Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
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).
13G
1
|
NAMES OF REPORTING PERSONS
Farallon Capital Partners, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares,
which is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
California
|
NUMBER OF
SHARES BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
6
|
SHARED VOTING POWER
5,168,508
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
5,168,508
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,168,508
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.9%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
Farallon Capital Institutional Partners, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
California
|
NUMBER OF
SHARES BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
6
|
SHARED VOTING POWER
7,132,482
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
7,132,482
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,132,482
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.3%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
Farallon Capital Institutional Partners II, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
California
|
NUMBER OF
SHARES BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
6
|
SHARED VOTING POWER
1,263,015
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
1,263,015
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,263,015
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.2%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
Farallon Capital Institutional Partners III, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
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
856,490
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
856,490
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
856,490
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.2%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
Four Crossings Institutional Partners V, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
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
937,741
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
937,741
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
937,741
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.2%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
Farallon Capital Offshore Investors II, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
6
|
SHARED VOTING POWER
11,904,478
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
11,904,478
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,904,478
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.1%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
Farallon Capital (AM) Investors, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
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
427,438
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
427,438
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
427,438
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.1%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
Farallon Capital F5 Master I, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
6
|
SHARED VOTING POWER
672,165
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
672,165
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
672,165
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.1%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
Farallon Partners, L.L.C.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
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
27,690,152
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
27,690,152
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
27,690,152
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.9%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
Farallon Institutional (GP) V, L.L.C.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
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
937,741
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
937,741
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
937,741
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.2%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
Farallon F5 (GP), L.L.C.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
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
672,165
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
672,165
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
672,165
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.1%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
Philip D. Dreyfuss
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
NUMBER OF
SHARES BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
6
|
SHARED VOTING POWER
28,362,317
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
28,362,317
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,362,317
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.0%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
Michael B. Fisch
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
NUMBER OF
SHARES BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
6
|
SHARED VOTING POWER
28,362,317
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
28,362,317
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,362,317
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.0%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
Richard B. Fried
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
NUMBER OF
SHARES BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
6
|
SHARED VOTING POWER
28,362,317
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
28,362,317
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,362,317
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.0%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
David T. Kim
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
NUMBER OF
SHARES BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
6
|
SHARED VOTING POWER
28,362,317
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
28,362,317
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,362,317
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.0%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
Monica R. Landry
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
NUMBER OF
SHARES BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
6
|
SHARED VOTING POWER
28,362,317
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
28,362,317
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,362,317
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.0%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
Michael G. Linn
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
NUMBER OF
SHARES BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
6
|
SHARED VOTING POWER
28,362,317
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
28,362,317
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,362,317
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.0%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
Rajiv A. Patel
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
NUMBER OF
SHARES BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
6
|
SHARED VOTING POWER
28,362,317
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
28,362,317
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,362,317
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.0%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
Thomas G. Roberts, Jr.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
NUMBER OF
SHARES BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
6
|
SHARED VOTING POWER
28,362,317
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
28,362,317
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,362,317
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.0%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
William Seybold
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
NUMBER OF
SHARES BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
6
|
SHARED VOTING POWER
28,362,317
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
28,362,317
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,362,317
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.0%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
Andrew J. M. Spokes
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
6
|
SHARED VOTING POWER
28,362,317
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
28,362,317
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,362,317
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.0%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
John R. Warren
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
NUMBER OF
SHARES BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
6
|
SHARED VOTING POWER
28,362,317
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
28,362,317
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,362,317
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.0%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
|
|
|
|
13G
1
|
NAMES OF REPORTING PERSONS
Mark C. Wehrly
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b)
x
**
** The
reporting persons making this filing hold an aggregate of 28,362,317 Shares, which
is 5.0% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities
reported by it on this cover page.
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
NUMBER OF
SHARES BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
6
|
SHARED VOTING POWER
28,362,317
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
8
|
SHARED DISPOSITIVE POWER
28,362,317
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,362,317
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.0%
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
|
|
|
|
Altaba Inc. (the “
Company
”)
|
(b)
|
Address of Issuer’s Principal Executive Offices
:
|
140 East 45
th
Street, 15
th
Floor,
New York, NY 10017
|
Item 2
.
|
Identity and Background
|
Title of Class of Securities and CUSIP Number (Items
2(d) and (e)
)
This statement relates to shares
of Common Stock, par value $0.001 per share (the “
Shares
”) of the Company. The CUSIP number of the Shares is
021346101.
Name of Persons Filing, Address of Principal Business Office
and Citizenship (Items 2(a), (b) and (c))
This statement is filed by the entities
and persons listed below, all of whom together are referred to herein as the “
Reporting Persons
.”
The Farallon Funds
|
(i)
|
Farallon Capital Partners, L.P., a California limited partnership (“
FCP
”), with
respect to the Shares held by it;
|
|
(ii)
|
Farallon Capital Institutional Partners, L.P., a California limited partnership (“
FCIP
”),
with respect to the Shares held by it;
|
|
(iii)
|
Farallon Capital Institutional Partners II, L.P., a California limited partnership (“
FCIP
II
”), with respect to the Shares held by it;
|
|
(iv)
|
Farallon Capital Institutional Partners III, L.P., a Delaware limited partnership (“
FCIP
III
”), with respect to the Shares held by it;
|
|
(v)
|
Four Crossings Institutional Partners V, L.P., a California limited partnership (“
FCIP
V
”), with respect to the Shares held by it;
|
|
(vi)
|
Farallon Capital Offshore Investors II, L.P., a Cayman Islands exempted limited partnership (“
FCOI
II
”), with respect to the Shares held by it;
|
|
(vii)
|
Farallon Capital (AM) Investors, L.P., a Delaware limited partnership (“
FCAMI
”),
with respect to the Shares held by it; and
|
|
(viii)
|
Farallon Capital F5 Master I, L.P., a Cayman Islands exempted limited partnership (“
F5MI
”),
with respect to the Shares held by it.
|
FCP, FCIP, FCIP II, FCIP III, FCIP
V, FCOI II, FCAMI and F5MI are together referred to herein as the “
Farallon Funds
.”
The Farallon General Partner
|
(ix)
|
Farallon Partners, L.L.C., a Delaware limited liability company (the “
Farallon General
Partner
”), which is the general partner of each of FCP, FCIP, FCIP II, FCIP III, FCOI II and FCAMI and the sole member
of the FCIP V General Partner (as defined below), with respect to the Shares held by each of the Farallon Funds other than F5MI.
|
The FCIP V General Partner
|
(x)
|
Farallon Institutional (GP) V, L.L.C., a Delaware limited liability company (the “
FCIP
V General Partner
”), which is the general partner of FCIP V, with respect to the Shares held by FCIP V.
|
The F5MI General Partner
|
(xi)
|
Farallon F5 (GP), L.L.C., a Delaware limited liability company (the “
F5MI General Partner
”),
which is the general partner of F5MI, with respect to the Shares held by F5MI.
|
The Farallon Individual Reporting Persons
|
(xii)
|
The following persons, each of whom is a managing member of the Farallon General Partner and a
manager or senior manager, as the case may be, of the FCIP V General Partner, and a director and/or officer of the general partner
of the sole member of the F5MI General Partner, with respect to the Shares held by the Farallon Funds: Philip D. Dreyfuss (“
Dreyfuss
”),
Michael B. Fisch (“
Fisch
”), Richard B. Fried (“
Fried
”), David T. Kim (“
Kim
”),
Monica R. Landry (“
Landry
”), Michael G. Linn (“
Linn
”), Rajiv A. Patel (“
Patel
”),
Thomas G. Roberts, Jr. (“
Roberts
”), William Seybold (“
Seybold
”), Andrew J. M. Spokes (“
Spokes
”),
John R. Warren (“
Warren
”) and Mark C. Wehrly (“
Wehrly
”).
|
Dreyfuss, Fisch, Fried, Kim, Landry,
Linn, Patel, Roberts, Seybold, Spokes, Warren and Wehrly are together referred to herein as the “
Farallon Individual Reporting
Persons
.”
The citizenship of each of the Farallon
Funds, the Farallon General Partner, the FCIP V General Partner and the F5MI General Partner is set forth above. Each of the Farallon
Individual Reporting Persons, other than Spokes, is a citizen of the United States. Spokes is a citizen of the United Kingdom.
The address of the principal business office of each of the Reporting Persons is c/o Farallon Capital Management, L.L.C., One Maritime
Plaza, Suite 2100, San Francisco, California 94111.
|
Item 3
.
|
If This Statement Is Filed Pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or (c), Check Whether the Person Filing Is
an Entity Specified in (a) - (k)
:
|
Not applicable.
The information required by Items
4(a) - (c) and set forth in Rows 5 through 11 of the cover page for each Reporting Person is incorporated herein by reference for
each such Reporting Person.
The Shares reported hereby for the
Farallon Funds are owned directly by the Farallon Funds. The Farallon General Partner, as general partner of the Farallon Funds
other than F5MI and the sole member of the FCIP V General Partner, may be deemed to be a beneficial owner of all such Shares owned
by the Farallon Funds other than F5MI. The FCIP V General Partner, as general partner of FCIP V, may be deemed to be a beneficial
owner of all such Shares owned by FCIP V. The F5MI General Partner, as general partner of F5MI, may be deemed to be a beneficial
owner of all such Shares owned by F5MI. Each of the Farallon Individual Reporting Persons, as a managing member of the Farallon
General Partner, a manager or senior manager, as the case may be, of the FCIP V General Partner, and a director and/or officer
of the general partner of the sole member of the F5MI General Partner, in each case with the power to exercise investment discretion,
may be deemed to be a beneficial owner of all such Shares owned by the Farallon Funds.
Each of the Farallon General Partner,
the FCIP V General Partner, the F5MI General Partner and the Farallon Individual Reporting Persons hereby disclaims any beneficial
ownership of any such Shares.
|
Item 5
.
|
Ownership of Five Percent or Less of a Class
|
Not applicable.
|
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 or Control Person
|
Not applicable.
|
Item 8
.
|
Identification and Classification of Members of the Group
|
The Reporting Persons are filing
this Schedule 13G pursuant to Section 240.13d-1(c). Consistent with Item 2 of the cover page for each Reporting Person above, the
Reporting Persons neither disclaim nor affirm the existence of a group among them.
|
Item 9
.
|
Notice of Dissolution of Group
|
Not applicable.
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, other than activities solely in connection
with a nomination under §240.14a-11.
SIGNATURES
After reasonable inquiry and to the
best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and
correct.
Dated: June 19, 2019
FARALLON PARTNERS, L.L.C.,
On its own behalf and
As the General Partner of
FARALLON CAPITAL PARTNERS, L.P.,
FARALLON CAPITAL INSTITUTIONAL PARTNERS, L.P.,
FARALLON CAPITAL INSTITUTIONAL PARTNERS II,
L.P.,
FARALLON CAPITAL INSTITUTIONAL PARTNERS III,
L.P.,
Farallon Capital Offshore
Investors II, L.P.
and
FARALLON CAPITAL (AM) INVESTORS, L.P.
By Monica R. Landry, Managing Member
FARALLON INSTITUTIONAL (GP) V, L.L.C.
On its own behalf and
As the General Partner of
FOUR CROSSINGS INSTITUTIONAL PARTNERS V, L.P.
By Monica R. Landry, Manager
FARALLON F5 (GP), L.L.C.
On its own behalf and
As the General Partner of
FARALLON CAPITAL F5 MASTER I, L.P.
By Monica R. Landry, Authorized Signatory
Monica R. Landry, individually and as attorney-in-fact
for each of Philip D. Dreyfuss, Michael B. Fisch, Richard B. Fried, David T. Kim, Michael G. Linn, Rajiv A. Patel, Thomas G. Roberts,
Jr., William Seybold, Andrew J. M. Spokes, John R. Warren and Mark C. Wehrly
The Powers of Attorney executed by each of Fisch, Fried,
Kim, Linn, Patel, Roberts, Spokes, Warren and Wehrly authorizing Landry to sign and file this Schedule 13G on his behalf, which
were filed as exhibits to the Schedule 13D filed with the Securities and Exchange Commission (the “
SEC
”) on
August 26, 2014 by such Reporting Persons with respect to the Common Stock of Town Sports International Holdings Inc., are hereby
incorporated by reference. The Powers of Attorney executed by each of Dreyfuss and Seybold authorizing Landry to sign and file
this Schedule 13G on his behalf, which were filed as exhibits to the Schedule 13G filed with the SEC on January 11, 2017 by such
Reporting Persons with respect to the Common Stock of Sky Solar Holdings, Ltd., are hereby incorporated by reference.
EXHIBIT INDEX
EXHIBIT 1
|
Joint Acquisition Statement Pursuant to Section 240.13d-1(k)
|
EXHIBIT 1
to
SCHEDULE 13G
JOINT ACQUISITION STATEMENT
PURSUANT TO SECTION 240.13d-1(k)
The undersigned acknowledge and
agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments
to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional
joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments,
and for the completeness and accuracy of the information concerning him, her or it contained therein, but shall not be responsible
for the completeness and accuracy of the information concerning the other entities or persons, except to the extent that he, she
or it knows or has reason to believe that such information is inaccurate.
Dated: June 19, 2019
FARALLON PARTNERS, L.L.C.,
On its own behalf and
As the General Partner of
FARALLON CAPITAL PARTNERS, L.P.,
FARALLON CAPITAL INSTITUTIONAL PARTNERS, L.P.,
FARALLON CAPITAL INSTITUTIONAL PARTNERS II,
L.P.,
FARALLON CAPITAL INSTITUTIONAL PARTNERS III,
L.P.,
Farallon Capital Offshore
Investors II, L.P.
and
FARALLON CAPITAL (AM) INVESTORS, L.P.
By Monica R. Landry, Managing Member
FARALLON INSTITUTIONAL (GP) V, L.L.C.
On its own behalf and
As the General Partner of
FOUR CROSSINGS INSTITUTIONAL PARTNERS V, L.P.
By Monica R. Landry, Manager
FARALLON F5 (GP), L.L.C.
On its own behalf and
As the General Partner of
FARALLON CAPITAL F5 MASTER I, L.P.
By Monica R. Landry, Authorized Signatory
Monica R. Landry, individually and as attorney-in-fact
for each of Philip D. Dreyfuss, Michael B. Fisch, Richard B. Fried, David T. Kim, Michael G. Linn, Rajiv A. Patel, Thomas G. Roberts,
Jr., William Seybold, Andrew J. M. Spokes, John R. Warren and Mark C. Wehrly
Page 31 of 31 Pages