Page 16 of 20 – SEC Filing
The Reporting Persons continuously assess the Issuers business, financial condition, results of operations
and prospects, general economic conditions, other developments and additional investment opportunities. Depending on such assessments, the Reporting Persons may acquire additional securities of the Issuer or new securities of the Issuer, engage in
any hedging or similar transactions with respect to the Issuers securities, or may determine to sell or otherwise dispose of all or some of the Issuers securities in the open market, as applicable, in privately negotiated transactions,
in transactions directly with the Issuer or otherwise. Such actions will depend upon a variety of factors, including, without limitation, current and anticipated future trading prices, the financial condition, results of operations and prospects of
the Issuer, alternative investment opportunities, general economic, financial market and industry conditions and other factors that the Reporting Persons may deem material to their investment decision.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) and (b) Items 7 through 11 and 13 of each of the cover
pages of this Schedule 13D are incorporated herein by reference.
Set forth below is the aggregate number of shares of Common Stock directly held, as of
the date hereof, by each of the following FPA investment advisory clients.
Holder
Total Number of Shares
FPA Crescent Fund 2,863,871 shares of Common Stock Managed Accounts 266,529 shares of Common Stock FPA Global Opportunity 125,459 shares of Common Stock FPA Select Drawdown 200,340 shares of Common Stock FPA Select 13,325 shares of Common Stock FPA Value Partners 20,054 shares of Common Stock FPA Hawkeye 83,561 shares of Common Stock FPA Hawkeye-7 117,415 shares of Common Stock
As the investment adviser of FPA Crescent Fund, the Managed Accounts and the Private Investment Funds (collectively, the
FPA Clients), FPA may be deemed to share voting and/or investment power over the securities of the Issuer held by the FPA Clients and therefore may be deemed to beneficially own such securities.
(c) Except as disclosed in Exhibit 99.2, there have been no transactions in securities of the Issuer during the 60 days prior to the date hereof by any of the
Reporting Persons. Exhibit 99.2 is incorporated herein by reference.
(d) The disclosure regarding the relationship between the Reporting Persons in Item
2(c) of this Schedule 13D is incorporated by reference herein. The limited partners of (or investors in) each of the FPA Clients for which FPA acts as general partner, managing member and/or investment adviser have the right to participate in the
receipt of dividends from, or proceeds from the sale of, the shares of Common Stock held for the accounts of their respective funds in accordance with their respective limited partnership interests (or investment percentages) in their respective
funds.
(e) Not applicable.
The Reporting Persons continuously assess the Issuers business, financial condition, results of operations
and prospects, general economic conditions, other developments and additional investment opportunities. Depending on such assessments, the Reporting Persons may acquire additional securities of the Issuer or new securities of the Issuer, engage in
any hedging or similar transactions with respect to the Issuers securities, or may determine to sell or otherwise dispose of all or some of the Issuers securities in the open market, as applicable, in privately negotiated transactions,
in transactions directly with the Issuer or otherwise. Such actions will depend upon a variety of factors, including, without limitation, current and anticipated future trading prices, the financial condition, results of operations and prospects of
the Issuer, alternative investment opportunities, general economic, financial market and industry conditions and other factors that the Reporting Persons may deem material to their investment decision.
| ITEM 5. | INTEREST IN SECURITIES OF THE ISSUER |
(a) and (b) Items 7 through 11 and 13 of each of the cover
pages of this Schedule 13D are incorporated herein by reference.
Set forth below is the aggregate number of shares of Common Stock directly held, as of
the date hereof, by each of the following FPA investment advisory clients.
| Holder | Total Number of Shares | |
| FPA Crescent Fund | 2,863,871 shares of Common Stock | |
| Managed Accounts | 266,529 shares of Common Stock | |
| FPA Global Opportunity | 125,459 shares of Common Stock | |
| FPA Select Drawdown | 200,340 shares of Common Stock | |
| FPA Select | 13,325 shares of Common Stock | |
| FPA Value Partners | 20,054 shares of Common Stock | |
| FPA Hawkeye | 83,561 shares of Common Stock | |
| FPA Hawkeye-7 | 117,415 shares of Common Stock | |
As the investment adviser of FPA Crescent Fund, the Managed Accounts and the Private Investment Funds (collectively, the
FPA Clients), FPA may be deemed to share voting and/or investment power over the securities of the Issuer held by the FPA Clients and therefore may be deemed to beneficially own such securities.
(c) Except as disclosed in Exhibit 99.2, there have been no transactions in securities of the Issuer during the 60 days prior to the date hereof by any of the
Reporting Persons. Exhibit 99.2 is incorporated herein by reference.
(d) The disclosure regarding the relationship between the Reporting Persons in Item
2(c) of this Schedule 13D is incorporated by reference herein. The limited partners of (or investors in) each of the FPA Clients for which FPA acts as general partner, managing member and/or investment adviser have the right to participate in the
receipt of dividends from, or proceeds from the sale of, the shares of Common Stock held for the accounts of their respective funds in accordance with their respective limited partnership interests (or investment percentages) in their respective
funds.
(e) Not applicable.
