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13D Filing: Lion Point and Ditech Holding Corp (DHCP)

Published on February 21, 2018 at 11:23 am by Insider Monkey Staff in Hedge Funds
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Page 2 of 15 – SEC Filing

SCHEDULE 13D

CUSIP No. 93317W102   Page
2
of 15 Pages
   1 

NAME OF
REPORTING PERSON

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

LION POINT MASTER, LP
   2

CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP

(a)  ☒        (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

CAYMAN
ISLANDS

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

   7   

SOLE VOTING POWER

1,443,687.0
  8

SHARED VOTING POWER

– 0 –
  9

SOLE DISPOSITIVE POWER

1,443,687.0
10

SHARED DISPOSITIVE POWER

– 0 –
 11   

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,443,687.0
 12

CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES  ☐
 13

PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)

26.2%*
 14

TYPE OF REPORTING PERSON

PN
* All calculations of beneficial ownership are based on (i) a total of 4,252,500 outstanding Shares of the Issuer, (ii) an initial conversion ratio of 114.975 Shares for each share of issued and outstanding Mandatorily
Convertible Preferred Stock (as reported by the Issuer in its Form 8-K filed with the SEC on February 2, 2018), (iii) an initial conversion ratio of one (1) Share for each Series A Warrant and (iv) an initial conversion ratio of one (1) Share for
each Series B Warrant. The Reporting Persons shares are comprised of 185,906 Shares, 689,735 Shares that may be received upon conversion of 5,999 shares of Mandatorily Convertible Preferred Stock, 316,729 Shares that may be received upon
exercise of the Series A Warrants, and 251,317 Shares that may be received upon exercise of the Series B Warrants. In accordance with Rule 13d-3(d)(1), the Mandatorily Convertible Preferred Stock held by the Reporting Persons is treated as converted
and the Series A Warrants and Series B Warrants held by the Reporting Person are treated as exercised for the purpose of computing the deemed beneficial ownership percentage of the Reporting Persons.

The Reporting Persons beneficial ownership, as calculated in accordance with the SEC rules, is approximately 26.2%, but this percentage does not
accurately reflect the voting power of the Reporting Persons. At all times, the Issuers Mandatorily Convertible Preferred Stock votes on an as-converted basis with the Shares, whether or not such preferred stock has been converted. As a
result, the Reporting Persons actual voting power, assuming full conversion of the Series A Warrants and the Series B Warrants held by the Reporting Persons only, is approximately 8.8% based on the holdings reported herein.

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