015, granted by Robert Soros in favor of Maryann Canfield, Jodye Anzalotta, Jay Schoenfarber, Thomas O’Grady and Regan O’Neill
  
 
12
 

     


CUSIP NO. 81763U100
  
Page 10 of 12 Pages
 
EXHIBIT A
JOINT FILING AGREEMENT
The undersigned hereby agree that the Schedule 13G with respect to the Common Stock, $0.0001 par value, of ServiceSource International, Inc., dated as of February 7, 2019, is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934.
 
             
Date: February 7, 2019
 
 
 
SOROS FUND MANAGEMENT LLC
       
 
 
 
 
By:
 
/s/ Jodye Anzalotta
 
 
 
 
 
 
Jodye Anzalotta
 
 
 
 
 
 
Assistant General Counsel
       
Date: February 7, 2019
 
 
 
 
 
GEORGE SOROS
       
 
 
 
 
By:
 
/s/ Jodye Anzalotta
 
 
 
 
 
 
Jodye Anzalotta
 
 
 
 
 
 
Attorney-in-Fact
       
Date: February 7, 2019
 
 
 
 
 
ROBERT SOROS
       
 
 
 
 
By:
 
/s/ Jodye Anzalotta
 
 
 
 
 
 
Jodye Anzalotta
 
 
 
 
 
 
Attorney-in-Fact

     


CUSIP NO. 81763U100
  
Page 11 of 12 Pages
 
EXHIBIT B
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENT, that I, GEORGE SOROS, hereby make, constitute and appoint each of MARYANN CANFIELD, JODYE ANZALOTTA, JAY SCHOENFARBER, THOMAS O’GRADY, REGAN O’NEILL and ROBERT SOROS, acting individually, as my agent and attorney-in-fact for the purpose of executing in my name, (a) in my personal capacity or (b) in my capacity as Chairman of, member of or in other capacities with Soros Fund Management LLC (“SFM LLC”) and each of its affiliates or entities advised by me or SFM LLC, all documents, certificates, instruments, statements, filings and agreements (“documents”) to be filed with or delivered to any foreign or domestic governmental or regulatory body or required or requested by any other person or entity pursuant to any legal or regulatory requirement relating to the acquisition, ownership, management or disposition of securities, futures contracts or other investments, and any other documents relating or ancillary thereto, including without limitation all documents relating to filings with the Commodities Futures Trading Commission and National Futures Association, the United States Securities and Exchange Commission (the “SEC”) pursuant to the Securities Act of 1933 or the Securities Exchange Act of 1934 (the “Act”) and the rules and regulations promulgated thereunder, including all documents relating to the beneficial ownership of securities required to be filed with the SEC pursuant to Section 13(d) or Section 16(a) of the Act and any information statements on Form 13F required to be filed with the SEC pursuant to Section 13(f) of the Act.
All past acts of these attorneys-in-fact in furtherance of the foregoing are hereby ratified and confirmed.
Execution of this power of attorney revokes that certain Power of Attorney dated as of the 26th day of June, 2009 with respect to the same matters addressed above.
This power of attorney shall be valid from the date hereof until revoked by me.
IN WITNESS WHEREOF, I have executed this instrument as of the 24th day of November, 2015.
 



GEORGE SOROS


/s/ Daniel Eule
Daniel Eule
Attorney-in-Fact for George Soros
 
 
     


CUSIP NO. 81763U100
  
Page 12 of 12 Pages
 
EXHIBIT C
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENT, that I, ROBERT SOROS, hereby make, constitute and appoint each of MARYANN CANFIELD, JODYE ANZALOTTA, JAY SCHOENFARBER, THOMAS O’GRADY and REGAN O’NEILL, acting individually, as my agent and attorney-in-fact for the purpose of executing in my name, (a) in my personal capacity or (b) in my capacity as Deputy Chairman of, member of or in other capacities with Soros Fund Management LLC (“SFM LLC”) and each of its affiliates or entities advised by me or SFM LLC, all documents, certificates, instruments, statements, filings and agreements (“documents”) to be filed with or delivered to any foreign or domestic governmental or regulatory body or required or requested by any other person or entity pursuant to any legal or regulatory requirement relating to the acquisition, ownership, management or disposition of securities, futures contracts or other investments, and any other documents relating or ancillary thereto, including without limitation all documents relating to filings with the Commodities Futures Trading Commission and National Futures Association, the United States Securities and Exchange Commission (the “SEC”) pursuant to the Securities Act of 1933 or the Securities Exchange Act of 1934 (the “Act”) and the rules and regulations promulgated thereunder, including all documents relating to the beneficial ownership of securities required to be filed with the SEC pursuant to Section 13(d) or Section 16(a) of the Act and any information statements on Form 13F required to be filed with the SEC pursuant to Section 13(f) of the Act.
All past acts of these attorneys-in-fact in furtherance of the foregoing are hereby ratified and confirmed.
Execution of this power of attorney revokes that certain Power of Attorney dated as of the 3rd day of October, 2007 with respect to the same matters addressed above.
This power of attorney shall be valid from the date hereof until revoked by me.
IN WITNESS WHEREOF, I have executed this instrument as of the 30th day of November, 2015.



ROBERT SOROS


/s/ Robert Soros