Filing Details

Accession Number:
0001193805-22-001265
Form Type:
13D Filing
Publication Date:
2022-09-15 20:00:00
Filed By:
Pentwater Capital Management
Company:
Turquoise Hill Resources Ltd. (NYSE:TRQ)
Filing Date:
2022-09-16
SEC Url:
13D Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Pentwater Capital Management 27,708,256 0 27,708,256 0 27,708,256 13.77%
Crown Managed Accounts SPC 0 927,340 0 927,340 927,340 0.46%
LMA SPC on behalf of MAP 0 297,250 0 297,250 297,250 0.15%
Investment Opportunities 0 883,143 0 883,143 883,143 0.44%
Oceana Master Fund Ltd 0 3,691,313 0 3,691,313 3,691,313 1.83%
Pentwater Equity Opportunities Master Fund Ltd 0 2,385,944 0 2,385,944 2,385,944 1.19%
Pentwater Merger Arbitrage Master Fund Ltd 0 7,175,586 0 7,175,586 7,175,586 3.57%
PWCM Master Fund Ltd 0 5,152,591 0 5,152,591 5,152,591 2.56%
Pentwater Unconstrained Master Fund. Ltd 0 134,833 0 134,833 134,833 0.07%
Matthew Halbower 0 7,060,256 0 7,060,256 7,060,256 3.51%
Filing

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

 

Under the Securities Exchange Act of 1934

(Amendment No. 4)

 

TURQUOISE HILL RESOURCES LTD.

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

900435108

(CUSIP Number)

 

Matthew Halbower

Pentwater Capital Management LP

1001 10th Avenue South, Suite 216

Naples, FL 34102

(239) 384-9750

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

September 15, 2022

(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 §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ☐.

 

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.

  

 

 

 

CUSIP No.  900435108

 

1

NAME OF REPORTING PERSONS

 

Pentwater Capital Management LP

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

(a) ☐

(b) ☒

 

3

SEC USE ONLY

 

 

 
4

SOURCE OF FUNDS

 

N/A

 
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

 

27,708,256 (1)

 
8

SHARED VOTING POWER

 

0

 

9

 

SOLE DISPOSITIVE POWER

 

27,708,256 (1)

 

10

 

SHARED DISPOSITIVE POWER

 

0

 

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

27,708,256 (1)

 
12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

 

☐ 

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

13.77% (2)

 
14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

IA

 

 

(1)This amount includes 40,000 shares issuable upon exercise of call options held by certain of the Funds (as defined below).
(2)Based on 201,231,446 common shares outstanding as set forth in the Issuer’s Management’s Discussion and Analysis attached as an Exhibit to the Company’s Report on Form 6-K filed with the SEC on August 4, 2022.

   

 

 

 

CUSIP No.  900435108

 

1

NAME OF REPORTING PERSONS

 

Crown Managed Accounts SPC

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

(a) ☐

(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

 

 

 

 NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7

SOLE VOTING POWER

 

0

 
8

SHARED VOTING POWER

 

927,340 (1)

 

9

 

SOLE DISPOSITIVE POWER

 

0

 

10

 

SHARED DISPOSITIVE POWER

 

927,340 (1)

 

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

927,340 (1)

 
12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

 

☐ 

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.46% (2)

 
14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

OO

 

 

(1)This amount includes 2,400 shares issuable upon exercise of call options held by the reporting person.
(2)Based on 201,231,446 common shares outstanding as set forth in the Issuer’s Management’s Discussion and Analysis attached as an Exhibit to the Company’s Report on Form 6-K filed with the SEC on August 4, 2022.

  

 

 

 

CUSIP No.  900435108

 

1

NAME OF REPORTING PERSONS

 

LMA SPC on behalf of MAP 98 Segregated Portfolio

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

(a) ☐

(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

 

 

 

 NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7

SOLE VOTING POWER

 

0

 
8

SHARED VOTING POWER

 

297,250 (1)

 

9

 

SOLE DISPOSITIVE POWER

 

0

 

10

 

SHARED DISPOSITIVE POWER

 

297,250 (1)

 

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

297,250 (1)

 
12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

 

☐ 

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.15% (2)

 
14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

OO

 

 

(1)This amount includes 1,600 shares issuable upon exercise of call options held by the reporting person.
(2)Based on 201,231,446 common shares outstanding as set forth in the Issuer’s Management’s Discussion and Analysis attached as an Exhibit to the Company’s Report on Form 6-K filed with the SEC on August 4, 2022.

 

 

 

 

CUSIP No.  900435108

 

1

NAME OF REPORTING PERSONS

 

Investment Opportunities 3 SPC

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

(a) ☐

(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

 

 

 

 NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7

SOLE VOTING POWER

 

0

 
8

SHARED VOTING POWER

 

883,143

 

9

 

SOLE DISPOSITIVE POWER

 

0

 

10

 

SHARED DISPOSITIVE POWER

 

883,143

 

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

883,143

 
12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

 

☐ 

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.44% (1)

 
14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

OO

 

 

(1)Based on 201,231,446 common shares outstanding as set forth in the Issuer’s Management’s Discussion and Analysis attached as an Exhibit to the Company’s Report on Form 6-K filed with the SEC on August 4, 2022.

   

 

 

 

CUSIP No.  900435108

 

1

NAME OF REPORTING PERSONS

 

Oceana Master Fund Ltd.

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

(a) ☐

(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

 

 

 

 NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7

SOLE VOTING POWER

 

0

 
8

SHARED VOTING POWER

 

3,691,313 (1)

 

9

 

SOLE DISPOSITIVE POWER

 

0

 

10

 

SHARED DISPOSITIVE POWER

 

3,691,313 (1)

 

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

3,691,313 (1)

 
12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

 

☐ 

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

1.83% (2)

 
14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

OO

 

 

(1) This amount includes 11,100 shares issuable upon exercise of call options held by the reporting person.
(2)Based on 201,231,446 common shares outstanding as set forth in the Issuer’s Management’s Discussion and Analysis attached as an Exhibit to the Company’s Report on Form 6-K filed with the SEC on August 4, 2022.

 

 

 

 

CUSIP No.  900435108

 

1

NAME OF REPORTING PERSONS

 

Pentwater Equity Opportunities Master Fund Ltd.

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

(a) ☐

(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

 

 

 

 NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7

SOLE VOTING POWER

 

0

 
8

SHARED VOTING POWER

 

2,385,944 (1)

 

9

 

SOLE DISPOSITIVE POWER

 

0

 

10

 

SHARED DISPOSITIVE POWER

 

2,385,944 (1)

 

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

2,385,944 (1)

 
12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

 

☐ 

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

1.19% (2)

 
14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

OO

 

 

(1)This amount includes 6,300 shares issuable upon exercise of call options held by the reporting person.
(2)Based on 201,231,446 common shares outstanding as set forth in the Issuer’s Management’s Discussion and Analysis attached as an Exhibit to the Company’s Report on Form 6-K filed with the SEC on August 4, 2022.

   

 

 

 

CUSIP No.  900435108

 

1

NAME OF REPORTING PERSONS

 

Pentwater Merger Arbitrage Master Fund Ltd.

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

(a) ☐

(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

 

 

 

 NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7

SOLE VOTING POWER

 

0

 
8

SHARED VOTING POWER

 

7,175,586 (1)

 

9

 

SOLE DISPOSITIVE POWER

 

0

 

10

 

SHARED DISPOSITIVE POWER

 

7,175,586 (1)

 

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

7,175,586 (1)

 
12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

 

☐ 

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

3.57% (2)

 
14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

OO

 

 

(1)This amount includes 18,600 shares issuable upon exercise of call options held by the reporting person..
(2)Based on 201,231,446 common shares outstanding as set forth in the Issuer’s Management’s Discussion and Analysis attached as an Exhibit to the Company’s Report on Form 6-K filed with the SEC on August 4, 2022.

 

 

 

 

CUSIP No.  900435108

 

1

NAME OF REPORTING PERSONS

 

PWCM Master Fund Ltd.

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

(a) ☐

(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

 

 

 

 NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7

SOLE VOTING POWER

 

0

 
8

SHARED VOTING POWER

 

5,152,591

 

9

 

SOLE DISPOSITIVE POWER

 

0

 

10

 

SHARED DISPOSITIVE POWER

 

5,152,591

 

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

5,152,591

 
12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

 

☐ 

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

2.56% (1)

 
14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

OO

 

 

(1)Based on 201,231,446 common shares outstanding as set forth in the Issuer’s Management’s Discussion and Analysis attached as an Exhibit to the Company’s Report on Form 6-K filed with the SEC on August 4, 2022.

  

 

 

 

CUSIP No.  900435108

 

1

NAME OF REPORTING PERSONS

 

Pentwater Unconstrained Master Fund. Ltd

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

(a) ☐

(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

 

 

 

 NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7

SOLE VOTING POWER

 

0

 
8

SHARED VOTING POWER

 

134,833

 

9

 

SOLE DISPOSITIVE POWER

 

0

 

10

 

SHARED DISPOSITIVE POWER

 

134,833

 

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

134,833

 
12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

 

☐ 

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.07% (1)

 
14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

OO

 

 

(1)Based on 201,231,446 common shares outstanding as set forth in the Issuer’s Management’s Discussion and Analysis attached as an Exhibit to the Company’s Report on Form 6-K filed with the SEC on August 4, 2022.

 

 

 

 

CUSIP No.  900435108

 

1

NAME OF REPORTING PERSONS

 

Matthew Halbower

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

(a) ☐

(b) ☒

 

3

SEC USE ONLY

 

 

 
4

SOURCE OF FUNDS

 

PF

 
5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) or 2(E)

 

 

6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

USA

 

 

 

 NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7

SOLE VOTING POWER

 

0

 
8

SHARED VOTING POWER

 

7,060,256

 

9

 

SOLE DISPOSITIVE POWER

 

0

 

10

 

SHARED DISPOSITIVE POWER

 

7,060,256

 

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

7,060,256

 
12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

 

☐ 

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

3.51% (1)

 
14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

IN

 

 

(1)Based on 201,231,446 common shares outstanding as set forth in the Issuer’s Management’s Discussion and Analysis attached as an Exhibit to the Company’s Report on Form 6-K filed with the SEC on August 4, 2022

  

 

 

 

This Amendment No. 4 (this “Amendment”) to Schedule 13D amends the Schedule 13D filed by Pentwater Capital Management LP, a Delaware limited partnership registered as an investment adviser with the U.S. Securities and Exchange Commission (“Pentwater Capital”), Crown Managed Accounts SPC, an exempted company formed in the Cayman Islands (“CROWN”), Investment Opportunities 3 SPC, a segregated portfolio company formed in the Cayman Islands (“MALT”), LMA SPC on behalf of MAP 98 Segregated Portfolio, a segregated portfolio company formed in the Cayman Islands (“MAP”), Oceana Master Fund, Ltd., an exempted company formed in the Cayman Islands (“Oceana”), Pentwater Equity Opportunities Master Fund, Ltd., an exempted company formed in the Cayman Islands (“Pentwater Equity”), Pentwater Merger Arbitrage Master Fund, Ltd., an exempted company formed in the Cayman Islands (“PMAM”), Pentwater Thanksgiving Fund LP a limited partnership formed in the Cayman Islands (“PTHK”) (which is no longer a reporting person), PWCM Master Fund, Ltd., an exempted company formed in the Cayman Islands (“PWCM Master”), Pentwater Metric Merger Arbitrage Fund LP, a limited partnership formed in the Cayman Islands (“PWMM”) (which is no longer a reporting person), and Pentwater Unconstrained Master Fund, Ltd. an exempted company formed in the Cayman Islands (PWUM), and Matthew Halbower, chief executive officer of Pentwater Capital, as the same has been amended by Amendments Nos. 1, 2 and 3 thereto (as amended, the “Schedule 13D”). Pentwater Capital, CROWN, MALT, MAP, Oceana, Pentwater Equity, PMAM, PWCM Master, PWUM, and Matthew Halbower are collectively referred to herein as “Reporting Persons.” CROWN, MALT, MAP, Oceana, Pentwater Equity, PMAM, PTHK, PWCM Master and PWUM are collectively referred to herein as the “Funds.” Pentwater Capital is the investment adviser of each of the Funds.

 

Capitalized terms used but not otherwise defined in this Amendment have the meanings ascribed to them in the Schedule 13D.

 

ITEM 3.SOURCE AND AMOUNT OF FUNDS

 

Item 3 of the Schedule 13D is hereby amended and restated in its entirety to read as follows:

 

The aggregate purchase price for the 27,708,256 shares of Common Stock, inclusive of call options with respect to 40,000 shares of Common Stock held by the Reporting Persons is approximately $600,913,781. Such securities were purchased using the investment capital of each applicable Fund.  The shares of Common Stock owned by the Funds are held primarily in cash and margin accounts maintained with brokers, which may extend margin credit as and when required to open or carry positions in the margin accounts, subject to applicable federal margin regulations, stock exchange rules and the brokers’ credit policies.  In such instances, the positions held in the margin accounts are pledged as collateral security for the repayment of debit balances in the accounts.  The Funds’ collective indebtedness in their margin accounts associated with their investments in securities of the Issuer was approximately $27,710,982 as of September 15, 2022.

 

ITEM 5.INTEREST IN SECURITIES OF THE ISSUER

 

Items 5(a), (b) and (c) of the Schedule 13D are hereby amended and restated in their entirety as follows:

 

(a) and (b) Each Reporting Person’s beneficial ownership of Common Stock on the date of this Schedule 13D/Amendment 4 is reflected on that Reporting Person’s cover page. By virtue of his position with Pentwater Capital, Mr. Halbower has the sole power to vote the shares of Common Stock owned by the Reporting Persons. Subject to restrictions, Mr. Halbower has the sole power to dispose of the shares of Common Stock owned by the Reporting Persons.

 

(c) The transactions in the Common Stock that have been effected on behalf of the Reporting Persons since the filing of Amendment No. 3 to the Schedule 13D are set forth in Schedule A and incorporated herein by reference. Other than those transactions and the transactions set forth in Schedule A to Amendment No. 3 to the Schedule 13D, there were no other such transactions in the securities by the Reporting Persons that were effected during the past 60 days.

 

 

 

 

SIGNATURE

 

After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

 

Dated:  September 16, 2022 PENTWATER CAPITAL MANAGEMENT LP
  By: Halbower Holdings, Inc., its general partner
     
  By:    /s/ Matthew Halbower   
  Name:   Matthew Halbower   
  Title:   Chief Executive Officer   
     
     
  CROWN MANAGED ACCOUNTS SPC
  By: Pentwater Capital Management LP, its investment manager
  By: Halbower Holdings, Inc., its general partner
     
  By:    /s/ Matthew Halbower   
  Name:   Matthew Halbower   
  Title:   Chief Executive Officer   
     
     
  LMA SPC for and on behalf of MAP 98 Segregated Portfolio
  By: Pentwater Capital Management LP, its investment manager
  By: Halbower Holdings, Inc., its general partner
     
  By:    /s/ Matthew Halbower   
  Name:   Matthew Halbower   
  Title:   Chief Executive Officer   
     
     
  INVESTMENT OPPORTUNITIES 3 SPC
  By: Pentwater Capital Management LP, its investment manager
  By: Halbower Holdings, Inc., its general partner
     
  By:    /s/ Matthew Halbower   
  Name:   Matthew Halbower   
  Title:   Chief Executive Officer   
     

 

 

 

 

     
  OCEANA MASTER FUND LTD.
  By: Pentwater Capital Management LP, its investment manager
  By: Halbower Holdings, Inc., its general partner
     
  By:    /s/ Matthew Halbower   
  Name:   Matthew Halbower   
  Title:   Chief Executive Officer   
     
     
  PENTWATER EQUITY OPPORTUNITIES MASTER FUND LTD.
  By: Pentwater Capital Management LP, its investment manager
  By: Halbower Holdings, Inc., its general partner
     
  By:    /s/ Matthew Halbower   
  Name:   Matthew Halbower   
  Title:   Chief Executive Officer   
     
     
  PENTWATER MERGER ARBITRAGE MASTER FUND LTD.
  By: Pentwater Capital Management LP, its investment manager
  By: Halbower Holdings, Inc., its general partner
     
  By:    /s/ Matthew Halbower   
  Name:   Matthew Halbower   
  Title:   Chief Executive Officer   
     
     
  PWCM MASTER FUND LTD.
  By: Pentwater Capital Management LP, its investment manager
  By: Halbower Holdings, Inc., its general partner
     
  By:    /s/ Matthew Halbower   
  Name:   Matthew Halbower   
  Title:   Chief Executive Officer   
     
     
  PENTWATER UNCONSTRAINED MASTER FUND LTD.
  By: Pentwater Capital Management LP, its investment manager
  By: Halbower Holdings, Inc., its general partner
     
  By:    /s/ Matthew Halbower   
  Name:   Matthew Halbower   
  Title:   Chief Executive Officer   
     
     
  MATTHEW C. HALBOWER
     
  /s/ Matthew Halbower   
  Matthew C. Halbower

 

 

 

 

Schedule A

 

Transactions in the shares of the Issuer During the Past 60 Days

 

For account of Crown Managed Accounts SPC

 

Date Transaction Type

Number of shares of

Common Stock

Price ($US unless otherwise indicated)
9/13/2022 Buy 132 40.20175*
9/13/2022 Buy 5,636 40.57734777*
9/13/2022 Buy 57,377 40.79*
9/13/2022 Buy 7,147 30.89668036
9/14/2022 Buy 3,719 30.98735861
9/14/2022 Buy 4,376 40.82068862*
9/14/2022 Buy 655 30.881495
9/14/2022 Buy 1,637 40.7339312*
9/15/2022 Buy 2,863 31.16682033
9/15/2022 Buy 6,430 41.1892736*
9/15/2022 Buy 6,430 41.04*
9/15/2022 Buy 12,860 40.98*
9/15/2022 Buy 10,944 41.19342245*
9/15/2022 Buy 124,164 30.98

 

*Canadian dollars

 

 

 

 

For account of Investment Opportunities 3 SPC

 

Date Transaction Type

Number of shares of

Common Stock

Price ($)
9/13/2022 Buy 8,349 30.89668036
9/13/2022 Buy 6,584 40.57734777*
9/13/2022 Buy 154 40.20175*
9/14/2022 Buy 749 30.881495
9/14/2022 Buy 1,873 40.7339312*
9/14/2022 Buy 5,003 40.82068862*
9/14/2022 Buy 4,253 30.98735861
9/15/2022 Buy 7,060 41.1892736*
9/15/2022 Buy 7,060 41.04*
9/15/2022 Buy 3,143 31.16682033
9/15/2022 Buy 14,120 40.98*
9/15/2022 Buy 12,016 41.19342245*

 

*Canadian dollars

 

 

 

 

For account of LMA SPC on behalf of MAP 98 Segregated Portfolio

 

Date Transaction Type

Number of shares of

Common Stock

Price ($)
9/15/2022 Buy 83,690 30.98

 

 

 

 

For account of PWCM Master Fund Ltd.

 

Date Transaction Type Number of shares of Common Stock Price ($)
9/15/2022 Buy 59,043 30.98

 

 

 

 

For account of Oceana Master Fund Ltd.

 

Date Transaction Type Number of shares of Common Stock Price ($)
9/13/2022 Buy 22,167 40.57734777*
9/13/2022 Buy 28,111 30.89668036
9/13/2022 Buy 519 40.20175*
9/13/2022 Buy 224,144 40.79*
9/14/2022 Buy 2,577 30.881495
9/14/2022 Buy 6,443 40.7339312*
9/14/2022 Buy 17,214 40.82068862*
9/14/2022 Buy 14,631 30.98735861
9/15/2022 Buy 50,780 40.98*
9/15/2022 Buy 43,214 41.19342245*
9/15/2022 Buy 25,390 41.1892736*
9/15/2022 Buy 25,390 41.04*
9/15/2022 Buy 11,305 31.16682033
9/15/2022 Buy 557,651 30.98

 

*Canadian dollars

 

 

 

 

For account of Pentwater Equity Opportunities Master Fund Ltd.

 

Date Transaction Type Number of shares of Common Stock Price ($)
9/13/2022 Buy 10,439 30.89668036
9/13/2022 Buy 193 40.20175*
9/13/2022 Buy 8,232 40.57734777*
9/13/2022 Buy 49,809 40.79*
9/14/2022 Buy 6,894 40.82068862*
9/14/2022 Buy 2,580 40.7339312*
9/14/2022 Buy 5,859 30.98735861
9/14/2022 Buy 1,032 30.881495
9/15/2022 Buy 5,218 31.16682033
9/15/2022 Buy 23,440 40.98*
9/15/2022 Buy 19,947 41.19342245*
9/15/2022 Buy 11,720 41.04*
9/15/2022 Buy 11,720 41.1892736*
9/15/2022 Buy 235,594 30.98

 

*Canadian dollars

 

 

 

 

For account of Pentwater Merger Arbitrage Master Fund Ltd.

 

Date Transaction Type

Number of shares of

Common Stock

Price ($)
9/13/2022 Buy 41,867 40.57734777*
9/13/2022 Buy 53,093 30.89668036
9/13/2022 Buy 981 40.20175*
9/13/2022 Buy 416,434 40.79*
9/14/2022 Buy 27,719 30.98735861
9/14/2022 Buy 32,612 40.82068862*
9/14/2022 Buy 12,205 40.7339312*
9/14/2022 Buy 4,882 30.881495
9/15/2022 Buy 21,546 31.16682033
9/15/2022 Buy 48,390 41.04*
9/15/2022 Buy 48,390 41.1892736*
9/15/2022 Buy 96,780 40.98*
9/15/2022 Buy 82,360 41.19342245*
9/15/2022 Buy 1,432,388 30.98

 

*Canadian dollars

 

 

 

 

For account of Pentwater Unconstrained Master Fund Ltd.

 

Date Transaction Type

Number of shares of

Common Stock

Price ($)
9/13/2022 Buy 21 40.20175*
9/13/2022 Buy 914 40.57734777*
9/13/2022 Buy 1,159 30.89668036
9/13/2022 Buy 9,836 40.79*
9/14/2022 Buy 105 30.881495
9/14/2022 Buy 596 30.98735861
9/14/2022 Buy 701 40.82068862*
9/14/2022 Buy 262 40.7339312*
9/15/2022 Buy 450 31.16682033
9/15/2022 Buy 1,010 41.04*
9/15/2022 Buy 1,010 41.1892736*
9/15/2022 Buy 1,719 41.19342245*
9/15/2022 Buy 2,020 40.98*
9/15/2022 Buy 7,470 30.98

 

*Canadian dollars