1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
Elliott Associates, L.P.
|
|
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
|
2,162,099
|
|
8.
|
SHARED VOTING POWER
|
0
|
|
9.
|
SOLE DISPOSITIVE POWER
|
2,162,099
|
|
10.
|
SHARED DISPOSITIVE POWER
|
0
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
2,162,099
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ]
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
1.3%
|
|
14.
|
TYPE OF REPORTING PERSON
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
Elliott International, L.P.
|
|
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, British West Indies
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
7.
|
SOLE VOTING POWER
|
0
|
|
8.
|
SHARED VOTING POWER
|
4,197,001
|
|
9.
|
SOLE DISPOSITIVE POWER
|
0
|
|
10.
|
SHARED DISPOSITIVE POWER
|
4,197,001
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
4,197,001
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ]
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
2.6%
|
|
14.
|
TYPE OF REPORTING PERSON
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
Elliott International Capital Advisors Inc.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
SOURCE OF FUNDS
|
OO
|
|
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
|
4,197,001
|
|
9.
|
SOLE DISPOSITIVE POWER
|
0
|
|
10.
|
SHARED DISPOSITIVE POWER
|
4,197,001
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
4,197,001
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ]
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
2.6%
|
|
14.
|
TYPE OF REPORTING PERSON
|
CO
|
Item 1.
|
Security and Issuer.
|
Item 2.
|
Identity and Background.
|
NAME
|
ADDRESS
|
OCCUPATION
|
Paul E. Singer
|
40 West 57th St.
New York, New York 10019
|
General partner of Elliott and Capital Advisors; President of EICA; and a managing member of Special GP
|
Braxton Associates, Inc.
|
40 West 57th St.
New York, New York 10019
|
The principal business of Braxton Associates, Inc. is serving as general partner of Capital Advisors
|
Elliott Asset Management LLC
|
40 West 57th St.
New York, New York 10019
|
General Partner of Capital Advisors
|
NAME
|
ADDRESS
|
OCCUPATION
|
Paul E. Singer
|
40 West 57th St.
New York, New York 10019
|
General partner of Elliott and Capital Advisors and President of EICA
|
NAME
|
ADDRESS
|
OCCUPATION
|
Paul E. Singer
|
40 West 57th St.
New York, New York 10019
|
General partner of Elliott and Capital Advisors; President of EICA; and a managing member of Special GP
|
Braxton Associates, Inc.
|
40 West 57th St.
New York, New York 10019
|
The principal business of Braxton Associates, Inc. is serving as general partner of Capital Advisors
|
Elliott Asset Management LLC
|
40 West 57th St.
New York, New York 10019
|
General Partner of Capital Advisors
|
NAME
|
ADDRESS
|
OCCUPATION
|
Hambledon, Inc.
|
c/o Maples & Calder
P.O. Box 309
Ugland House
South Church Street George Town, Cayman Islands
British West Indies
|
General partner of Elliott International
|
NAME
|
ADDRESS
|
OCCUPATION
|
Paul E. Singer
|
40 West 57th St.
New York, New York 10019
|
General partner of Elliott and Capital Advisors and President of EICA; and a managing member of Special GP
|
NAME
|
ADDRESS
|
OCCUPATION
|
Paul E. Singer
|
40 West 57th St.
New York, New York 10019
|
General partner of Elliott and Capital Advisors and President of EICA; and a managing member of Special GP
|
Item 3.
|
Source and Amount of Funds or Other Consideration.
|
Elliott Working Capital
|
The aggregate purchase price of the shares of Common Stock directly owned by Elliott is approximately $40,404,518. The aggregate purchase price of the call options beneficially owned by Elliott is approximately $40,821,201.
|
|
Elliott International Working Capital
|
The aggregate purchase price of the shares of Common Stock directly owned by Elliott International is approximately $78,432,450. The aggregate purchase price of the call options directly owned by Elliott International is approximately $79,240,650.
|
Item 4.
|
Purpose of Transaction.
|
ITEM 5.
|
Interest in Securities of the Issuer.
|
Item 6.
|
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
|
Item 7.
|
Material to be Filed as Exhibits.
|
Dated:
|
May 11, 2015
|
ELLIOTT ASSOCIATES, L.P.
|
|||
By: Elliott Capital Advisors, L.P., as General Partner
|
|||
By: Braxton Associates, Inc., as General Partner
|
|||
By:
|
/s/ Elliot Greenberg
|
||
Elliot Greenberg,
|
|||
Vice President
|
|||
ELLIOTT INTERNATIONAL, L.P.
|
|||
By: Elliott International Capital Advisors Inc.,
|
|||
as Attorney-in-Fact
|
|||
By:
|
/s/ Elliot Greenberg
|
||
Elliot Greenberg,
|
|||
Vice President
|
|||
ELLIOTT INTERNATIONAL CAPITAL ADVISORS INC.
|
|||
By:
|
/s/ Elliot Greenberg
|
||
Elliot Greenberg,
|
|||
Vice President
|
Dated:
|
May 11, 2015
|
ELLIOTT ASSOCIATES, L.P.
|
|||
By: Elliott Capital Advisors, L.P., as General Partner
|
|||
By: Braxton Associates, Inc., as General Partner
|
|||
By:
|
/s/ Elliot Greenberg
|
||
Elliot Greenberg,
|
|||
Vice President
|
|||
ELLIOTT INTERNATIONAL, L.P.
|
|||
By: Elliott International Capital Advisors Inc.,
|
|||
as Attorney-in-Fact
|
|||
By:
|
/s/ Elliot Greenberg
|
||
Elliot Greenberg,
|
|||
Vice President
|
|||
ELLIOTT INTERNATIONAL CAPITAL ADVISORS INC.
|
|||
By:
|
/s/ Elliot Greenberg
|
||
Elliot Greenberg,
|
|||
Vice President
|
Date
|
Security
|
Amount of Shs.
Bought
|
Approx. price ($) per Share
|
04/06/15
|
Common Stock
|
8,500
|
45.1430
|
04/02/15
|
Common Stock
|
11,900
|
45.9846
|
04/01/15
|
Common Stock
|
8,500
|
46.4246
|
03/31/15
|
Common Stock
|
18,545
|
46.8358
|
03/31/15
|
Common Stock
|
3,400
|
46.6400
|
03/27/15
|
Common Stock
|
8,655
|
46.2485
|
03/23/15
|
Common Stock
|
8,500
|
48.3650
|
03/20/15
|
Common Stock
|
51,467
|
48.4977
|
03/06/15
|
Common Stock
|
26,174
|
45.8708
|
03/04/15
|
Common Stock
|
37,587
|
46.1984
|
02/18/15
|
Common Stock
|
8,121
|
46.8946
|
01/29/15
|
Common Stock
|
2,823
|
45.3299
|
01/23/15
|
Common Stock
|
8,500
|
45.0397
|
01/21/15
|
Common Stock
|
15,519
|
43.3501
|
01/21/15
|
Common Stock
|
38,862
|
43.3205
|
01/20/15
|
Common Stock
|
11,506
|
43.0542
|
01/13/15
|
Common Stock
|
8,500
|
42.6486
|
01/13/15
|
Common Stock
|
57,596
|
42.5483
|
01/12/15
|
Common Stock
|
8,500
|
41.2113
|
01/12/15
|
Common Stock
|
16,082
|
41.1371
|
01/09/15
|
Common Stock
|
8,874
|
40.8642
|
01/09/15
|
Common Stock
|
404
|
40.7447
|
01/09/15
|
Common Stock
|
55,712
|
41.2553
|
01/08/15
|
Common Stock
|
8,500
|
40.8365
|
01/08/15
|
Common Stock
|
15,300
|
40.8413
|
01/07/15
|
Common Stock
|
16,535
|
39.6219
|
Date of transaction
|
Amount of securities
Bought
|
Price ($) per share or
unit (excluding commissions) |
Where and how the
transaction was effected |
04/24/15
|
13
|
34.0688
|
OTC
|
04/23/15
|
407
|
33.6050
|
OTC
|
04/22/15
|
482
|
33.1393
|
OTC
|
04/21/15
|
6,059
|
33.0422
|
OTC
|
04/20/15
|
510
|
32.8548
|
OTC
|
04/17/15
|
1,022
|
32.3724
|
OTC
|
04/16/15
|
340
|
33.0662
|
OTC
|
04/15/15
|
654
|
32.4869
|
OTC
|
04/14/15
|
862
|
32.4804
|
OTC
|
04/13/15
|
409
|
32.7003
|
OTC
|
04/10/15
|
1,041
|
32.5490
|
OTC
|
04/09/15
|
642
|
31.6675
|
OTC
|
Date
|
Security
|
Amount of Shs.
Bought
|
Approx. price ($) per Share
|
04/02/15
|
Common Stock
|
8,500
|
45.7494
|
03/18/15
|
Common Stock
|
850
|
47.7988
|
03/13/15
|
Common Stock
|
2,006
|
46.5639
|
03/12/15
|
Common Stock
|
850
|
46.7800
|
03/10/15
|
Common Stock
|
25,168
|
45.9479
|
03/09/15
|
Common Stock
|
374
|
45.7844
|
03/05/15
|
Common Stock
|
3,798
|
46.0965
|
03/03/15
|
Common Stock
|
44,837
|
46.7668
|
03/02/15
|
Common Stock
|
13,829
|
46.8971
|
01/30/15
|
Common Stock
|
8,500
|
44.7000
|
01/30/15
|
Common Stock
|
153,000
|
44.5421
|
01/22/15
|
Common Stock
|
8,500
|
44.9874
|
01/16/15
|
Common Stock
|
34,000
|
41.9223
|
01/16/15
|
Common Stock
|
4,419
|
41.6948
|
01/15/15
|
Common Stock
|
34,000
|
42.0415
|
01/15/15
|
Common Stock
|
40,630
|
41.6972
|
01/14/15
|
Common Stock
|
70,176
|
41.9600
|
Date
|
Security
|
Amount of Shs.
Bought
|
Approx. price ($) per Share
|
04/06/15
|
Common Stock
|
16,500
|
45.1430
|
04/02/15
|
Common Stock
|
16,500
|
45.7494
|
04/02/15
|
Common Stock
|
23,100
|
45.9846
|
04/01/15
|
Common Stock
|
16,500
|
46.4246
|
03/31/15
|
Common Stock
|
6,600
|
46.6400
|
03/31/15
|
Common Stock
|
36,000
|
46.8358
|
03/27/15
|
Common Stock
|
16,800
|
46.2485
|
03/23/15
|
Common Stock
|
16,500
|
48.3650
|
03/20/15
|
Common Stock
|
99,907
|
48.4977
|
03/18/15
|
Common Stock
|
1,650
|
47.7988
|
03/13/15
|
Common Stock
|
3,894
|
46.5639
|
03/12/15
|
Common Stock
|
1,650
|
46.7800
|
03/10/15
|
Common Stock
|
48,856
|
45.9479
|
03/09/15
|
Common Stock
|
726
|
45.7844
|
03/06/15
|
Common Stock
|
50,808
|
45.8708
|
03/05/15
|
Common Stock
|
7,372
|
46.0965
|
03/04/15
|
Common Stock
|
72,967
|
46.1984
|
03/03/15
|
Common Stock
|
87,037
|
46.7668
|
03/02/15
|
Common Stock
|
26,845
|
46.8971
|
02/18/15
|
Common Stock
|
15,764
|
46.8946
|
01/30/15
|
Common Stock
|
297,000
|
44.5421
|
01/30/15
|
Common Stock
|
16,500
|
44.7000
|
01/29/15
|
Common Stock
|
5,480
|
45.3299
|
01/23/15
|
Common Stock
|
16,500
|
45.0397
|
01/22/15
|
Common Stock
|
16,500
|
44.9874
|
01/21/15
|
Common Stock
|
75,438
|
43.3205
|
01/21/15
|
Common Stock
|
30,127
|
43.3501
|
01/20/15
|
Common Stock
|
22,334
|
43.0542
|
01/16/15
|
Common Stock
|
8,579
|
41.6948
|
01/16/15
|
Common Stock
|
66,000
|
41.9223
|
01/15/15
|
Common Stock
|
66,000
|
42.0415
|
01/15/15
|
Common Stock
|
78,870
|
41.6972
|
01/14/15
|
Common Stock
|
136,224
|
41.9600
|
01/13/15
|
Common Stock
|
111,804
|
42.5483
|
01/13/15
|
Common Stock
|
16,500
|
42.6486
|
01/12/15
|
Common Stock
|
16,500
|
41.2113
|
01/12/15
|
Common Stock
|
31,218
|
41.1371
|
01/09/15
|
Common Stock
|
108,146
|
41.2553
|
01/09/15
|
Common Stock
|
783
|
40.7447
|
01/09/15
|
Common Stock
|
17,226
|
40.8642
|
01/08/15
|
Common Stock
|
16,500
|
40.8365
|
01/08/15
|
Common Stock
|
29,700
|
40.8413
|
01/07/15
|
Common Stock
|
32,096
|
39.6219
|
Date of transaction
|
Amount of securities
Bought
|
Price ($) per share or
unit (excluding commissions) |
Where and how the
transaction was effected |
04/24/15
|
26
|
34.0688
|
OTC
|
04/23/15
|
790
|
33.6050
|
OTC
|
04/22/15
|
935
|
33.1393
|
OTC
|
04/21/15
|
11,761
|
33.0422
|
OTC
|
04/20/15
|
990
|
32.8548
|
OTC
|
04/17/15
|
1,984
|
32.3724
|
OTC
|
04/16/15
|
660
|
33.0662
|
OTC
|
04/15/15
|
1,271
|
32.4869
|
OTC
|
04/14/15
|
1,671
|
32.4804
|
OTC
|
04/13/15
|
794
|
32.7003
|
OTC
|
04/10/15
|
2,022
|
32.5490
|
OTC
|
04/09/15
|
1,246
|
31.6675
|
OTC
|