Filing Details

Accession Number:
0000899140-18-000128
Form Type:
13G Filing
Publication Date:
2018-02-09 16:23:43
Filed By:
Third Point
Company:
Nomad Foods Ltd (NYSE:NOMD)
Filing Date:
2018-02-09
SEC Url:
13G 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
Third Point 0 0 0 0 0 0.0%
Daniel S. Loeb 0 0 0 0 0 0.0%
Filing

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Nomad Foods Limited
(Name of Issuer)
Ordinary Shares
(Title of Class of Securities)
G6564A105
(CUSIP Number)
December 31, 2017
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
[  ]  Rule 13d-1(b)
[X]  Rule 13d-1(c)
[  ]  Rule 13d-1(d)
*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 the 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 (the “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).
 
 
CUSIP No.  G6564A105
 
13G
 
 
Page  2 of 6 Pages
 

1
NAME OF REPORTING PERSON
 
Third Point LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)  ☐
 
(b)  ☐
 
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
0
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
0
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
 
N/A
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
 
0.0%
12
TYPE OF REPORTING PERSON
 
OO
 
 

 
CUSIP No.  G6564A105 
 
 
13G
 
 
Page  3 of 6 Pages
 

1
NAME OF REPORTING PERSON
 
Daniel S. Loeb
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)  ☐
 
(b)  ☐
 
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States
 
5
SOLE VOTING POWER
 
0
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
6
SHARED VOTING POWER
 
0
EACH
REPORTING
PERSON
WITH
7
SOLE DISPOSITIVE POWER
 
0
 
8
SHARED DISPOSITIVE POWER
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
0
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
 
N/A
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
 
0.0%
12
TYPE OF REPORTING PERSON
 
IN

 
 
 
This Amendment No. 2 to Schedule 13G (this “Amendment No. 2”) is being filed with respect to the ordinary shares (the “Ordinary Shares”) of Nomad Foods Limited, a company limited by shares under the laws of the British Virgin Islands, to amend the Schedule 13G filed on February 12, 2016 (as amended by Amendment No. 1 thereto filed on February 13, 2017 and this Amendment No. 2, the “Schedule 13G”). This Amendment No. 2 is being filed to report changes in the number of Ordinary Shares beneficially owned by the Reporting Persons and to report that the Reporting Persons no longer beneficially own more than 5% of the Ordinary Shares. Capitalized terms used herein and not otherwise defined have the meanings ascribed to them in the Schedule 13G.
Item 4Ownership:
A. Third Point LLC
 
(a)  Amount beneficially owned: 0
 
(b)  Percent of class: 0.0%.
 
 (c)  Number of shares as to which such person has:
 
(i)   Sole power to vote or direct the vote: -0-
   
 
(ii)  Shared power to vote or direct the vote: -0-
   
 
(iii)  Sole power to dispose or direct the disposition: -0-
   
 
(iv)  Shared power to dispose or direct the disposition: -0-
 
B. Daniel S. Loeb
 
(a)  Amount beneficially owned: 0
 
(b)  Percent of class: 0.0%.
 
 (c)  Number of shares as to which such person has:
 
(i)   Sole power to vote or direct the vote: -0-
   
 
(ii)  Shared power to vote or direct the vote: -0-
   
 
(iii)  Sole power to dispose or direct the disposition: -0-
   
 
(iv)  Shared power to dispose or direct the disposition: -0-

 
Item 5: Ownership of Five Percent or Less of a Class:
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following: [X]
Item 10Certification:
By signing below I certify that, to the best of my 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.


[Signatures on following page]
 
 
 
 
 
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.
Dated: February 9, 2018

 
 
 
THIRD POINT LLC
 
 
 
By: Daniel S. Loeb, Chief Executive Officer
 
 
 
By:
/s/ William Song                                  
 
Name:
William Song
 
Title:
Attorney-in-Fact
 
 
 
DANIEL S. LOEB
 
 
 
By:
/s/ William Song                                   
 
Name:
William Song
 
Title:
Attorney-in-Fact


 
 
 
 
 
EXHIBIT INDEX

Exhibit 99.1:
Power of Attorney granted by Daniel S. Loeb in favor of James P. Gallagher, William Song and Joshua L. Targoff, dated February 9, 2011, was previously filed with the SEC on February 11, 2011 as an exhibit to Amendment No. 99.2 to Schedule 13G filed by Third Point LLC and Daniel S. Loeb with respect to Citadel Broadcasting Corporation and is incorporated herein by reference.
 
 
 
 
 
6