SEC Form SC 13G/A filed by Atlas Air Worldwide Holdings NEW (Amendment)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
| Atlas Air Worldwide Holdings, Inc. |
(Name of Issuer)
| Common Stock, $0.01 Par Value |
(Title of Class of Securities)
| 049164205 |
(CUSIP Number)
| August 16, 2022 |
| (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) |
| ☒ | 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. Beneficial ownership information contained herein is given as of the date listed above.
The information required in 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 (however, see the Notes).
| 1 |
Names of Reporting Persons.
Sixth Street Partners Management Company, L.P. |
| 2 | Check the Appropriate Box if a Member of a Group (See Instructions) |
| (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 shares |
||
|
6 Shared Voting Power
0 shares |
|||
|
7 Sole Dispositive Power
0 shares |
|||
|
8 Shared Dispositive Power
0 shares |
| 9 |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 shares |
|
| 10 |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
|
|
| 11 |
Percent of Class Represented by Amount in Row (9)
0.00% |
|
| 12 |
Type of Reporting Person (See Instructions)
PN |
| 1 |
Names of Reporting Persons.
Alan Waxman |
| 2 | Check the Appropriate Box if a Member of a Group (See Instructions) |
| (a) ☐ | |
| (b) ☐ | |
| 3 |
SEC Use Only
|
| 4 |
Citizenship or Place of Organization.
United States of America |
|
Number of Shares Beneficially Owned by Each Reporting Person With
|
5 Sole Voting Power
0 shares |
||
|
6 Shared Voting Power
0 shares |
|||
|
7 Sole Dispositive Power
0 shares |
|||
|
8 Shared Dispositive Power
0 shares |
| 9 |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 shares |
|
| 10 |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
|
|
| 11 |
Percent of Class Represented by Amount in Row (9)
0.00% |
|
| 12 |
Type of Reporting Person (See Instructions)
IN, HC |
| Item 1. |
| (a) | Name of Issuer |
| Atlas Air Worldwide Holdings, Inc. (the “Issuer”) | |
| (b) | Address of Issuer’s Principal Executive Offices |
|
2000 Westchester Avenue, Purchase, NY 10577
|
| Item 2. |
| (a) |
Name of Person Filing
|
|
This Amendment No. 2 to Schedule 13G is being filed jointly by Sixth Street Partners Management Company, L.P., a Delaware limited partnership (“Management Company”), and Alan Waxman (each a “Reporting Person” and, together, the “Reporting Persons”), pursuant to an Agreement of Joint Filing incorporated by reference herein in accordance with Rule 13d-1(k)(1) under the Act.
| |
| (b) |
Address of Principal Business Office or, if none, Residence
|
|
The principal business address of Sixth Street Partners Management Company, L.P. is c/o Sixth Street Partners, LLC, 2100 McKinney Avenue, Suite 1500, Dallas, Texas 75201.
The principal business address of Alan Waxman is c/o Sixth Street Partners, LLC, 345 California Street, Suite 2600, San Francisco, CA 94104.
| |
| (c) |
Citizenship
|
|
Sixth Street Partners Management Company, L.P. is a limited partnership organized under the laws of the State of Delaware.
Alan Waxman is a United States citizen. | |
| (d) |
Title of Class of Securities
|
|
Common Stock, $0.01 Par Value (“Common Stock”)
| |
| (e) |
CUSIP Number
|
| 049164205 |
| Item 3. | If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| Not applicable. |
| Item 4. | Ownership |
| (a) – (c) |
The reporting persons no longer hold any Issuer Common Stock.
|
| 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 five percent of the class of securities, check the following ✓. |
| Item 6. |
Ownership of More than Five Percent on Behalf of Another Person
|
| Not applicable. |
| Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
|
| Not applicable. |
| Item 8. |
Identification and Classification of Members of the Group
|
| Not applicable. |
| Item 9. |
Notice of Dissolution of Group
|
| Not applicable. |
| Item 10. | Certifications |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and were 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 not held in connection with or as a participant in any transaction having that purpose or effect, other than in connection with a nomination under §240.14a–11.
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: October 24, 2022
| Sixth Street Partners Management Company, L.P. | ||
| By: | /s/ David Stiepleman (1) | |
| Name: David Stiepleman | ||
| Title: Authorized Signatory of the GP of Sixth Street Partners Management Company, L.P. | ||
| Alan Waxman | ||
| By: | /s/ Joshua Peck (1)(2) | |
| Name: Joshua Peck | ||
| Title: Joshua Peck, on behalf of Alan Waxman | ||
(1) Sixth Street Partners Management Company, L.P. and Alan Waxman are jointly filing this Schedule 13G pursuant to the Joint Filing Agreement dated February 11, 2022, which was previously filed with the Commission.
(2) Joshua Peck is signing on behalf of Alan Waxman pursuant to the authorization and designation letter dated July 12, 2021, which was previously filed with the Commission.