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Amendment No. 5 to Schedule 13D
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
HRG Group,
Inc. (Name of Issuer)
Common Stock (Title of
Class of Securities) 40434J100
(CUSIP Number) David N.
Brooks – Secretary, Vice President and General Counsel
c/o Fortress Investment Group LLC
1345 Avenue of the Americas
New York, New York 10105
(212) 798-6100 With
copies to: David M. Feldman, Esq.
Glenn R. Pollner, Esq.
Gibson, Dunn & Crutcher LLP
200 Park Avenue New
York, NY 10166 (212) 351-4000
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
July 21, 2016 (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 Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box: ¨
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other
parties to whom copies are to be sent.
| * |
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 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, as amended (“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).
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| (1) |
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Name of
Reporting Persons CF Turul LLC |
| (2) |
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Check the Appropriate Box if a Member
of a Group (See Instructions):
(a) ¨ (b) x |
| (3) |
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SEC Use Only:
|
| (4) |
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Source of Funds (See
Instructions): OO |
| (5) |
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Check Box if Disclosure of Legal
Proceedings is Required Pursuant to Items 2(d) or 2(e): ¨ |
| (6) |
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Citizenship or Place of
Organization: Delaware |
| NUMBER OF
SHARES BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
|
(7) |
|
Sole Voting Power:
0 |
| |
(8) |
|
Shared Voting Power:
32,994,740 |
| |
(9) |
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Sole Dispositive Power:
0 |
| |
(10) |
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Shared Dispositive Power:
32,994,740 |
| (11) |
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Aggregate Amount Beneficially Owned by Each Reporting Person:
32,994,740 |
| (12) |
|
Check Box if the Aggregate Amount in
Row (11) Excludes certain shares (See Instructions): ¨ |
| (13) |
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Percent of Class Represented by Amount
in Row (11): 16.4% |
| (14) |
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Type of Reporting Person (See
Instructions): OO |
2
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| (1) |
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Name of
Reporting Persons Fortress Operating Entity I LP |
| (2) |
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Check the Appropriate Box if a Member
of a Group (See Instructions):
(a) ¨ (b) x |
| (3) |
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SEC Use Only:
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| (4) |
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Source of Funds (See
Instructions): Not applicable |
| (5) |
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Check Box if Disclosure of Legal
Proceedings is Required Pursuant to Items 2(d) or 2(e): |
| (6) |
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Citizenship or Place of
Organization: Delaware |
| NUMBER OF
SHARES BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
|
(7) |
|
Sole Voting Power:
0 |
| |
(8) |
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Shared Voting Power:
32,994,740 (1)(2) |
| |
(9) |
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Sole Dispositive Power:
0 |
| |
(10) |
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Shared Dispositive Power:
32,994,740 (1)(2) |
| (11) |
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Aggregate Amount Beneficially Owned by Each Reporting Person:
32,994,740 (1)(2) |
| (12) |
|
Check Box if the Aggregate Amount in
Row (11) Excludes certain shares (See Instructions): |
| (13) |
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Percent of Class Represented by Amount
in Row (11): 16.4% |
| (14) |
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Type of Reporting Person (See
Instructions): PN; IA |
| (1) |
The Reporting Person disclaims beneficial ownership as described in Item 5. |
| (2) |
Solely as sole managing member of FIG LLC. |
3
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| (1) |
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Name of
Reporting Persons Fortress Credit Opportunities Advisors LLC |
| (2) |
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Check the Appropriate Box if a Member
of a Group (See Instructions):
(a) ¨ (b) x |
| (3) |
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SEC Use Only:
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| (4) |
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Source of Funds (See
Instructions): Not applicable |
| (5) |
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Check Box if Disclosure of Legal
Proceedings is Required Pursuant to Items 2(d) or 2(e): ¨ |
| (6) |
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Citizenship or Place of
Organization: Delaware |
| NUMBER OF
SHARES BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
|
(7) |
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Sole Voting Power:
0 |
| |
(8) |
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Shared Voting Power:
32,994,740 (1)(2) |
| |
(9) |
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Sole Dispositive Power:
0 |
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(10) |
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Shared Dispositive Power:
32,994,740 (1)(2) |
| (11) |
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Aggregate Amount Beneficially Owned by Each Reporting Person:
32,994,740 (2) |
| (12) |
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Check Box if the Aggregate Amount in
Row (11) Excludes certain shares (See Instructions): ¨ |
| (13) |
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Percent of Class Represented by Amount
in Row (11): 16.4% |
| (14) |
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Type of Reporting Person (See
Instructions): OO; IA |
| (1) |
The Reporting Person disclaims beneficial ownership as described in Item 5. |
| (2) |
Solely in its role as an investment adviser to managed funds that own membership interests in CF Turul LLC. |
4
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| (1) |
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Name of
Reporting Persons Fortress Credit Opportunities MA Advisors LLC |
| (2) |
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Check the Appropriate Box if a Member
of a Group (See Instructions):
(a) ¨ (b) x |
| (3) |
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SEC Use Only:
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| (4) |
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Source of Funds (See
Instructions): Not applicable |
| (5) |
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Check Box if Disclosure of Legal
Proceedings is Required Pursuant to Items 2(d) or 2(e): ¨ |
| (6) |
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Citizenship or Place of
Organization: Delaware |
| NUMBER OF
SHARES BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
|
(7) |
|
Sole Voting Power:
0 |
| |
(8) |
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Shared Voting Power:
32,994,740 (1)(2) |
| |
(9) |
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Sole Dispositive Power:
0 |
| |
(10) |
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Shared Dispositive Power:
32,994,740 (1)(2) |
| (11) |
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Aggregate Amount Beneficially Owned by Each Reporting Person:
32,994,740 (1)(2) |
| (12) |
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Check Box if the Aggregate Amount in
Row (11) Excludes certain shares (See Instructions): ¨ |
| (13) |
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Percent of Class Represented by Amount
in Row (11): 16.4% |
| (14) |
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Type of Reporting Person (See
Instructions): OO; IA |
| (1) |
The Reporting Person disclaims beneficial ownership as described in Item 5. |
| (2) |
Solely in its role as an investment adviser to managed funds that own membership interests in CF Turul LLC. |
5
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| (1) |
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Name of
Reporting Persons Fortress Credit Opportunities MA II Advisors LLC |
| (2) |
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Check the Appropriate Box if a Member
of a Group (See Instructions):
(a) ¨ (b) x |
| (3) |
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SEC Use Only:
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| (4) |
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Source of Funds (See
Instructions): Not applicable |
| (5) |
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Check Box if Disclosure of Legal
Proceedings is Required Pursuant to Items 2(d) or 2(e): ¨ |
| (6) |
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Citizenship or Place of
Organization: Delaware |
| NUMBER OF
SHARES BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
|
(7) |
|
Sole Voting Power:
0 |
| |
(8) |
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Shared Voting Power:
32,994,740 (1)(2) |
| |
(9) |
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Sole Dispositive Power:
0 |
| |
(10) |
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Shared Dispositive Power:
32,994,740 (1)(2) |
| (11) |
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Aggregate Amount Beneficially Owned by Each Reporting Person:
32,994,740 (1)(2) |
| (12) |
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Check Box if the Aggregate Amount in
Row (11) Excludes certain shares (See Instructions): ¨ |
| (13) |
|
Percent of Class Represented by Amount
in Row (11): 16.4% |
| (14) |
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Type of Reporting Person (See
Instructions): OO; IA |
| (1) |
The Reporting Person disclaims beneficial ownership as described in Item 5. |
| (2) |
Solely in its role as an investment adviser to managed funds that own membership interests in CF Turul LLC. |
6
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| (1) |
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Name of
Reporting Persons FCO MA LSS Advisors LLC |
| (2) |
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Check the Appropriate Box if a Member
of a Group (See Instructions): (a) ¨
(b) x |
| (3) |
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SEC Use Only:
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| (4) |
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Source of Funds (See
Instructions): Not applicable |
| (5) |
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Check Box if Disclosure of Legal
Proceedings is Required Pursuant to Items 2(d) or 2(e): ¨ |
| (6) |
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Citizenship or Place of
Organization: Delaware |
| NUMBER OF
SHARES BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
|
(7) |
|
Sole Voting Power:
0 |
| |
(8) |
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Shared Voting Power:
32,994,740 (1)(2) |
| |
(9) |
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Sole Dispositive Power:
0 |
| |
(10) |
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Shared Dispositive Power:
32,994,740 (1)(2) |
| (11) |
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Aggregate Amount Beneficially Owned by Each Reporting Person:
32,994,740 (1)(2) |
| (12) |
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Check Box if the Aggregate Amount in
Row (11) Excludes certain shares (See Instructions): ¨ |
| (13) |
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Percent of Class Represented by Amount
in Row (11): 16.4% |
| (14) |
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Type of Reporting Person (See
Instructions): OO; IA |
| (1) |
The Reporting Person disclaims beneficial ownership as described in Item 5. |
| (2) |
Solely in its role as an investment adviser to managed funds that own membership interests in CF Turul LLC. |
7
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| (1) |
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Name of
Reporting Persons Fortress Credit Opportunities MA Maple Leaf Advisors
LLC |
| (2) |
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Check the Appropriate Box if a Member
of a Group (See Instructions): (a) ¨
(b) x |
| (3) |
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SEC Use Only:
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| (4) |
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Source of Funds (See
Instructions): Not applicable |
| (5) |
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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:
0 |
| |
(8) |
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Shared Voting Power:
32,994,740 (1)(2) |
| |
(9) |
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Sole Dispositive Power:
0 |
| |
(10) |
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Shared Dispositive Power:
32,994,740 (1)(2) |
| (11) |
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Aggregate Amount Beneficially Owned by Each Reporting Person:
32,994,740 (1)(2) |
| (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): 16.4% |
| (14) |
|
Type of Reporting Person (See
Instructions): OO; IA |
| (1) |
The Reporting Person disclaims beneficial ownership as described in Item 5. |
| (2) |
Solely in its role as an investment adviser to managed funds that own membership interests in CF Turul LLC. |
8
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| (1) |
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Name of
Reporting Persons Fortress Global Opportunities (Yen) Advisors LLC |
| (2) |
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Check the Appropriate Box if a Member
of a Group (See Instructions): (a) ¨
(b) x |
| (3) |
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SEC Use Only:
|
| (4) |
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Source of Funds (See
Instructions): Not applicable |
| (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:
0 |
| |
(8) |
|
Shared Voting Power:
32,994,740 (1)(2) |
| |
(9) |
|
Sole Dispositive Power:
0 |
| |
(10) |
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Shared Dispositive Power:
32,994,740 (1)(2) |
| (11) |
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Aggregate Amount Beneficially Owned by Each Reporting Person:
32,994,740 (1)(2) |
| (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): 16.4% |
| (14) |
|
Type of Reporting Person (See
Instructions): OO; IA |
| (1) |
The Reporting Person disclaims beneficial ownership as described in Item 5. |
| (2) |
Solely in its role as an investment adviser to managed funds that own membership interests in CF Turul LLC. |
9
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| (1) |
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Name of
Reporting Persons Drawbridge Special Opportunities Advisors LLC |
| (2) |
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Check the Appropriate Box if a Member
of a Group (See Instructions): (a) ¨
(b) x |
| (3) |
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SEC Use Only:
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| (4) |
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Source of Funds (See
Instructions): Not applicable |
| (5) |
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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:
0 |
| |
(8) |
|
Shared Voting Power:
32,994,740 (1)(2) |
| |
(9) |
|
Sole Dispositive Power:
0 |
| |
(10) |
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Shared Dispositive Power:
32,994,740 (1)(2) |
| (11) |
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
32,994,740 (1)(2) |
| (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): 16.4% |
| (14) |
|
Type of Reporting Person (See
Instructions): OO; IA |
| (1) |
The Reporting Person disclaims beneficial ownership as described in Item 5. |
| (2) |
Solely in its role as an investment adviser to managed funds that own membership interests in CF Turul LLC. |
10
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| (1) |
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Name of
Reporting Persons Fortress Special Opportunities Advisors LLC |
| (2) |
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Check the Appropriate Box if a Member
of a Group (See Instructions): (a) ¨
(b) x |
| (3) |
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SEC Use Only:
|
| (4) |
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Source of Funds (See
Instructions): Not applicable |
| (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:
0 |
| |
(8) |
|
Shared Voting Power:
32,994,740 (1)(2) |
| |
(9) |
|
Sole Dispositive Power:
0 |
| |
(10) |
|
Shared Dispositive Power:
32,994,740 (1)(2) |
| (11) |
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
32,994,740 (1)(2) |
| (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): 16.4% |
| (14) |
|
Type of Reporting Person (See
Instructions): OO; IA |
| (1) |
The Reporting Person disclaims beneficial ownership as described in Item 5. |
| (2) |
Solely in its role as an investment adviser to managed funds that own membership interests in CF Turul LLC. |
11
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| (1) |
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Name of
Reporting Persons FIG LLC |
| (2) |
|
Check the Appropriate Box if a Member
of a Group (See Instructions): (a) ¨
(b) x |
| (3) |
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SEC Use Only:
|
| (4) |
|
Source of Funds (See
Instructions): Not applicable |
| (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:
0 |
| |
(8) |
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Shared Voting Power:
32,994,740 (1)(2) |
| |
(9) |
|
Sole Dispositive Power:
0 |
| |
(10) |
|
Shared Dispositive Power:
32,994,740 (1)(2) |
| (11) |
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
32,994,740 (1)(2) |
| (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): 16.4% |
| (14) |
|
Type of Reporting Person (See
Instructions): OO |
| (1) |
The Reporting Person disclaims beneficial ownership as described in Item 5. |
| (2) |
Solely as owner of all the membership interests in the following investment advisors: Fortress Credit Opportunities Advisors LLC, Fortress Credit Opportunities MA Advisors LLC, Fortress Credit Opportunities MA II
Advisors LLC, FCO MA LSS Advisors LLC, Fortress Credit Opportunities MA Maple Leaf Advisors LLC, Fortress Global Opportunities (Yen) Advisors LLC, Drawbridge Special Opportunities Advisors LLC and Fortress Special Opportunities Advisors LLC.
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12
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| (1) |
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Name of
Reporting Persons FIG Corp. |
| (2) |
|
Check the Appropriate Box if a Member
of a Group (See Instructions): (a) (b)
|
| (3) |
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SEC Use Only:
|
| (4) |
|
Source of Funds (See
Instructions): Not applicable |
| (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:
0 |
| |
(8) |
|
Shared Voting Power:
32,994,740 (1)(2) |
| |
(9) |
|
Sole Dispositive Power:
0 |
| |
(10) |
|
Shared Dispositive Power:
32,994,740 (1)(2) |
| (11) |
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
32,994,740 (1)(2) |
| (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): 16.4% |
| (14) |
|
Type of Reporting Person (See
Instructions): CO |
| (1) |
The Reporting Person disclaims beneficial ownership as described in Item 5. |
| (2) |
Solely in its capacity as the General Partner of Fortress Operating Entity I LP. |
13
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| (1) |
|
Name of
Reporting Persons Fortress Investment Group LLC |
| (2) |
|
Check the Appropriate Box if a Member
of a Group (See Instructions): (a) (b)
|
| (3) |
|
SEC Use Only:
|
| (4) |
|
Source of Funds (See
Instructions): Not applicable |
| (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:
0 |
| |
(8) |
|
Shared Voting Power:
32,994,740 (1)(2) |
| |
(9) |
|
Sole Dispositive Power:
0 |
| |
(10) |
|
Shared Dispositive Power:
32,994,740 (1)(2) |
| (11) |
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
32,994,740 (1)(2) |
| (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): 16.4% |
| (14) |
|
Type of Reporting Person (See
Instructions): OO |
| (1) |
The Reporting Person disclaims beneficial ownership as described in Item 5. |
| (2) |
Solely in its capacity as the holder of all the issued and outstanding shares of FIG Corp. |
14
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| (1) |
|
Name of
Reporting Persons Peter L. Briger, Jr. |
| (2) |
|
Check the Appropriate Box if a Member
of a Group (See Instructions): (a) (b)
|
| (3) |
|
SEC Use Only:
|
| (4) |
|
Source of Funds (See
Instructions): Not applicable |
| (5) |
|
Check Box if Disclosure of Legal
Proceedings is Required Pursuant to Items 2(d) or 2(e): |
| (6) |
|
Citizenship or Place of
Organization: United States |
| NUMBER OF
SHARES BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
|
(7) |
|
Sole Voting Power:
0 |
| |
(8) |
|
Shared Voting Power:
32,994,740 (1) |
| |
(9) |
|
Sole Dispositive Power:
0 |
| |
(10) |
|
Shared Dispositive Power:
32,994,740 (1) |
| (11) |
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
32,994,740 (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): 16.4% |
| (14) |
|
Type of Reporting Person (See
Instructions): IN |
| (1) |
The Reporting Person disclaims beneficial ownership as described in Item 5. |
15
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|
| (1) |
|
Name of
Reporting Persons Constantine M. Dakolias |
| (2) |
|
Check the Appropriate Box if a Member
of a Group (See Instructions): (a) (b)
|
| (3) |
|
SEC Use Only:
|
| (4) |
|
Source of Funds (See
Instructions): Not applicable |
| (5) |
|
Check Box if Disclosure of Legal
Proceedings is Required Pursuant to Items 2(d) or 2(e): |
| (6) |
|
Citizenship or Place of
Organization: United States |
| NUMBER OF
SHARES BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
|
(7) |
|
Sole Voting Power:
0 |
| |
(8) |
|
Shared Voting Power:
32,994,740 (1) |
| |
(9) |
|
Sole Dispositive Power:
0 |
| |
(10) |
|
Shared Dispositive Power:
32,994,740 (1) |
| (11) |
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
32,994,740 (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): 16.4% |
| (14) |
|
Type of Reporting Person (See
Instructions): IN |
| (1) |
The Reporting Person disclaims beneficial ownership as described in Item 5. |
16
| ITEM 1. |
SECURITY AND ISSUER |
This Amendment No. 5 (the “Amendment”) amends
the Schedule 13D, filed on May 23, 2011 (File No. 005-19362), as amended by Amendment No. 1 filed on August 12, 2011, Amendment No. 2 filed on February 14, 2014, Amendment No. 3 filed on May 19, 2014 and
Amendment No. 4 filed on February 23, 2015 (as amended from time to time, the “Amended Schedule 13D”), and relates to shares of common stock, $0.01 par value per share (“Common Stock”), of HRG Group, Inc.,
a Delaware corporation (the “Issuer”). The Schedule 13D remains in full force and effect, except as specifically amended by this Amendment No. 5. Capitalized terms used herein and not otherwise defined shall have the meaning
ascribed to them in the Amended Schedule 13D. The disclosure herein is based on 200,694,218 shares of Common Stock outstanding as of May 5, 2016, as shown in the Issuer’s Form 10-Q filed on May 9, 2016.
| ITEM 4. |
PURPOSE OF THE TRANSACTION |
On July 21, 2016, Mr. Andrew A. McKnight was
appointed as a director of the Issuer as a result of CF Turul’s exercise of its rights to nominate a director of the Issuer pursuant to Section 7 of the Certificate of Designation for the Series A Participating Convertible Preferred Stock,
as amended. Upon his appointment as a director, Mr. McKnight was also appointed as a member of the Compensation Committee and the Nominating and Corporate Governance Committee of the board of the Issuer. Mr. McKnight replaces CF
Turul’s prior nominee to the board of directors of the Issuer.
17
SIGNATURES
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: July 27, 2016
|
|
|
|
|
| CF TURUL LLC |
|
|
| By: |
|
/s/ Constantine M. Dakolias |
|
|
Name: |
|
Constantine M. Dakolias |
|
|
Title: |
|
President |
|
|
|
|
|
| FORTRESS CREDIT OPPORTUNITIES ADVISORS LLC |
|
|
| By: |
|
/s/ Constantine M. Dakolias |
|
|
Name: |
|
Constantine M. Dakolias |
|
|
Title: |
|
President |
|
|
|
|
|
| FORTRESS CREDIT OPPORTUNITIES MA ADVISORS LLC |
|
|
| By: |
|
/s/ Constantine M. Dakolias |
|
|
Name: |
|
Constantine M. Dakolias |
|
|
Title: |
|
President |
|
|
|
|
|
| FORTRESS CREDIT OPPORTUNITIES MA II ADVISORS LLC |
|
|
| By: |
|
/s/ Constantine M. Dakolias |
|
|
Name: |
|
Constantine M. Dakolias |
|
|
Title: |
|
President |
|
|
|
|
|
| FCO MA LSS ADVISORS LLC |
|
|
| By: |
|
/s/ Constantine M. Dakolias |
|
|
Name: |
|
Constantine M. Dakolias |
|
|
Title: |
|
President |
|
|
|
|
|
| FORTRESS CREDIT OPPORTUNITIES MA MAPLE LEAF ADVISORS LLC |
|
|
| By: |
|
/s/ Constantine M. Dakolias |
|
|
Name: |
|
Constantine M. Dakolias |
|
|
Title: |
|
President |
|
|
|
|
|
| FORTRESS GLOBAL OPPORTUNITIES (YEN) ADVISORS LLC |
|
|
| By: |
|
/s/ Constantine M. Dakolias |
|
|
Name: |
|
Constantine M. Dakolias |
|
|
Title: |
|
President |
|
|
|
|
|
| DRAWBRIDGE SPECIAL OPPORTUNITIES ADVISORS LLC |
|
|
| By: |
|
/s/ Constantine M. Dakolias |
|
|
Name: |
|
Constantine M. Dakolias |
|
|
Title: |
|
President |
|
|
|
|
|
| FORTRESS SPECIAL OPPORTUNITIES ADVISORS LLC |
|
|
| By: |
|
/s/ Constantine M. Dakolias |
|
|
Name: |
|
Constantine M. Dakolias |
|
|
Title: |
|
President |
|
|
|
|
|
| FIG LLC |
|
|
| By: |
|
/s/ David N. Brooks |
|
|
Name: |
|
David N. Brooks |
|
|
Title: |
|
Secretary, Vice President and General Counsel |
|
|
|
|
|
| FORTRESS OPERATING ENTITY I LP |
|
|
| By: |
|
FIG Corp., as General Partner |
|
|
| By: |
|
/s/ David N. Brooks |
|
|
Name: |
|
David N. Brooks |
|
|
Title: |
|
Secretary, Vice President and General Counsel |
|
|
|
|
|
| FIG CORP. |
|
|
| By: |
|
/s/ David N. Brooks |
|
|
Name: |
|
David N. Brooks |
|
|
Title: |
|
Secretary, Vice President and General Counsel |
|
|
|
|
|
| FORTRESS INVESTMENT GROUP LLC |
|
|
| By: |
|
/s/ David N. Brooks |
|
|
Name: |
|
David N. Brooks |
|
|
Title: |
|
Secretary, Vice President and General Counsel |
|
| /s/ Peter L. Briger, Jr. |
| Peter L. Briger, Jr. |
|
| /s/ Constantine M. Dakolias |
| Constantine M. Dakolias |
|
