Note: Schedules filed in paper format shall include
a signed original and five copies of the schedule, including all exhibits. See Rule 240.13d-7(b) 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 (“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).
CUSIP No. 70788V102 |
SCHEDULE
13D |
Page 2
of 11 |
1. |
NAME OF REPORTING
PERSON: |
|
|
|
Magnetar Financial
LLC |
|
|
2. |
CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP |
|
(a) |
¨ |
|
(b) |
x |
3. |
SEC USE ONLY |
|
4. |
SOURCE OF FUNDS |
|
|
OO |
|
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 |
7. |
SOLE VOTING POWER |
SHARES |
|
0 |
BENEFICIALLY |
8. |
SHARED VOTING POWER |
OWNED BY |
|
0 |
EACH REPORTING |
9. |
SOLE DISPOSITIVE POWER |
PERSON |
|
0 |
WITH |
10. |
SHARED DISPOSITIVE POWER |
|
|
0 |
11. |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
0 |
12. |
CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
¨ |
|
13. |
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11) |
|
|
0% |
14. |
TYPE OF REPORTING
PERSON |
|
|
IA;
OO |
CUSIP No. 70788V102 |
SCHEDULE
13D |
Page 3
of 11 |
1. |
NAME OF REPORTING
PERSON: |
|
|
|
Magnetar Capital Partners LP |
|
|
2. |
CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP |
|
(a) |
¨ |
|
(b) |
x |
3. |
SEC USE ONLY |
|
4. |
SOURCE OF FUNDS |
|
|
OO |
|
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 |
7. |
SOLE VOTING POWER |
SHARES |
|
0 |
BENEFICIALLY |
8. |
SHARED VOTING POWER |
OWNED BY |
|
0 |
EACH REPORTING |
9. |
SOLE DISPOSITIVE POWER |
PERSON |
|
0 |
WITH |
10. |
SHARED DISPOSITIVE POWER |
|
|
0 |
11. |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
0 |
12. |
CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
¨ |
|
13. |
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11) |
|
|
0% |
14. |
TYPE OF REPORTING
PERSON |
|
|
HC; OO |
CUSIP No. 70788V102 |
SCHEDULE
13D |
Page 4
of 11 |
1. |
NAME OF REPORTING
PERSON: |
|
|
|
Supernova Management LLC |
|
|
2. |
CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP |
|
(a) |
¨ |
|
(b) |
x |
3. |
SEC USE ONLY |
|
4. |
SOURCE OF FUNDS |
|
|
OO |
|
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 |
7. |
SOLE VOTING POWER |
SHARES |
|
0 |
BENEFICIALLY |
8. |
SHARED VOTING POWER |
OWNED BY |
|
0 |
EACH REPORTING |
9. |
SOLE DISPOSITIVE POWER |
PERSON |
|
0 |
WITH |
10. |
SHARED DISPOSITIVE POWER |
|
|
0 |
11. |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
0 |
12. |
CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
¨ |
|
13. |
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11) |
|
|
0% |
14. |
TYPE OF REPORTING
PERSON |
|
|
HC; OO |
CUSIP No. 70788V102 |
SCHEDULE
13D |
Page 5
of 11 |
1. |
NAME OF REPORTING
PERSON: |
|
|
|
David J. Snyderman |
|
|
2. |
CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP |
|
(a) |
¨ |
|
(b) |
x |
3. |
SEC USE ONLY |
|
4. |
SOURCE OF FUNDS |
|
|
OO |
|
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 of America |
|
NUMBER OF |
7. |
SOLE VOTING POWER |
SHARES |
|
0 |
BENEFICIALLY |
8. |
SHARED VOTING POWER |
OWNED BY |
|
0 |
EACH REPORTING |
9. |
SOLE DISPOSITIVE POWER |
PERSON |
|
0 |
WITH |
10. |
SHARED DISPOSITIVE POWER |
|
|
0 |
11. |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
0 |
12. |
CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
¨ |
|
13. |
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11) |
|
|
0% |
14. |
TYPE OF REPORTING
PERSON |
|
|
HC; IN |
SCHEDULE
13D
This
Amendment No. 1 (“Amendment No. 1”) relates to the Statement of Beneficial Ownership on Schedule 13D filed
jointly by Magnetar Financial LLC, a Delaware limited liability company (“Magnetar Financial”), Magnetar Capital Partners
LP, a Delaware limited partnership (“Magnetar Capital Partners”), Supernova Management LLC, a Delaware limited liability
company (“Supernova Management”), and David J. Snyderman (“Mr. Snyderman”) with the SEC on
May 12, 2023, (as amended by this Amendment No. 1, the “Schedule 13D”).
This Amendment No. 1 is being filed to report that the Reporting Persons are no longer beneficial owners of more than 5% of the
Shares. The filing of this Amendment No. 1 represents the final amendment to this Schedule 13D and constitutes an exit filing for
the Reporting Persons.
Except as set forth below,
all Items of the Schedule 13D remain unchanged. All capitalized terms not otherwise defined herein shall have the meanings ascribed to
such terms in the Schedule 13D.
ITEM 4. | PURPOSE
OF TRANSACTION |
Item 4 of the Schedule 13D is hereby amended
to add the following information for updating:
Since the filing of the 13D
on May 12, 2023, the Reporting Persons purchased 13,491 Shares between May 11, 2023, and June 20, 2023, which consisted
of 13,003 Shares purchased for the benefit of PRA Master Fund and 488 Shares purchased for the benefit of Relative Value Master Fund.
In addition, since the filing
of the 13D on May 12, 2023, the Reporting Persons sold 57,566 Shares between May 11, 2023 and June 20, 2023, which consisted
of 40,206 Shares sold for the benefit of PRA Master Fund; 16,821 Shares sold for the benefit of Systematic Master Fund; and 539 Shares
for Relative Value Master Fund.
Finally, on June 20,
2023, the Issuer consummated a merger (the “Merger”) pursuant to which each issued and outstanding Shares were delisted and
shares of Baytex Energy Corp (“Baytex”) were received. In connection with the Merger, the Reporting Persons’ 971,423
Shares, which consisted of 193,675 Shares held for the benefit of Systematic Master Fund; 762,859 Shares held for the benefit of PRA
Master Fund; and 14,889 Shares held for the benefit of Relative Value Master Fund were delisted and converted into 109,303 Shares of
Baytex.
ITEM 5. | INTEREST
IN SECURITIES OF THE ISSUER |
Item 5(a)-(c) and (e) of the Schedule
13D is hereby amended to add the following information for updating:
(a) As
of the closing of the Merger on June 20, 2023, each of the Reporting Persons may have been deemed to have beneficial ownership of
0 Shares.
(b) As
of the closing of the Merger on June 20, 2023, each of the Reporting Persons may have been deemed to share the power to vote and
direct the disposition of 0 Shares, which represented beneficial ownership of 0% of the Shares.
(c) The
response to Item 4 of this Amendment No. 1 is incorporated herein by reference. Except as set forth in Schedule C and Item 4 of
this Amendment No. 1, the Funds had no transactions in the Shares since the filing of Amendment No. 1 on June 23, 2023.
All of the transactions set forth on Schedule C attached hereto were effected in the ordinary course of business of Magnetar Financial
for the accounts of each of the Funds. The transactions in the Shares set forth on Schedule C were effected in open market transactions
on the NASDAQ and various other trading markets.
(d) As
of June 20, 2023, the Reporting Persons ceased to be beneficial owners of more
than five percent of the Shares.
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: June 23, 2023
|
magnetar
financial llc |
|
|
|
By: Magnetar
Capital Partners LP, its Sole Member |
|
By: Supernova
Management LLC, its General Partner |
|
|
|
By: |
/s/
Hayley Stein |
|
Title:
Attorney-in-fact for David J. Snyderman, Manager of Supernova Management LLC |
|
|
|
magnetar
capital partners LP |
|
|
|
By: Supernova
Management LLC, its General Partner |
|
|
|
Name:
Hayley
Stein |
|
Title:
Attorney-in-fact for David J. Snyderman, Manager of Supernova Management LLC |
|
supernova
management llc |
|
|
|
By: |
/s/
Hayley Stein |
|
Name: |
Hayley
Stein |
|
Title: |
Attorney-in-fact
for David J. Snyderman, Manager |
|
|
|
DAVID
J. SNYDERMAN |
|
Name: |
Hayley
Stein |
|
Title:
|
Attorney-in-fact
for David J. Snyderman |
SCHEDULE
C
Funds
Date | |
Number of Shares Bought | | |
Price
Per Share($) (1)(2) | |
5/11/2023 | |
656 | | |
| 37.55854 | (3) |
5/12/2023 | |
100 | | |
| 37.58000 | |
5/15/2023 | |
3,586 | | |
| 37.95746 | (4) |
5/16/2023 | |
944 | | |
| 37.54604 | (5) |
5/17/2023 | |
2,327 | | |
| 38.17379 | (6) |
5/19/2023 | |
847 | | |
| 38.60450 | (7) |
5/22/2023 | |
802 | | |
| 38.83220 | (8) |
5/23/2023 | |
550 | | |
| 38.95364 | (9) |
5/24/2023 | |
100 | | |
| 39.23000 | |
5/25/2023 | |
804 | | |
| 37.94194 | (10) |
5/26/2023 | |
106 | | |
| 37.94943 | (11) |
5/30/2023 | |
2,669 | | |
| 36.96740 | (12) |
(1) Excludes commissions
and other execution-related costs.
(2) Upon request by the staff
of the Securities and Exchange Commission, full information regarding the number of shares bought or sold (as the case may be) at each
separate price will be provided.
(3) Reflects
a weighted average purchase price of $37.55854 per share, at prices ranging from $37.50 to $37.65
per share.
(4) Reflects
a weighted average purchase price of $37.95746per share, at prices ranging from $37.87 to $38.03
per share.
(5) Reflects
a weighted average purchase price of $37.54604per share, at prices ranging from $37.35 to $38.18
per share.
(6) Reflects
a weighted average purchase price of $38.17379per share, at prices ranging from $37.95 to $38.33
per share.
(7) Reflects
a weighted average purchase price of $38.60450per share, at prices ranging from $38.47 to $38.70
per share.
(8) Reflects
a weighted average purchase price of $38.83220per share, at prices ranging from $38.78 to $39.00
per share.
(9) Reflects
a weighted average purchase price of $38.95364per share, at prices ranging from $38.78 to $39.15
per share.
(10) Reflects
a weighted average purchase price of $37.94194per share, at prices ranging from $37.58 to $38.03
per share.
(11)
Reflects a weighted average purchase price of $37.94943per share, at prices ranging from $37.94
to $37.95 per share.
(12)
Reflects a weighted average purchase price of $36.96740per share, at prices ranging from $36.90
to $37.50 per share.
Funds
Date | |
Number of Shares Sold | | |
Price
Per Share($) (1)(2) | |
5/31/2023 | |
10,750 | | |
| 36.74060 | (3) |
6/1/2023 | |
2,743 | | |
| 37.29010 | (4) |
6/1/2023 | |
5,416 | | |
| 37.90831 | (5) |
6/2/2023 | |
9,762 | | |
| 39.22643 | (6) |
6/5/2023 | |
5,250 | | |
| 39.14444 | (7) |
6/5/2023 | |
600 | | |
| 40.00000 | |
6/6/2023 | |
9,407 | | |
| 38.89146 | (8) |
6/7/2023 | |
9,302 | | |
| 39.66407 | (9) |
6/8/2023 | |
4,236 | | |
| 39.23117 | (10) |
6/8/2023 | |
100 | | |
| 39.74000 | |
(1) Excludes commissions
and other execution-related costs.
(2) Upon request by the staff
of the Securities and Exchange Commission, full information regarding the number of shares bought or sold (as the case may be) at each
separate price will be provided.
(3) Reflects
a weighted average purchase price of $36.74060 per share, at prices ranging from $36.55 to $37.02
per share.
(4) Reflects
a weighted average purchase price of $37.29010 per share, at prices ranging from $36.74 to $37.73
per share.
(5) Reflects
a weighted average purchase price of $37.90831per share, at prices ranging from $37.77 to $38.13
per share.
(6) Reflects
a weighted average purchase price of $39.22643per share, at prices ranging from $38.66 to $39.56
per share.
(7) Reflects
a weighted average purchase price of $39.14444per share, at prices ranging from $38.89 to $39.82
per share.
(8) Reflects
a weighted average purchase price of $38.89146per share, at prices ranging from $38.45 to $39.14
per share.
(9) Reflects
a weighted average purchase price of $39.66407per share, at prices ranging from $39.30 to $39.96
per share.
(10) Reflects
a weighted average purchase price of $39.23117per share, at prices ranging from $38.68 to $39.63
per share.
EXHIBIT INDEX