UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Bermuda One Fund LLC C/O MQ SERVICES LTD. VICTORIA PLACE, 31 VICTORIA STREET HAMILTON, D0 HM 10 |
 |  X |  |  |
VP Bermuda LLC C/O MCCARTER & ENGLISH, LLP 825 EIGHTH AVENUE, 31ST FLR. NEW YORK, NY 10019 |
 |  X |  |  |
Vogel Scott D. C/O MCCARTER & ENGLISH, LLP 825 EIGHTH AVENUE, 31ST FLR. NEW YORK, NY 10019 |
 |  X |  |  |
/s/ Scott D. Vogel, individually, and as Managing Member of VP Bermuda LLC, Managing Member of Bermuda One Fund LLC | 02/14/2019 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | These shares of Common Stock are held by Bermuda One Fund LLC of which VP Bermuda LLC is the managing member and Scott D. Vogel is the managing member of VP Bermuda LLC. The shares were transferred by MAK Capital Fund LP ("MAK Fund") and MAK-ro Capital Master Fund LP (the "MAK-ro Fund") and represent the pro rata shares of Common Stock of certain redeemed or partially redeemed investors of MAK Fund and MAK-ro Fund. |
(2) | VP Bermuda LLC and Scott D. Vogel may be deemed to indirectly beneficially own the shares of common stock held by Bermuda One Fund LLC, however each of VP Bermuda LLC and Scott D. Vogel disclaims beneficial ownership of such securities, except to the extent of its or his pecuniary interest therein. |