A new 13G filing with the Securities and Exchange Commission revealed that James Dondero‘s Highland Capital Management has decreased its stake in Pendrell Corp (NASDAQ:PCO). The hedge fund currently owns 23.57 million Class A common shares of the company, which amass 11.00% of its outstanding stock. The stake has been nearly halved from the fund’s previously disclosed holding of 45.61 million shares, according to its 13F filing for the end of March.
Pendrell Corp (NASDAQ:PCO) is a company that invests in, sells, and licenses intellectual property rights. Since the beginning of the year, the company’s stock is up by 39.69%, which included a 15% pop on July 25 when it announced its second quarter results, making it one of the biggest gainers of that day on the Russell 2000. The company had a solid quarter, pulling in $45 million in revenue and more than half of that figure ($23.48 million) in operating income. One of the company’s biggest coups during the quarter was a patent licensing deal that its subsidiary Memory Technologies LLC signed with Toshiba on May 20.
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Among the investors in our database long Pendrell Corporation (NASDAQ:PCO) at the end of March, Highland Capital Management held the most valuable position, while the second-largest stake was disclosed by Thomas Steyer’s Farallon Capital, worth around $4.3 million. Some other smart money managers with similar bullishness included Israel Englander’s Millennium Management, D E Shaw, and Michael Johnston’s Steelhead Partners. One hedge fund sold off its position in Pendrell Corporation (NASDAQ:PCO) during the first quarter, that being Brian Sheehy’s Iszo Capital. The fund’s position had been worth $700,000 on December 31. Overall, nine of the hedge funds in our database were long Pendrell on March 31.
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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 |
|---|---|---|---|---|---|---|
| Highland Capital Management | 0 | 13,906,755 | 0 | 13,906,755 | 13,906,755 | 6.5% |
| Strand Advisors, Inc | 0 | 13,906,755 | 0 | 13,906,755 | 13,906,755 | 6.5% |
| James D. Dondero | 0 | 23,568,047 | 0 | 23,568,047 | 23,568,047 | 11.0% |
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Page 1 of 9 – SEC Filing
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Pendrell
Corporation
(Name of Issuer)
Class A common stock, par value $0.01 per share
(Title of Class of Securities)
70686R104
(CUSIP Number)
August 4, 2016
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to
designate the rule pursuant to which this Schedule is filed:
x Rule 13d-1(b)
¨ Rule 13d-1(c)
¨ Rule 13d-1(d)
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Page 2 of 9 – SEC Filing
| CUSIP No. 70686R104 | 13G | Page 2 of 9 |
| 1 | NAME OF Highland Capital Management, L.P. | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER (a) ¨ (b) ¨ | |||||
| 3 | SEC USE ONLY | |||||
| 4 | CITIZENSHIP OR PLACE OF Delaware | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 0** | ||||
| 6 | SHARED VOTING POWER 13,906,755** | |||||
| 7 | SOLE DISPOSITIVE POWER 0** | |||||
| 8 | SHARED DISPOSITIVE POWER 13,906,755** | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 13,906,755** | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ¨ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT 6.5%** | |||||
| 12 | TYPE OF REPORTING PERSON* IA, PN | |||||
| * | SEE INSTRUCTIONS BEFORE FILLING OUT |
| ** | SEE ITEM 4. |
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Page 3 of 9 – SEC Filing
| CUSIP No. 70686R104 | 13G | Page 3 of 9 |
| 1 | NAME OF Strand Advisors, Inc. | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER (a) ¨ (b) ¨ | |||||
| 3 | SEC USE ONLY | |||||
| 4 | CITIZENSHIP OR PLACE OF Delaware | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 0 | ||||
| 6 | SHARED VOTING POWER 13,906,755** | |||||
| 7 | SOLE DISPOSITIVE POWER 0 | |||||
| 8 | SHARED DISPOSITIVE POWER 13,906,755** | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 13,906,755** | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ¨ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT 6.5%** | |||||
| 12 | TYPE OF REPORTING PERSON* HC, CO | |||||
| * | SEE INSTRUCTIONS BEFORE FILLING OUT |
| ** | SEE ITEM 4. |
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Page 4 of 9 – SEC Filing
| CUSIP No. 70686R104 | 13G | Page 4 of 9 |
| 1 | NAME OF James D. Dondero | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER (a) ¨ (b) ¨ | |||||
| 3 | SEC USE ONLY | |||||
| 4 | CITIZENSHIP OR PLACE OF United States | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 0 | ||||
| 6 | SHARED VOTING POWER 23,568,047** | |||||
| 7 | SOLE DISPOSITIVE POWER 0 | |||||
| 8 | SHARED DISPOSITIVE POWER 23,568,047** | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 23,568,047** | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ¨ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT 11.0%** | |||||
| 12 | TYPE OF REPORTING PERSON* HC, IN | |||||
| * | SEE INSTRUCTIONS BEFORE FILLING OUT |
| ** | SEE ITEM 4. |
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Page 5 of 9 – SEC Filing
SCHEDULE 13G
This Schedule 13G (this Schedule 13G) is being filed on behalf of Highland Capital Management, L.P., a Delaware limited
partnership (Highland Capital), Strand Advisors, Inc., a Delaware corporation (Strand), and James D. Dondero (collectively, the Reporting Persons).
James D. Dondero is the President of Strand. Highland Capital serves, directly or indirectly, as the general partner or investment advisor to
certain private funds and managed accounts (the HCM Funds). This Schedule 13G relates to the Class A common stock, par value $0.01 per share (the Common Stock), of Pendrell Corporation, a Washington corporation (the
Issuer), held by (i) the HCM Funds, (ii) certain other private funds and managed accounts ultimately advised by James D. Dondero (together with the HCM Funds, the Funds) and (iii) a trust controlled by James D.
Dondero (the Trust).
The shares of Common Stock held by the Reporting Persons reported on this Schedule 13G were previously
reported on a Schedule 13D/A most recently filed with the Securities Exchange Commission on September 1, 2010.
| Item 1(a) | Name of Issuer. |
Pendrell Corporation
| Item 1(b) | Address of Issuers Principal Executive Offices. |
2300 Carillon Point
Kirkland, Washington 98033
| Item 2(a) | Name of Person Filing. |
| (1) | Highland Capital Management, L.P. |
| (2) | Strand Advisors, Inc. |
| (3) | James D. Dondero |
| Item 2(b) | Address of Principal Business Office, or, if none, Residence. |
For all Filers:
300 Crescent Court, Suite 700
Dallas, Texas 75201
| Item 2(c) | Citizenship or Place of Organization. |
| (1) | Highland Capital Management, L.P. is a Delaware limited partnership |
| (2) | Strand Advisors, Inc. is a Delaware corporation |
| (3) | James D. Dondero is a United States citizen |
| Item 2(d) | Title of Class of Securities. |
Class A common stock, par value $0.01 per share
5
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Page 6 of 9 – SEC Filing
| Item 2(e) | CUSIP Number. |
70686R104
| Item 3 | Reporting Person. |
If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), check whether
the person filing is a:
| (a) | ¨ | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). | ||
| (b) | ¨ | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). | ||
| (c) | ¨ | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). | ||
| (d) | ¨ | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). | ||
| (e) | x | An investment advisor in accordance with §240.13d-1(b)(1)(ii)(E). | ||
| (f) | ¨ | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F). | ||
| (g) | x | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G). | ||
| (h) | ¨ | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813). | ||
| (i) | ¨ | A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3). | ||
| (j) | ¨ | Group, in accordance with §240.13d-1(b)(1)(ii)(J). | ||
| Item 4 | Ownership. |
| (a) | As the direct or indirect general partner or investment manager of the HCM Funds, Highland Capital and Strand, as the general partner of Highland Capital, may be deemed the beneficial owners of the 13,906,755 shares of Common Stock held by the HCM Funds. |
Mr. Dondero may be deemed the beneficial owner of the 23,568,047 shares of Common
Stock held by the Funds and the Trust.
6
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Page 7 of 9 – SEC Filing
| (b) | Highland Capital and Strand may be deemed the beneficial owner of 6.5% of the outstanding Common Stock. This percentage was determined by dividing 13,906,755, the number of shares of Common Stock held directly by the HCM Funds, by 214,723,789, which is the number of shares of Common Stock outstanding as of July 15, 2016 according to the Issuers Quarterly Report on Form 10-Q filed with the Securities Exchange Commission on July 22, 2016. |
Mr. Dondero may be deemed the beneficial owner of 11.0% of the outstanding Common Stock. This percentage was
determined by dividing 23,568,047, the number of shares of Common Stock held directly by the Funds and the Trust, by 214,723,789, which is the number of shares of Common Stock outstanding as of July 15, 2016 according to the Issuers
Quarterly Report on Form 10-Q filed with the Securities Exchange Commission on July 22, 2016.
| (c) | Highland Capital and Strand have the shared power to vote and dispose of the 13,906,755 shares of Common Stock held by the HCM Funds. |
Mr. Dondero has the the shared power to vote and dispose of the 23,568,047 shares of Common Stock held by the Funds and the Trust.
| Item 5 | Ownership of Five Percent or Less of a Class. |
Inapplicable.
| Item 6 | Ownership of More Than Five Percent on Behalf of Another Person. |
Inapplicable.
| Item 7 | Identification and Classification of the Subsidiary which Acquired the Security Being Reported On by the Parent Holding Company. |
Inapplicable.
| Item 8 | Identification and Classification of Members of the Group. |
Inapplicable.
| Item 9 | Notice of Dissolution of Group. |
Inapplicable.
| Item 10 | Certification. |
By signing below each of the Reporting Persons certifies that, to the
best of such persons knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired
and are not held in connection with or as a participant in any transaction having that purpose or effect.
7
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Page 8 of 9 – SEC Filing
| Exhibits | Exhibit 99-1 | |
| Joint Filing Agreement, dated August 9, 2016, by and among Highland Capital, Strand and James D. Dondero. | ||
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Page 9 of 9 – SEC Filing
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true,
complete and correct.
Date: August 9, 2016
| HIGHLAND CAPITAL MANAGEMENT, L.P. | ||||
| By: | Strand Advisors, Inc., its general partner | |||
| By: | /s/ James D. Dondero | |||
| Name: James D. Dondero | ||||
| Title: President | ||||
| STRAND ADVISORS, INC. | ||||
| By: | /s/ James D. Dondero | |||
| Name: | James D. Dondero | |||
| Title: | President | |||
| /s/ James D. Dondero | ||||
| James D. Dondero | ||||
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