13D Filing: Icahn Capital LP and Nuance Communications, Inc. (NUAN)

Billionaire activist Carl Icahn of Icahn Capital LP has filed a 13D with the US Securities and Exchange Commission, in which it reported selling shares of Nuance Communications Inc. (NASDAQ:NUAN). The filing showed that Icahn entered into a Stock Purchase Agreement with the company, under the terms of which, the investor agreed to sell around 26.32 million shares of Nuance at $19.00 per unit. Following the sale, Icahn holds some 34.47 million shares of the company, which represent 11.32% of its outstanding common stock. The agreement was signed on March 9 and is expected to be completed on March 15. Icahn has held shares of Nuance since the first quarter of 2013 and has two board seats, held by Icahn’s son Brett and David Schechter.

You can access the original SEC filing by clicking here.

Ownership Summary Table

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
High River Limited Partnership 6,893,769 0 6,893,769 0 6,893,769 2.26%
Hopper Investments 0 6,893,769 0 6,893,769 6,893,769 2.26%
Barberry Corp 0 6,893,769 0 6,893,769 6,893,769 2.26%
Icahn Partners Master Fund 11,450,787 0 11,450,787 0 11,450,787 3.76%
Icahn Offshore 0 11,450,787 0 11,450,787 11,450,787 3.76%
Icahn Partners 16,124,277 0 16,124,277 0 16,124,277 5.30%
Icahn Onshore 0 16,124,277 0 16,124,277 16,124,277 5.30%
Icahn Capital 0 27,575,064 0 27,575,064 27,575,064 9.06%
IPH GP 0 27,575,064 0 27,575,064 27,575,064 9.06%
Icahn Enterprises Holdings 0 27,575,064 0 27,575,064 27,575,064 9.06%
Icahn Enterprises G.P. Inc 0 27,575,064 0 27,575,064 27,575,064 9.06%
Beckton Corp 0 27,575,064 0 27,575,064 27,575,064 9.06%
Carl C. Icahn 0 34,468,833 0 34,468,833 34,468,833 11.32%
Date of Transaction Amount of Securities Price Per Share High River Limited Partnership
Carl Icahn
Carl Icahn
Icahn Capital LP

Page 1 of 16 SEC Filing

Washington, D.C. 20549
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
Nuance Communications, Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
(CUSIP Number)
Jesse A. Lynn, Esq.
Icahn Capital LP
767 Fifth Avenue, 47th Floor
New York, New York 10153
(212) 702-4300
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
March 9, 2016
(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 Section 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box / /.
NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d‑7 for other parties to whom copies are to be sent.
*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 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).
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