SEC Form SC 13D/A filed by Poseida Therapeutics Inc. (Amendment)
$PSTX
Biotechnology: Biological Products (No Diagnostic Substances)
Health Care
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Poseida Therapeutics, Inc.
(Name of Issuer)
Common Shares
(Title of Class of Securities)
73730P108
(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)
April 22, 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.
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CUSIP No. 73730P108
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1
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NAMES OF REPORTING PERSONS
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Pentwater Capital Management LP
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☒
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO
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||||
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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4,967,227
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8
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SHARED VOTING POWER
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9
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SOLE DISPOSITIVE POWER
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4,967,227
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10
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SHARED DISPOSITIVE POWER
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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4,967,227
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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7.94%1
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IA
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|||
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||||
| (1) |
Based on 62,546,899 shares of Common Stock outstanding as of March 4, 2022, as reported in the Issuer’s Form 10-K for the year ended December 31, 2021.
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CUSIP No. 73730P108
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1
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NAMES OF REPORTING PERSONS
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Crown Managed Accounts SPC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☒
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Cayman Islands
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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8
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SHARED VOTING POWER
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31,077
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9
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SOLE DISPOSITIVE POWER
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10
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SHARED DISPOSITIVE POWER
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31,077
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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31,077
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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0.05%1
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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||||
| (1) |
Based on 62,546,899 shares of Common Stock outstanding as of March 4, 2022, as reported in the Issuer’s Form 10-K for the year ended December 31, 2021.
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CUSIP No. 73730P108
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1
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NAMES OF REPORTING PERSONS
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Investment Opportunities 3SPC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☒
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Cayman Islands
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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8
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SHARED VOTING POWER
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40,896
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9
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SOLE DISPOSITIVE POWER
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10
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SHARED DISPOSITIVE POWER
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40,896
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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40,896
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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0.07%1
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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||||
| (1) |
Based on 62,546,899 shares of Common Stock outstanding as of March 4, 2022, as reported in the Issuer’s Form 10-K for the year ended December 31, 2021.
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CUSIP No. 73730P108
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1
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NAMES OF REPORTING PERSONS
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LMA SPC on behalf of MAP 98 Segregated Portfolio
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☒
|
||||
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||||
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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|||
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||||
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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||||
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||||
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Cayman Islands
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|||
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||||
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
|
SOLE VOTING POWER
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| |
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|||
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||||
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8
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SHARED VOTING POWER
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274,749
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9
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SOLE DISPOSITIVE POWER
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10
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SHARED DISPOSITIVE POWER
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274,749
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|||
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||||
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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274,749
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|||
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||||
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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||
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||||
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||||
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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0.44%1
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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|||
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||||
| (1) |
Based on 62,546,899 shares of Common Stock outstanding as of March 4, 2022, as reported in the Issuer’s Form 10-K for the year ended December 31, 2021.
|
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CUSIP No. 73730P108
|
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1
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NAMES OF REPORTING PERSONS
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PWCM Master Fund Ltd.
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|||
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||||
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
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(b)
|
☒
|
||||
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||||
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3
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SEC USE ONLY
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|||
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||||
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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|||
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||||
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5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
|
☐
|
||
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|
||||
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||||
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Cayman Islands
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|
|||
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||||
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
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| |
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|||
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||||
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8
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SHARED VOTING POWER
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1,891,819
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||||
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9
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SOLE DISPOSITIVE POWER
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|||
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||||
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10
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SHARED DISPOSITIVE POWER
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1,891,819
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|||
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||||
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11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
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1,891,819
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|||
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||||
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
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☐
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||
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||||
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||||
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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3.02%1
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||||
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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|||
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||||
| (1) |
Based on 62,546,899 shares of Common Stock outstanding as of March 4, 2022, as reported in the Issuer’s Form 10-K for the year ended December 31, 2021.
|
|
CUSIP No. 73730P108
|
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1
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NAMES OF REPORTING PERSONS
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||
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Oceana Master Fund Ltd.
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|||
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||||
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
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(b)
|
☒
|
||||
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||||
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3
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SEC USE ONLY
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|||
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||||
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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|||
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||||
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
|
☐
|
||
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|
||||
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||||
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Cayman Islands
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|||
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||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
| |
|
|
|||
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||||
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8
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SHARED VOTING POWER
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403,094
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|||
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||||
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9
|
SOLE DISPOSITIVE POWER
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| |
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|||
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||||
|
10
|
SHARED DISPOSITIVE POWER
|
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||
|
403,094
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|||
|
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|
||||
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
403,094
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|
|||
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||||
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12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
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|
||||
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|
|
||||
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
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||
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0.64%1
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|||
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||||
|
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
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||
|
OO
|
|
|
|||
|
|
|
||||
| (1) |
Based on 62,546,899 shares of Common Stock outstanding as of March 4, 2022, as reported in the Issuer’s Form 10-K for the year ended December 31, 2021.
|
|
CUSIP No. 73730P108
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
|
Pentwater Credit Master Fund Ltd.
|
|
|
|||
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||||
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
|
(b)
|
☒
|
||||
|
|
|
||||
|
3
|
SEC USE ONLY
|
|
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||
| |
|
|
|||
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||||
|
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
|
WC
|
|
|
|||
|
|
|
||||
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
|
|
|
|
| |
|
|
|||
|
|
|
||||
|
8
|
SHARED VOTING POWER
|
|
|
||
|
368,210
|
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|
|||
|
|
|
||||
|
9
|
SOLE DISPOSITIVE POWER
|
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|
||
| |
|
|
|||
|
|
|
||||
|
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
368,210
|
|
|
|||
|
|
|
||||
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
368,210
|
|
|
|||
|
|
|
||||
|
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)
|
|
|
||
|
0.59%1
|
|
|
|||
|
|
|
||||
|
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
OO
|
|
|
|||
|
|
|
||||
| (1) |
Based on 62,546,899 shares of Common Stock outstanding as of March 4, 2022, as reported in the Issuer’s Form 10-K for the year ended December 31, 2021.
|
|
CUSIP No. 73730P108
|
|
1
|
NAMES 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 (SEE INSTRUCTIONS)
|
|
|
||
|
WC
|
|
|
|||
|
|
|
||||
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
|
|
|
|
| |
|
|
|||
|
|
|
||||
|
8
|
SHARED VOTING POWER
|
|
|
||
|
493,783
|
|
|
|||
|
|
|
||||
|
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
| |
|
|
|||
|
|
|
||||
|
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
493,783
|
|
|
|||
|
|
|
||||
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
493,783
|
|
|
|||
|
|
|
||||
|
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)
|
|
|
||
|
0.79%1
|
|
|
|||
|
|
|
||||
|
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
OO
|
|
|
|||
|
|
|
||||
| (1) |
Based on 62,546,899 shares of Common Stock outstanding as of March 4, 2022, as reported in the Issuer’s Form 10-K for the year ended December 31, 2021.
|
|
CUSIP No. 73730P108
|
|
1
|
NAMES 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 (SEE INSTRUCTIONS)
|
|
|
||
|
WC
|
|
|
|||
|
|
|
||||
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
|
|
|
|
| |
|
|
|||
|
|
|
||||
|
8
|
SHARED VOTING POWER
|
|
|
||
|
1,381,146
|
|
|
|||
|
|
|
||||
|
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
| |
|
|
|||
|
|
|
||||
|
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
1,381,146
|
|
|
|||
|
|
|
||||
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
1,381,146
|
|
|
|||
|
|
|
||||
|
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)
|
|
|
||
|
2.21%1
|
|
|
|||
|
|
|
||||
|
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
OO
|
|
|
|||
|
|
|
||||
| (1) |
Based on 62,546,899 shares of Common Stock outstanding as of March 4, 2022, as reported in the Issuer’s Form 10-K for the year ended December 31, 2021.
|
|
CUSIP No. 73730P108
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
|
Pentwater Metric Merger Arbitrage Fund LP
|
|
|
|||
|
|
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
|
(b)
|
☒
|
||||
|
|
|
||||
|
3
|
SEC USE ONLY
|
|
|
||
| |
|
|
|||
|
|
|
||||
|
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
|
WC
|
|
|
|||
|
|
|
||||
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
|
|
|
|
| |
|
|
|||
|
|
|
||||
|
8
|
SHARED VOTING POWER
|
|
|
||
|
41,251
|
|
|
|||
|
|
|
||||
|
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
| |
|
|
|||
|
|
|
||||
|
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
41,251
|
|
|
|||
|
|
|
||||
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
41,251
|
|
|
|||
|
|
|
||||
|
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 62,546,899 shares of Common Stock outstanding as of March 4, 2022, as reported in the Issuer’s Form 10-K for the year ended December 31, 2021.
|
|
CUSIP No. 73730P108
|
|
1
|
NAMES 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 (SEE INSTRUCTIONS)
|
|
|
||
|
WC
|
|
|
|||
|
|
|
||||
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
|
|
|
|
| |
|
|
|||
|
|
|
||||
|
8
|
SHARED VOTING POWER
|
|
|
||
|
41,202
|
|
|
|||
|
|
|
||||
|
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
| |
|
|
|||
|
|
|
||||
|
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
41,202
|
|
|
|||
|
|
|
||||
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
41,202
|
|
|
|||
|
|
|
||||
|
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 62,546,899 shares of Common Stock outstanding as of March 4, 2022, as reported in the Issuer’s Form 10-K for the year ended December 31, 2021.
|
This Amendment No. 1 to Schedule 13D (“Amendment No. 1”) is being filed with respect to the Reporting Persons’ beneficial ownership in Poseida Therapeutics, Inc. (the “Issuer”). This Amendment No. 1 supplements the
Schedule 13D as previously filed on December 16, 2020 (the “Schedule 13D”). Each Item below amends and supplements the information disclosed under the corresponding Item of the Schedule 13D. Unless otherwise indicated herein, capitalized terms used
but not defined in this Amendment No. 1 shall have the same meaning herein as are ascribed to such terms in the Schedule 13D. Except as set forth herein, this Amendment No. 1 does not modify any of the information previously reported by the Reporting
Persons in the Schedule 13D.
| ITEM 4. |
PURPOSE OF THE TRANSACTION
|
On December 16, 2020, Luke Corning was appointed to the board of directors of the Issuer. Mr. Corning served as Head of Credit for Pentwater Capital at that time. As of April 22, 2022, Mr. Corning is no longer
employed by Pentwater Capital and Pentwater Capital no longer maintains Issuer board representation.
SIGNATURES
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: April 25, 2022
|
PENTWATER CAPITAL MANAGEMENT LP
|
||
|
By:
|
Halbower Holdings, Inc., its general partner | |
|
/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
|
|
|
/s/ Matthew C. Halbower
|
||
|
Name: Matthew C. Halbower
|
||
|
Title: Chief Executive Officer
|
||
|
INVESTMENT OPPORTUNITIES 3 SPC
|
||
|
By:
|
Pentwater Capital Management LP, its investment manager
|
|
|
By:
|
Halbower Holdings, Inc., its general partner
|
|
|
/s/ Matthew C. Halbower
|
||
|
Name: Matthew Halbower
|
||
|
Title: Chief Executive Officer
|
||
|
LMA SPC ON BEHALF OF MAP 98 SEGREGATED PORTFOLIO
|
||
|
By:
|
Pentwater Capital Management LP, its investment manager
|
|
|
By:
|
Halbower Holdings, Inc., its general partner
|
|
|
/s/ Matthew C. Halbower
|
||
|
Name: Matthew C. Halbower
|
||
|
Title: Chief Executive Officer
|
||
|
PWCM MASTER FUND LTD.
|
||
|
By:
|
Pentwater Capital Management LP, its investment manager
|
|
|
By:
|
Halbower Holdings, Inc., its general partner
|
|
|
/s/ Matthew C. Halbower
|
||
|
Name: Matthew C. Halbower
|
||
|
Title: Chief Executive Officer
|
||
|
OCEANA MASTER FUND LTD.
|
||
|
By:
|
Pentwater Capital Management LP, its investment manager
|
|
|
By:
|
Halbower Holdings, Inc., its general partner
|
|
|
/s/ Matthew C. Halbower
|
||
|
Name: Matthew C. Halbower
|
||
|
Title: Chief Executive Officer
|
||
|
PENTWATER CREDIT MASTER FUND LTD.
|
||
|
By:
|
Pentwater Capital Management LP, its investment manager
|
|
|
By:
|
Halbower Holdings, Inc., its general partner
|
|
|
/s/ Matthew C. Halbower
|
||
|
Name: Matthew C. 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
|
|
|
/s/ Matthew C. Halbower
|
||
|
Name: Matthew C. Halbower
|
||
|
Title: Chief Executive Officer
|
||
|
PENTWATER MERGER ARBITRAGE FUND LTD.
|
||
|
By:
|
Pentwater Capital Management LP, its investment manager
|
|
|
By:
|
Halbower Holdings, Inc., its general partner
|
|
|
/s/ Matthew C. Halbower
|
||
|
Name: Matthew C. Halbower
|
||
|
Title: Chief Executive Officer
|
||
|
PENTWATER METRIC MERGER ARBITRAGE FUND LP
|
||
|
By:
|
Pentwater Capital Management LP, its investment manager
|
|
|
By:
|
Halbower Holdings, Inc., its general partner
|
|
|
/s/ Matthew C. Halbower
|
||
|
Name: Matthew C. 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
|
|
|
/s/ Matthew C. Halbower
|
||
|
Name: Matthew C. Halbower
|
||
|
Title: Chief Executive Officer
|
||