CUSIP No. 30224P 200
|
13D
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|||
Centerbridge Credit Partners, L.P.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
||||
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
|
|
|
|
-0-
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
7,034,545
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
7,034,545
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
7,034,545
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☒
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
3.5%
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
CUSIP No. 30224P 200
|
13D
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|||
Centerbridge Credit Partners TE Intermediate I, L.P.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
||||
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
|
|
|
|
-0-
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
8,619,938
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
8,619,938
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
8,619,938
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☒
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
4.3%
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
CUSIP No. 30224P 200
|
13D
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|||
Centerbridge Credit Partners General Partner, L.P.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
||||
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
|
|
|
|
-0-
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
15,654,483
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
15,654,483
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
15,654,483
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☒
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
7.9%
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
CUSIP No. 30224P 200
|
13D
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|||
Centerbridge Credit Cayman GP Ltd.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
||||
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
|
|
|
|
-0-
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
18,674,129
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
18,674,129
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
18,674,129
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☒
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
9.4%
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
CUSIP No. 30224P 200
|
13D
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|||
Centerbridge Credit Partners Offshore Intermediate III, L.P.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
||||
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
|
|
|
|
-0-
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
3,019,646
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
3,019,646
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
3,019,646
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☒
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
1.5%
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
CUSIP No. 30224P 200
|
13D
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|||
Centerbridge Credit Partners Offshore General Partner, L.P.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
||||
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
|
|
|
|
-0-
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
3,019,646
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
3,019,646
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
3,019,646
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☒
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
1.5%
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
CUSIP No. 30224P 200
|
13D
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|||
CCP SBS GP, LLC
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
||||
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
|
|
|
|
-0-
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
61,014
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
61,014
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
61,014
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☒
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
Less than 0.1%
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
CUSIP No. 30224P 200
|
13D
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|||
Centerbridge Capital Partners AIV VI-A, L.P.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
||||
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
|
|
|
|
-0-
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
9,006,696*
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
9,006,696*
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
9,006,696*
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☒
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
4.5%*
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
CUSIP No. 30224P 200
|
13D
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|||
Centerbridge Capital Partners AIV VI-B, L.P.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
||||
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
|
|
|
|
-0-
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
9,003,338*
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
9,003,338*
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
9,003,338*
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☒
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
4.5%*
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
CUSIP No. 30224P 200
|
13D
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|||
Centerbridge Capital Partners Strategic AIV I, L.P.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
||||
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
|
|
|
|
-0-
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
603,081*
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
603,081*
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
603,081*
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☒
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
0.30%*
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
CUSIP No. 30224P 200
|
13D
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|||
Centerbridge Capital Partners SBS, L.P.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
||||
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
|
|
|
|
-0-
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
61,014
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
61,014
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
61,014
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☒
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
Less than 0.1%
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
CUSIP No. 30224P 200
|
13D
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|||
Centerbridge Associates, L.P.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
||||
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
|
|
|
|
-0-
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
18,613,115
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
18,613,115
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
18,613,115
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☒
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
9.4%
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
CUSIP No. 30224P 200
|
13D
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|||
Centerbridge Cayman GP Ltd.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
||||
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
|
|
|
|
-0-
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
18,613,115
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
18,613,115
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
18,613,115
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☒
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
9.4%
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
CUSIP No. 30224P 200
|
13D
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|||
Mark T. Gallogly
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
||||
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
|
|
|
|
-0-
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
37,348,258
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
37,348,258
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
37,348,258
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☒
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
18.8%
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
IN
|
|
|
|||
|
|
CUSIP No. 30224P 200
|
13D
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|||
Jeffrey H. Aronson
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
||||
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
|
|
|
|
-0-
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
37,348,258
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
37,348,258
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
37,348,258
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☒
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
18.8%
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
IN
|
|
|
|||
|
|
(i)
|
Centerbridge Credit Partners, L.P., a Delaware limited partnership (“CCP”), with respect to the Paired Shares beneficially owned by it;
|
|
(ii)
|
Centerbridge Credit Partners TE Intermediate I, L.P., a Delaware limited partnership (“CCPTEI”), with respect to the Paired Shares beneficially owned by it;
|
|
(iii)
|
Centerbridge Credit Partners General Partner, L.P., a Delaware limited partnership (“CCPGP”), as general partner of CCP and CCPTEI, with respect to the Paired Shares beneficially owned by CCP and CCPTEI;
|
|
(iv)
|
Centerbridge Credit Partners Offshore Intermediate III, L.P., a Delaware limited partnership (“CCPOIII”), with respect to the Paired Shares beneficially owned by it;
|
|
(v)
|
Centerbridge Credit Partners Offshore General Partner, L.P., a Delaware limited partnership (“CCPOGP”), as general partner of CCPOIII, with respect to the Paired Shares beneficially owned by CCPOIII;
|
|
(vi)
|
Centerbridge Credit Cayman GP Ltd., an exempted company organized under the laws of the Cayman Islands (“CCCGP”), as general partner of CCPGP and CCPOGP, with respect to the Paired Shares beneficially owned by CCP, CCPTEI and CCPOIII;
|
|
(vii)
|
Centerbridge Capital Partners AIV VI-A, L.P., a Delaware limited partnership (“VI-A”), with respect to the Paired Shares beneficially owned by it;
|
|
(viii)
|
Centerbridge Capital Partners AIV VI-B, L.P., a Delaware limited partnership (“VI-B”), with respect to the Paired Shares beneficially owned by it;
|
|
(ix)
|
Centerbridge Capital Partners Strategic AIV I, L.P., a Delaware limited partnership (“SAIV”), with respect to the Paired Shares beneficially owned by it;
|
|
(x)
|
Centerbridge Capital Partners SBS, L.P., a Delaware limited partnership (“SBS”), with respect to the Paired Shares beneficially owned by it;
|
|
(xi)
|
CCP SBS GP, LLC, a Delaware limited liability Company (“CCPSBS”), as general partner of SBS, with respect to Paired Shares owned by SBS;
|
|
(xii)
|
Centerbridge Associates, L.P., a Delaware limited partnership (“CALP”), as general partner of VI-A, VI-B and SAIV, with respect to the Paired Shares beneficially owned by VI-A, VI-B and SAIV;
|
|
(xiii)
|
Centerbridge Cayman GP Ltd., an exempted company organized under the laws of the Cayman Islands (“CCGP”), as general partner of CALP, with respect to the Paired Shares beneficially owned by CALP;
|
|
(xiv)
|
Mark T. Gallogly (“Mr. Gallogly”), as managing member of CCPSBS and director of CCCGP and CCGP has the power to vote and invest the Paired Shares beneficially owned by CCP, CCPTEI, CCPOIII, VI-A, VI-B, SAIV and SBS; and
|
|
(xv)
|
Jeffrey H. Aronson (“Mr. Aronson”) as managing member of CCPSBS and director of CCCGP and CCGP has the power to vote and invest the Paired Shares beneficially owned by CCP, CCPTEI, CCPOIII, VI-A, VI-B, SAIV and SBS.
|
1.
|
Centerbridge Credit Partners, L.P.
|
||
a.
|
Amount beneficially owned: 7,034,545
|
||
b.
|
Percent of class: 3.5%.
|
||
c.
|
Voting and dispositive power:
|
||
i.
|
Sole power to vote or to direct the vote: -0-
|
||
ii.
|
Shared power to vote or direct the vote: 7,034,545
|
||
iii.
|
Sole power to dispose or direct the disposition of: -0-
|
||
iv.
|
Shared power to dispose or direct the disposition of: 7,034,545
|
2.
|
Centerbridge Credit Partners TE Intermediate I, L.P.
|
||
a.
|
Amount beneficially owned: 8,619,938
|
||
b.
|
Percent of class: 4.3%
|
||
c.
|
Voting and dispositive power:
|
||
i.
|
Sole power to vote or to direct the vote: -0-
|
||
ii.
|
Shared power to vote or direct the vote: 8,619,938
|
||
iii.
|
Sole power to dispose or direct the disposition of: -0-
|
||
iv.
|
Shared power to dispose or direct the disposition of: 8,619,938
|
3.
|
Centerbridge Credit Partners General Partner, L.P.
|
||
a.
|
Amount beneficially owned: 15,654,483
|
||
b.
|
Percent of class: 7.9%
|
||
c.
|
Voting and dispositive power:
|
||
i.
|
Sole power to vote or to direct the vote: -0-
|
||
ii.
|
Shared power to vote or direct the vote: 15,654,483
|
||
iii.
|
Sole power to dispose or direct the disposition of: -0-
|
||
iv.
|
Shared power to dispose or direct the disposition of: 15,654,483
|
4.
|
Centerbridge Credit Partners Offshore Intermediate III, L.P., Centerbridge Credit Partners Offshore General Partner, L.P. -
|
||
a.
|
Amount beneficially owned: 3,019,646
|
||
b.
|
Percent of class: 1.5%
|
||
c.
|
Voting and dispositive power:
|
||
i.
|
Sole power to vote or to direct the vote: -0-
|
||
ii.
|
Shared power to vote or direct the vote: 3,019,646
|
||
iii.
|
Sole power to dispose or direct the disposition of: -0-
|
||
iv.
|
Shared power to dispose or direct the disposition of: 3,019,646
|
5.
|
Centerbridge Credit Cayman GP Ltd.
|
||
a.
|
Amount beneficially owned: 18,674,129
|
||
b.
|
Percent of class: 9.4%
|
||
c.
|
Voting and dispositive power:
|
||
i.
|
Sole power to vote or to direct the vote: -0-
|
||
ii.
|
Shared power to vote or direct the vote: 18,674,129
|
||
iii.
|
Sole power to dispose or direct the disposition of: -0-
|
||
iv.
|
Shared power to dispose or direct the disposition of: 18,674,129
|
6.
|
Centerbridge Capital Partners AIV VI-A, L.P.
|
||
a.
|
Amount beneficially owned: 9,006,696 (reflects distribution in kind scheduled to occur on or around October 6, 2016. See Item 4 for further detail)
|
||
b.
|
Percent of class: 4.5%
|
||
c.
|
Voting and dispositive power:
|
||
i.
|
Sole power to vote or to direct the vote: -0-
|
||
ii.
|
Shared power to vote or direct the vote: 9,006,696 (reflects distribution in kind scheduled to occur on or around October 6, 2016. See Item 4 for further detail)
|
||
iii.
|
Sole power to dispose or direct the disposition of: -0-
|
||
iv.
|
Shared power to dispose or direct the disposition of: 9,006,696 (reflects distribution in kind scheduled to occur on or around October 6, 2016. See Item 4 for further detail)
|
7.
|
Centerbridge Capital Partners AIV VI-B, L.P.
|
||
a.
|
Amount beneficially owned: 9,003,338 (reflects distribution in kind scheduled to occur on or around October 6, 2016. See Item 4 for further detail)
|
||
b.
|
Percent of class: 4.5%
|
||
c.
|
Voting and dispositive power:
|
||
i.
|
Sole power to vote or to direct the vote: -0-
|
||
ii.
|
Shared power to vote or direct the vote: 9,003,388 (reflects distribution in kind scheduled to occur on or around October 6, 2016. See Item 4 for further detail)
|
||
iii.
|
Sole power to dispose or direct the disposition of: -0-
|
||
iv.
|
Shared power to dispose or direct the disposition of: 9,003,388 (reflects distribution in kind scheduled to occur on or around October 6, 2016. See Item 4 for further detail)
|
8.
|
Centerbridge Capital Partners Strategic AIV I, L.P.
|
||
a.
|
Amount beneficially owned: 603,081 (reflects distribution in kind scheduled to occur on or around October 6, 2016. See Item 4 for further detail)
|
||
b.
|
Percent of class: 0.30%
|
||
c.
|
Voting and dispositive power:
|
||
i.
|
Sole power to vote or to direct the vote: -0-
|
||
ii.
|
Shared power to vote or direct the vote: 603,081 (reflects distribution in kind scheduled to occur on or around October 6, 2016. See Item 4 for further detail)
|
||
iii.
|
Sole power to dispose or direct the disposition of: -0-
|
||
iv.
|
Shared power to dispose or direct the disposition of: 603,081 (reflects distribution in kind scheduled to occur on or around October 6, 2016. See Item 4 for further detail)
|
9.
|
Centerbridge Capital Partners SBS, L.P. and CCP SBS GP, LLC
|
||
a.
|
Amount beneficially owned: 61,014
|
||
b.
|
Percent of class: Less than 0.1%
|
||
c.
|
Voting and dispositive power:
|
||
i.
|
Sole power to vote or to direct the vote: -0-
|
||
ii.
|
Shared power to vote or direct the vote: 61,014
|
||
iii.
|
Sole power to dispose or direct the disposition of: -0-
|
||
iv.
|
Shared power to dispose or direct the disposition of: 61,014
|
10.
|
Centerbridge Associates, L.P. and Centerbridge Cayman GP Ltd.
|
||
a.
|
Amount beneficially owned: 18,613,115
|
||
b.
|
Percent of class: 9.4%
|
||
c.
|
Voting and dispositive power:
|
||
i.
|
Sole power to vote or to direct the vote: -0-
|
||
ii.
|
Shared power to vote or direct the vote: 18,613,115
|
||
iii.
|
Sole power to dispose or direct the disposition of: -0-
|
||
iv.
|
Shared power to dispose or direct the disposition of: 18,613,115
|
11.
|
Mark T. Gallogly and Jeffrey H. Aronson
|
||
a.
|
Amount beneficially owned: 37,348,258
|
||
b.
|
Percent of class: 18.8%
|
||
c.
|
Voting and dispositive power:
|
||
i.
|
Sole power to vote or to direct the vote: -0-
|
||
ii.
|
Shared power to vote or direct the vote: 37,348,258
|
||
iii.
|
Sole power to dispose or direct the disposition of: -0-
|
||
iv.
|
Shared power to dispose or direct the disposition of: 37,348,258
|
Reporting Person
|
Number of Underwritten Paired Shares Sold
|
Paired Shares Repurchased
|
Centerbridge Capital Partners Strategic AIV I L.P.
|
70,267
|
10,540
|
Centerbridge Capital Partners AIV VI-A L.P.
|
972,868
|
145,930
|
Centerbridge Capital Partners AIV VI-B L.P.
|
972,505
|
145,876
|
Centerbridge Credit Partners L.P.
|
870,231
|
130,535
|
Centerbridge Credit Partners Offshore Intermediate III L.P.
|
373,556
|
56,033
|
Centerbridge Capital Partners SBS L.P.
|
7,548
|
1,132
|
Centerbridge Credit Partners TE Intermediate I L.P.
|
1,066,358
|
159,954
|
1. | Stockholders Agreement, by and among Extended Stay America, Inc., ESH Hospitality, Inc. and the Sponsors (as defined therein), dated November 18, 2013 (filed as Exhibit 4.1 to the Issuer’s Current Report on Form 8-K (File No. 001-36190) filed November 18, 2013) (previously filed). |
2. | Registration Rights Agreement, by and among Extended Stay America, Inc., ESH Hospitality, Inc. and the other parties listed therein, dated November 18, 2013 (filed as Exhibit 4.2 to the Issuer’s Current Report on Form 8-K (File No. 001-36190) filed November 18, 2013) (previously filed). |
3. | Joinder to Registration Rights Agreement, by and among Extended Stay America, Inc., ESH Hospitality, Inc. and the other parties listed therein, dated September 29, 2015 (filed as Exhibit 4.1 to the Issuer’s Quarterly Report on Form 10-Q (File No. 001-36190) filed October 27, 2015) (previously filed). |
4. | Underwriting Agreement, dated September 29, 2016, by and among the Issuer, the Reporting Persons, the Blackstone Parties and the Centerbridge Parties (incorporated by reference to Exhibit 1.1 to the Issuer’s and Reporting Person’s Prospectus, SEC File No. 333-204781, filed with the SEC on October 4, 2016). |
5. | Form of Lock-up Agreement (incorporated by reference to Exhibit A to Exhibit 1.1 to the Issuer’s and Reporting Person’s Prospectus, SEC File No. 333-204781, filed with the SEC on October 4, 2016). |
6. | Amended and Restated Joint Filing Agreement, dated October 6, 2016, among the Reporting Persons. |
7. | Share Repurchase Agreement, dated September 26, 2016, by and among Extended Stay America, Inc., ESH Hospitality, Inc. and each of the entities identified on Schedule 1 thereto (filed as Exhibit 10.1 to the Issuer’s and Reporting Person’s Current Report on Form 8-K (File No. 001-36191) filed on September 30, 2016) (previously filed). |
CENTERBRIDGE CREDIT PARTNERS, L.P.
|
|||
BY: CENTERBRIDGE CREDIT PARTNERS GENERAL PARTNER, L.P., its general partner
|
|||
BY: CENTERBRIDGE CREDIT CAYMAN GP LTD., its general partner
|
|||
|
By:
|
/s/ Susanne V. Clark | |
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CREDIT PARTNERS TE INTERMEDIATE I, L.P.
|
|||
BY: CENTERBRIDGE CREDIT PARTNERS GENERAL PARTNER, L.P., its general partner
|
|||
BY: CENTERBRIDGE CREDIT CAYMAN GP LTD., its general partner
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CREDIT PARTNERS GENERAL PARTNER, L.P.
|
|||
BY: CENTERBRIDGE CREDIT CAYMAN GP LTD., its general partner
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CREDIT CAYMAN GP LTD.
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CREDIT PARTNERS OFFSHORE INTERMEDIATE III, L.P.
|
|||
BY: CENTERBRIDGE CREDIT PARTNERS OFFSHORE GENERAL PARTNER, L.P., its general partner
|
|||
BY: CENTERBRIDGE CREDIT CAYMAN GP LTD., its general partner
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CREDIT PARTNERS OFFSHORE GENERAL PARTNER, L.P.
|
|||
BY: CENTERBRIDGE CREDIT CAYMAN GP LTD., its general partner
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CCP SBS GP, LLC
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CAPITAL PARTNERS AIV VI-A, L.P.
|
|||
BY: CENTERBRIDGE ASSOCIATES, L.P., its general partner
|
|||
BY: CENTERBRIDGE CAYMAN GP LTD., its general partner
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CAPITAL PARTNERS AIV VI-B, L.P.
|
|||
BY: CENTERBRIDGE ASSOCIATES, L.P., its general partner
|
|||
BY: CENTERBRIDGE CAYMAN GP LTD., its general partner
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CAPITAL PARTNERS STRATEGIC AIV I, L.P.
|
|||
BY: CENTERBRIDGE ASSOCIATES, L.P., its general partner
|
|||
BY: CENTERBRIDGE CAYMAN GP LTD., its general partner
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CAPITAL PARTNERS SBS, L.P.
|
|||
BY: CCP SBS GP, LLC, its general partner
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE ASSOCIATES, L.P.
|
|||
BY: CENTERBRIDGE CAYMAN GP LTD., its general partner
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CAYMAN GP LTD.
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
MARK T. GALLOGLY | |||
/s/ Mark T. Gallogly | |||
Mark T. Gallogly
|
|||
JEFFREY H. ARONSON | |||
/s/ Jeffrey H. Aronson | |||
Jeffrey H. Aronson
|
|||
CENTERBRIDGE CREDIT PARTNERS, L.P.
|
|||
BY: CENTERBRIDGE CREDIT PARTNERS GENERAL PARTNER, L.P., its general partner
|
|||
BY: CENTERBRIDGE CREDIT CAYMAN GP LTD., its general partner
|
|||
|
By:
|
/s/ Susanne V. Clark | |
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CREDIT PARTNERS TE INTERMEDIATE I, L.P.
|
|||
BY: CENTERBRIDGE CREDIT PARTNERS GENERAL PARTNER, L.P., its general partner
|
|||
BY: CENTERBRIDGE CREDIT CAYMAN GP LTD., its general partner
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CREDIT PARTNERS GENERAL PARTNER, L.P.
|
|||
BY: CENTERBRIDGE CREDIT CAYMAN GP LTD., its general partner
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CREDIT CAYMAN GP LTD.
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CREDIT PARTNERS OFFSHORE INTERMEDIATE III, L.P.
|
|||
BY: CENTERBRIDGE CREDIT PARTNERS OFFSHORE GENERAL PARTNER, L.P., its general partner
|
|||
BY: CENTERBRIDGE CREDIT CAYMAN GP LTD., its general partner
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CREDIT PARTNERS OFFSHORE GENERAL PARTNER, L.P.
|
|||
BY: CENTERBRIDGE CREDIT CAYMAN GP LTD., its general partner
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CCP SBS GP, LLC
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CAPITAL PARTNERS AIV VI-A, L.P.
|
|||
BY: CENTERBRIDGE ASSOCIATES, L.P., its general partner
|
|||
BY: CENTERBRIDGE CAYMAN GP LTD., its general partner
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CAPITAL PARTNERS AIV VI-B, L.P.
|
|||
BY: CENTERBRIDGE ASSOCIATES, L.P., its general partner
|
|||
BY: CENTERBRIDGE CAYMAN GP LTD., its general partner
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CAPITAL PARTNERS STRATEGIC AIV I, L.P.
|
|||
BY: CENTERBRIDGE ASSOCIATES, L.P., its general partner
|
|||
BY: CENTERBRIDGE CAYMAN GP LTD., its general partner
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CAPITAL PARTNERS SBS, L.P.
|
|||
BY: CCP SBS GP, LLC, its general partner
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE ASSOCIATES, L.P.
|
|||
BY: CENTERBRIDGE CAYMAN GP LTD., its general partner
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CAYMAN GP LTD.
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CREDIT GP INVESTORS, LLC
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
CENTERBRIDGE CREDIT OFFSHORE GP INVESTORS, L.L.C.
|
|||
By:
|
/s/ Susanne V. Clark | ||
Name: Susanne V. Clark | |||
Title: Authorized Signatory | |||
MARK T. GALLOGLY | |||
/s/ Mark T. Gallogly | |||
Mark T. Gallogly
|
|||
JEFFREY H. ARONSON | |||
/s/ Jeffrey H. Aronson | |||
Jeffrey H. Aronson
|
|||