Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Angi Inc. Major Shareholding Notification 2018

Apr 16, 2018

32480_mrq_2018-04-16_2781cc93-5dbf-4f88-9826-d65137715342.zip

Major Shareholding Notification

Open in viewer

Opens in your device viewer

SC 13D 1 angi13d-041618.htm APRIL 16, 2018 Licensed to: Kleinberg, Kaplan, Wolff & Cohen, P.C. Document created using EDGARfilings PROfile 4.3.3.3 Copyright 1995 - 2018 Broadridge

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13D

(RULE 13D - 101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(a)

(Amendment No. )*

ANGI Homeservices Inc.

(Name of Issuer)

Class A Common Stock, par value $0.001 per share

(Title of Class of Securities)

00183L102

(CUSIP Number)

Eric S. Wagner, Esq.

Kleinberg, Kaplan, Wolff & Cohen, P.C.

551 Fifth Avenue, New York, New York 10176

Tel: (212) 986-6000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

April 13, 2018

(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 which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box [X].

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 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 I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Luxor Capital Partners, LP
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [x]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC
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
6,412,277
9. SOLE DISPOSITIVE POWER
0
10. SHARED DISPOSITIVE POWER
6,412,277
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,412,277
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.2%
14. TYPE OF REPORTING PERSON
PN
1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Luxor Wavefront, LP
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [x]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC
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
1,511,085
9. SOLE DISPOSITIVE POWER
0
10. SHARED DISPOSITIVE POWER
1,511,085
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,511,085
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.4%
14. TYPE OF REPORTING PERSON
PN
1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Luxor Capital Partners Offshore Master Fund, LP
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [x]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER
0
8. SHARED VOTING POWER
4,530,305
9. SOLE DISPOSITIVE POWER
0
10. SHARED DISPOSITIVE POWER
4,530,305
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,530,305
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.2%
14. TYPE OF REPORTING PERSON
PN
1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Luxor Capital Partners Offshore, Ltd.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [x]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
AF
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER
0
8. SHARED VOTING POWER
4,530,305
9. SOLE DISPOSITIVE POWER
0
10. SHARED DISPOSITIVE POWER
4,530,305
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,530,305
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.2%
14. TYPE OF REPORTING PERSON
CO
1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Lugard Road Capital Master Fund, LP
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [x]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER
0
8. SHARED VOTING POWER
502,928
9. SOLE DISPOSITIVE POWER
0
10. SHARED DISPOSITIVE POWER
502,928
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
502,928
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 1%
14. TYPE OF REPORTING PERSON
PN
1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Lugard Road Capital, LP
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [x]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
AF
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
502,928
9. SOLE DISPOSITIVE POWER
0
10. SHARED DISPOSITIVE POWER
502,928
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
502,928
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 1%
14. TYPE OF REPORTING PERSON
PN
1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
LCG Holdings, LLC
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [x]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
AF
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
12,453,667
9. SOLE DISPOSITIVE POWER
0
10. SHARED DISPOSITIVE POWER
12,453,667
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,453,667
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
19.7%
14. TYPE OF REPORTING PERSON
OO
1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Lugard Road Capital GP, LLC
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [x]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
AF
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
502,928
9. SOLE DISPOSITIVE POWER
0
10. SHARED DISPOSITIVE POWER
502,928
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
502,928
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 1%
14. TYPE OF REPORTING PERSON
OO
1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Luxor Capital Group, LP
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [x]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
AF, 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 SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER
0
8. SHARED VOTING POWER
12,956,595
9. SOLE DISPOSITIVE POWER
0
10. SHARED DISPOSITIVE POWER
12,956,595
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,956,595
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.5%
14. TYPE OF REPORTING PERSON
PN
1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Luxor Management, LLC
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [x]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
AF
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
12,956,595
9. SOLE DISPOSITIVE POWER
0
10. SHARED DISPOSITIVE POWER
12,956,595
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,956,595
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.5%
14. TYPE OF REPORTING PERSON
OO
1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Jonathan Green
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [x]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
AF
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
502,928
9. SOLE DISPOSITIVE POWER
0
10. SHARED DISPOSITIVE POWER
502,928
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
502,928
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 1%
14. TYPE OF REPORTING PERSON
IN
1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Christian Leone
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [x]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
AF
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
12,956,595
9. SOLE DISPOSITIVE POWER
0
10. SHARED DISPOSITIVE POWER
12,956,595
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,956,595
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.5%
14. TYPE OF REPORTING PERSON
IN

The following constitutes the Schedule 13D filed by the undersigned (the "Schedule 13D").

ITEM 1. Security and Issuer.

This statement relates to the Class A Common Stock, par value $0.001 per share (the "Class A Shares"), of ANGI Homeservices Inc., a Delaware corporation (the "Issuer"). The address of the principal executive offices of the Issuer is 14023 Denver West Parkway, Building 64, Golden, CO 80401.

ITEM 2. Identity and Background.

(a) This statement is filed by Luxor Capital Partners, LP, a Delaware limited partnership (the "Onshore Fund"), Luxor Wavefront, LP, a Delaware limited partnership (the "Wavefront Fund"), Luxor Capital Partners Offshore Master Fund, LP, a Cayman Islands limited partnership (the "Offshore Master Fund"), Luxor Capital Partners Offshore, Ltd., a Cayman Islands exempted company (the "Offshore Feeder Fund"), Lugard Road Capital Master Fund, LP, a Cayman Islands limited partnership (the "Lugard Master Fund"), Lugard Road Capital, LP, a Delaware limited partnership (the "Lugard Feeder Fund" and, collectively with the Onshore Fund, the Wavefront Fund, the Offshore Master Fund, Offshore Feeder Fund and the Lugard Master Fund, the "Luxor Funds"), LCG Holdings, LLC, a Delaware limited liability company ("LCG Holdings"), Lugard Road Capital GP, LLC, a Delaware limited liability company ("Lugard GP"), Luxor Capital Group, LP, a Delaware limited partnership ("Luxor Capital Group"), Luxor Management, LLC, a Delaware limited liability company ("Luxor Management"), Jonathan Green and Christian Leone.

Each of the foregoing is referred to as a "Reporting Person" and collectively as the "Reporting Persons." Each of the Reporting Persons is party to that certain Joint Filing Agreement, as further described in Item 6. Accordingly, the Reporting Persons are hereby filing a joint Schedule 13D.

The Offshore Master Fund is a subsidiary of the Offshore Feeder Fund. By virtue of this relationship, the Offshore Feeder Fund may be deemed to beneficially own the Class A Shares owned directly by the Offshore Master Fund.

The Lugard Master Fund is a subsidiary of the Lugard Feeder Fund. By virtue of this relationship, the Lugard Feeder Fund may be deemed to beneficially own the Class A Shares owned directly by the Lugard Master Fund.

LCG Holdings is the general partner of the Onshore Fund, the Wavefront Fund and the Offshore Master Fund. By virtue of these relationships, LCG Holdings may be deemed to beneficially own the Class A Shares owned directly by the Onshore Fund, the Wavefront Fund and the Offshore Master Fund.

Lugard GP is the general partner of the Lugard Master Fund. By virtue of this relationship, Lugard GP may be deemed to beneficially own the Class A Shares owned directly by the Lugard Master Fund.

Each of Messrs. Leone and Green is a managing member of Lugard GP and, accordingly, may be deemed to beneficially own the Class A Shares owned directly by the Lugard Master Fund.

Luxor Capital Group acts as the investment manager of the Luxor Funds. Luxor Management is the general partner of Luxor Capital Group. Mr. Leone is the managing member of each of LCG Holdings and Luxor Management. By virtue of these relationships, each of Luxor Capital Group, Luxor Management and Mr. Leone may be deemed to beneficially own the Class A Shares owned directly by the Onshore Fund, the Wavefront Fund, the Lugard Master Fund and the Offshore Master Fund.

Set forth on Schedule A attached hereto ("Schedule A") is the name and present principal business, occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted of the executive officers and directors of the Offshore Feeder Fund. To the best of the Reporting Persons' knowledge, except as otherwise set forth herein, none of the persons listed on Schedule A beneficially owns any securities of the Issuer or is a party to any contract, agreement or understanding required to be disclosed herein.

(b) The business address of each of the Onshore Fund, the Wavefront Fund, the Lugard Feeder Fund, Luxor Capital Group, Luxor Management, Lugard GP, LCG Holdings, Mr. Green and Mr. Leone is 1114 Avenue of the Americas, 28th Floor, New York, NY 10036. The business address of each of the Offshore Master Fund, the Offshore Feeder Fund and the Lugard Master Fund is c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands.

(c) The principal business of each of the Luxor Funds is that of a private investment fund engaged in the purchase and sale of securities for its own account. The principal business of Luxor Capital Group is providing investment management services. The principal business of Luxor Management is serving as the general partner of Luxor Capital Group. The principal business of Lugard GP is serving as the general partner of the Lugard Feeder Fund and the Lugard Master Fund. The principal business of LCG Holdings is serving as the general partner of the Onshore Fund, the Wavefront Fund and the Offshore Master Fund. Mr. Green's principal occupation is serving as a managing member of Lugard GP and an employee of Luxor Capital Group. Mr. Leone's principal occupation is serving as the managing member of each of Luxor Management and LCG Holdings and as a managing member of Lugard GP.

(d) No Reporting Person nor any person listed on Schedule A has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e) No Reporting Person nor any person listed on Schedule A has, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

(f) Each of the Offshore Master Fund, the Offshore Feeder Fund and the Lugard Master Fund is organized under the laws of the Cayman Islands. Each of the Onshore Fund, the Wavefront Fund, the Lugard Feeder Fund, Lugard GP, LCG Holdings, Luxor Capital Group and Luxor Management is organized under the laws of the State of Delaware. Each of Messrs. Green and Leone is a citizen of the United States of America.

ITEM 3. Source and Amount of Funds or Other Consideration.

A total of approximately $172,631,352 was paid to acquire the Class A Shares reported as beneficially owned by the Onshore Fund, the Wavefront Fund, the Offshore Master Fund and the Lugard Master Fund. The funds used to purchase these securities were obtained from the general working capital of the Onshore Fund, the Wavefront Fund, the Offshore Master Fund and the Lugard Master Fund and margin account borrowings made in the ordinary course of business, although the Reporting Persons cannot determine whether any funds allocated to purchase such securities were obtained from any margin account borrowings.

ITEM 4. Purpose of Transaction.

The Reporting Persons purchased the securities of the Issuer reported herein based on their belief that such securities, when purchased, were undervalued and represented an attractive investment opportunity. Depending upon other factors, including overall market conditions, other investment opportunities available to the Reporting Persons, and the availability of securities of the Issuer at prices that would make the purchase or sale of such securities desirable, the Reporting Persons may endeavor (i) to increase or decrease their respective positions in the Issuer through, among other things, the purchase or sale of securities of the Issuer on the open market or in private transactions or otherwise on such terms and at such times as the Reporting Persons may deem advisable and/or (ii) to enter into transactions that increase or hedge their economic exposure to the securities of the Issuer without affecting their beneficial ownership of the Class A Shares.

No Reporting Person has any present plan or proposal which would relate to or result in any of the matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D except as set forth herein or such as would occur upon or in connection with completion of, or following, any of the actions discussed herein. The Reporting Persons may take positions regarding or make precatory, conditional or binding proposals with respect to, or with respect to potential changes in, the Issuer's: operations, management, certificate of incorporation and bylaws, composition of the Board of Directors or its committees, ownership, capital or corporate structure, dividend policy, potential acquisitions or sales, businesses or assets, including the sales thereof by stock sale, merger, asset sale or tender offer or other means, strategy and/or plans of the Issuer as a means of enhancing stockholder value. The Reporting Persons may change their intention with respect to any and all matters referred to in this Item 4. The Reporting Persons intend to review their investment in the Issuer on an ongoing basis and may from time to time in the future express their views to and/or meet with management, the Board of Directors, other stockholders or third parties, including, potential acquirers, service providers and financing sources, and/or may formulate plans or proposals regarding the Issuer, its assets or its securities. Such possible plans or proposals may include one or more plans or proposals that relate to or would result in one or more of the changes referred to herein, or any of the matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D.

ITEM 5. Interest in Securities of the Issuer.

(a) The aggregate percentage of Class A Shares reported owned by each person named herein is based upon 63,066,193 Class A Shares outstanding as of February 2, 2018, which is the total number of Class A Shares outstanding as reported in the Issuer's Annual Report filed on Form 10-K with the Securities and Exchange Commission on March 14, 2018.

As of the date hereof, the Onshore Fund may be deemed to have beneficially owned 6,412,277 Class A Shares, the Offshore Master Fund may be deemed to have beneficially owned 4,530,305 Class A Shares, the Lugard Master Fund may be deemed to have beneficially owned 502,928 and the Wavefront Fund may be deemed to have beneficially owned 1,511,085 Class A Shares, constituting approximately 10.2%, approximately 7.2%, less than 1% and approximately 2.4%, respectively, of the outstanding Class A Shares.

The Offshore Feeder Fund, as the owner of a controlling interest in the Offshore Master Fund, may be deemed to have beneficially owned the 4,530,305 Class A Shares beneficially owned by the Offshore Master Fund, constituting approximately 7.2% of the outstanding Class A Shares.

The Lugard Feeder Fund, as the owner of a controlling interest in the Lugard Master Fund, may be deemed to have beneficially owned the 502,928 Class A Shares beneficially owned by the Lugard Master Fund, constituting less than 1% of the outstanding Class A Shares.

LCG Holdings, as the general partner of the Onshore Fund, the Wavefront Fund and the Offshore Master Fund, may be deemed to have beneficially owned the 12,453,667 Class A Shares beneficially owned in the aggregate by the Onshore Fund, the Wavefront Fund and the Offshore Master Fund, constituting approximately 19.7% of the outstanding Class A Shares.

Lugard GP, as the general partner of the Lugard Master Fund, may be deemed to have beneficially owned the 502,928 Class A Shares beneficially owned in the aggregate by the Lugard Master Fund, constituting less than 1% of the outstanding Class A Shares.

Luxor Capital Group, as the investment manager of the Luxor Funds, may be deemed to have beneficially owned the 12,956,595 Class A Shares owned in the aggregate by the Luxor Funds, constituting approximately 20.5% of the outstanding Class A Shares.

Luxor Management, as the general partner of Luxor Capital Group, may be deemed to have beneficially owned the 12,956,595 Class A Shares beneficially owned by Luxor Capital Group, constituting approximately 20.5% of the outstanding Class A Shares.

Mr. Green, as a managing member of the Lugard GP, may be deemed to have beneficially owned the 502,928 Class A Shares owned by the Lugard GP, constituting less than 1% of the outstanding Class A Shares.

Mr. Leone, as the managing member of Luxor Management, may be deemed to have beneficially owned the 12,956,595 Class A Shares owned by Luxor Management, constituting approximately 20.5% of the outstanding Class A Shares.

(b) Each of the Onshore Fund, LCG Holdings, Luxor Capital Group, Luxor Management and Mr. Leone has shared power to vote or direct the vote of, and to dispose or direct the disposition of, the Class A Shares beneficially owned by the Onshore Fund.

Each of the Wavefront Fund, LCG Holdings, Luxor Capital Group, Luxor Management and Mr. Leone has shared power to vote or direct the vote of, and to dispose or direct the disposition of, the Class A Shares beneficially owned by the Wavefront Fund.

Each of the Lugard Master Fund, the Lugard Feeder Fund, Lugard GP, Luxor Capital Group, Luxor Management, Mr. Green and Mr. Leone has shared power to vote or direct the vote of, and to dispose or direct the disposition of, the Class A Shares beneficially owned by the Lugard Master Fund.

Each of the Offshore Master Fund, the Offshore Feeder Fund, LCG Holdings, Luxor Capital Group, Luxor Management and Mr. Leone has shared power to vote or direct the vote of, and to dispose or direct the disposition of, the Class A Shares beneficially owned by the Offshore Master Fund.

(c) The transactions effected during the past 60 days by the Reporting Persons are set forth on Schedule B attached hereto.

(d) No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Class A Shares.

(e) Not applicable.

ITEM 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

On April 16, 2018, the Reporting Persons entered into a Joint Filing Agreement (the "Joint Filing Agreement") in which the parties agreed to the joint filing on behalf of each of them of statements on Schedule 13D with respect to the securities of the Issuer to the extent required by applicable law. The Joint Filing Agreement is attached as Exhibit 99.1 hereto and is incorporated herein by reference.

ITEM 7. Material to be Filed as Exhibits.

99.1 Joint Filing Agreement.

99.2 Powers of Attorney.

SIGNATURES

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information with respect to it set forth in this statement is true, complete, and correct.

Dated: April 16, 2018

LUXOR CAPITAL PARTNERS, LP — By: LCG Holdings, LLC General Partner
By: /s/ Norris Nissim
Name: Norris Nissim
Title: General Counsel
LUXOR WAVEFRONT, LP — By: LCG Holdings, LLC General Partner
By: /s/ Norris Nissim
Name: Norris Nissim
Title: General Counsel
LUGARD ROAD CAPITAL MASTER FUND, LP — By: Lugard Road Capital GP, LLC General Partner
By: /s/ Norris Nissim
Name: Norris Nissim
Title: General Counsel
LUGARD ROAD CAPITAL, LP — By: Lugard Road Capital GP, LLC General Partner
By: /s/ Norris Nissim
Name: Norris Nissim
Title: General Counsel
LUXOR CAPITAL PARTNERS OFFSHORE MASTER FUND, LP — By: LCG Holdings, LLC General Partner
By: /s/ Norris Nissim
Name: Norris Nissim
Title: General Counsel
LUXOR CAPITAL PARTNERS OFFSHORE, LTD. — By: Luxor Capital Group, LP Investment Manager
By: /s/ Norris Nissim
Name: Norris Nissim
Title: General Counsel
LUXOR CAPITAL GROUP, LP — By: Luxor Management, LLC General Partner
By: /s/ Norris Nissim
Name: Norris Nissim
Title: General Counsel
/s/ Norris Nissim
Name: Norris Nissim
Title: General Counsel
/s/ Norris Nissim
Name: Norris Nissim
Title: General Counsel
/s/ Norris Nissim
Name: Norris Nissim
Title: General Counsel
/s/ Norris Nissim
NORRIS NISSIM, as Agent for Jonathan Green
/s/ Norris Nissim
NORRIS NISSIM, as Agent for Christian Leone

SCHEDULE A

DIRECTORS AND EXECUTIVE OFFICERS OF LUXOR CAPITAL PARTNERS OFFSHORE, LTD.

  1. Don Seymour DMS House P.O. Box 2587 20 Genesis Close George Town Grand Cayman, KY1-1103 Cayman Islands

Mr. Seymour is an employee of DMS Management Ltd., a company that provides administrative services to Cayman Islands private investment companies.

  1. T. Glenn Mitchell Maples Fiduciary Services PO Box 1093, Boundary Hall Cricket Square Grand Cayman KY1-1102 Cayman Islands

Mr. Mitchell is an employee of Maples Fiduciary Services, a division of the MaplesFS group. MaplesFS offers a comprehensive range of fiduciary and administration services to finance vehicles and investment funds.

  1. Christian Leone (See Item 2)

SCHEDULE B

TRANSACTIONS IN THE SECURITIES OF THE ISSUER EFFECTED DURING THE PAST 60 DAYS BY THE REPORTING PERSONS

Class of Security Amount of Securities Purchased/(Sold) Price ($) Date of Transactions
LUXOR CAPITAL PARTNERS, LP
Class A Common Stock 152,030 13.5000 4/13/2018
Class A Common Stock 2,466 13.3415 4/6/2018
Class A Common Stock 36,366 13.3820 4/6/2018
Class A Common Stock 14,927 13.3920 4/6/2018
Class A Common Stock 80,254 13.5500 4/6/2018
Class A Common Stock 56,440 13.5256 4/5/2018
Class A Common Stock 10,736 13.5574 4/5/2018
Class A Common Stock 53,448 13.0293 4/4/2018
Class A Common Stock 5,184 13.0523 4/4/2018
Class A Common Stock 4,116 13.1090 4/4/2018
Class A Common Stock 53,720 13.5399 3/29/2018
Class A Common Stock 53,742 13.5500 3/28/2018
Class A Common Stock 5,110 13.5095 3/27/2018
Class A Common Stock 134,447 13.5500 3/27/2018
Class A Common Stock 7,115 14.0292 3/26/2018
Class A Common Stock 50,540 14.0850 3/23/2018
Class A Common Stock 41,170 14.0992 3/23/2018
Class A Common Stock 20,216 14.1782 3/23/2018
Class A Common Stock 13,453 14.1280 3/22/2018
Class A Common Stock 19,928 14.1497 3/22/2018
Class A Common Stock 188,348 14.4310 3/20/2018
Class A Common Stock 26,918 14.4142 3/19/2018
Class A Common Stock 47,000 14.4761 3/19/2018
Class A Common Stock 6,382 15.4050 3/15/2018
Class A Common Stock 25,749 15.5000 3/15/2018
Class A Common Stock 14,122 15.2106 3/7/2018
Class A Common Stock 297,314 15.3000 3/7/2018
Class A Common Stock 79,553 14.8782 3/1/2018
Class A Common Stock 1,174,472 14.8800 3/1/2018
Class A Common Stock 402,399 14.9730 3/1/2018
Class A Common Stock 53,956 14.8010 2/28/2018
Class A Common Stock 26,229 15.0072 2/27/2018
Class A Common Stock 34,864 15.0944 2/27/2018
Class A Common Stock 22,629 14.9776 2/26/2018
Class A Common Stock 5,138 14.6935 2/23/2018
Class A Common Stock 38,344 14.7052 2/23/2018
Class A Common Stock 2,329 14.9499 2/22/2018
Class A Common Stock 17,415 14.9999 2/22/2018
Class A Common Stock 42,431 15.0191 2/22/2018
Class A Common Stock 592 14.9347 2/21/2018
Class A Common Stock 418 14.9392 2/21/2018
Class A Common Stock 8,707 14.9776 2/21/2018
Class A Common Stock 6,343 14.9885 2/21/2018
Class A Common Stock 70 14.2900 2/20/2018
Class A Common Stock 21,383 14.4609 2/20/2018
Class A Common Stock 25,774 13.9495 2/16/2018
Class A Common Stock 33,089 13.8410 2/15/2018
Class A Common Stock 17,660 14.0086 2/15/2018
Class A Common Stock 29,744 14.0775 2/14/2018
Class A Common Stock 43,771 14.1864 2/14/2018
Class A Common Stock 31,925 13.8194 2/13/2018
Class A Common Stock 3,504 13.3441 2/12/2018
LUXOR WAVEFRONT, LP — Class A Common Stock 167,728 13.5000 4/13/2018
Class A Common Stock 547 13.3415 4/6/2018
Class A Common Stock 8,065 13.3820 4/6/2018
Class A Common Stock 3,310 13.3920 4/6/2018
Class A Common Stock 17,798 13.5500 4/6/2018
Class A Common Stock 12,550 13.5256 4/5/2018
Class A Common Stock 2,387 13.5574 4/5/2018
Class A Common Stock 11,937 13.0293 4/4/2018
Class A Common Stock 1,158 13.0523 4/4/2018
Class A Common Stock 919 13.1090 4/4/2018
Class A Common Stock 11,687 13.5399 3/29/2018
Class A Common Stock 11,648 13.5500 3/28/2018
Class A Common Stock 1,100 13.5095 3/27/2018
Class A Common Stock 28,961 13.5500 3/27/2018
Class A Common Stock 1,541 14.0292 3/26/2018
Class A Common Stock 10,911 14.0850 3/23/2018
Class A Common Stock 8,888 14.0992 3/23/2018
Class A Common Stock 4,364 14.1782 3/23/2018
Class A Common Stock 2,889 14.1280 3/22/2018
Class A Common Stock 4,279 14.1497 3/22/2018
Class A Common Stock 40,447 14.4310 3/20/2018
Class A Common Stock 5,761 14.4142 3/19/2018
Class A Common Stock 10,058 14.4761 3/19/2018
Class A Common Stock 1,361 15.4050 3/15/2018
Class A Common Stock 5,491 15.5000 3/15/2018
Class A Common Stock 3,003 15.2106 3/7/2018
Class A Common Stock 63,232 15.3000 3/7/2018
Class A Common Stock 16,868 14.8782 3/1/2018
Class A Common Stock 249,035 14.8800 3/1/2018
Class A Common Stock 85,324 14.9730 3/1/2018
Class A Common Stock 11,425 14.8010 2/28/2018
Class A Common Stock 5,523 15.0072 2/27/2018
Class A Common Stock 7,341 15.0944 2/27/2018
Class A Common Stock 4,765 14.9776 2/26/2018
Class A Common Stock 1,082 14.6935 2/23/2018
Class A Common Stock 8,074 14.7052 2/23/2018
Class A Common Stock 492 14.9499 2/22/2018
Class A Common Stock 3,682 14.9999 2/22/2018
Class A Common Stock 8,971 15.0191 2/22/2018
Class A Common Stock 125 14.9347 2/21/2018
Class A Common Stock 88 14.9392 2/21/2018
Class A Common Stock 1,841 14.9776 2/21/2018
Class A Common Stock 1,341 14.9885 2/21/2018
Class A Common Stock 15 14.2900 2/20/2018
Class A Common Stock 4,520 14.4609 2/20/2018
Class A Common Stock 5,449 13.9495 2/16/2018
Class A Common Stock 6,995 13.8410 2/15/2018
Class A Common Stock 3,733 14.0086 2/15/2018
Class A Common Stock 6,323 14.0775 2/14/2018
Class A Common Stock 9,305 14.1864 2/14/2018
Class A Common Stock 6,751 13.8194 2/13/2018
Class A Common Stock 736 13.3441 2/12/2018
LUXOR CAPITAL PARTNERS OFFSHORE MASTER FUND, LP — Class A Common Stock 487,707 13.5000 4/13/2018
Class A Common Stock 1,596 13.3415 4/6/2018
Class A Common Stock 23,539 13.3820 4/6/2018
Class A Common Stock 9,662 13.3920 4/6/2018
Class A Common Stock 51,948 13.5500 4/6/2018
Class A Common Stock 36,555 13.5256 4/5/2018
Class A Common Stock 6,954 13.5574 4/5/2018
Class A Common Stock 34,615 13.0293 4/4/2018
Class A Common Stock 3,358 13.0523 4/4/2018
Class A Common Stock 2,665 13.1090 4/4/2018
Class A Common Stock 34,593 13.5399 3/29/2018
Class A Common Stock 34,610 13.5500 3/28/2018
Class A Common Stock 3,290 13.5095 3/27/2018
Class A Common Stock 86,592 13.5500 3/27/2018
Class A Common Stock 4,583 14.0292 3/26/2018
Class A Common Stock 32,549 14.0850 3/23/2018
Class A Common Stock 26,515 14.0992 3/23/2018
Class A Common Stock 13,020 14.1782 3/23/2018
Class A Common Stock 8,658 14.1280 3/22/2018
Class A Common Stock 12,825 14.1497 3/22/2018
Class A Common Stock 121,205 14.4310 3/20/2018
Class A Common Stock 17,321 14.4142 3/19/2018
Class A Common Stock 30,242 14.4761 3/19/2018
Class A Common Stock 4,106 15.4050 3/15/2018
Class A Common Stock 16,567 15.5000 3/15/2018
Class A Common Stock 9,075 15.2106 3/7/2018
Class A Common Stock 191,054 15.3000 3/7/2018
Class A Common Stock 51,065 14.8782 3/1/2018
Class A Common Stock 753,887 14.8800 3/1/2018
Class A Common Stock 258,299 14.9730 3/1/2018
Class A Common Stock 34,619 14.8010 2/28/2018
Class A Common Stock 16,827 15.0072 2/27/2018
Class A Common Stock 22,366 15.0944 2/27/2018
Class A Common Stock 14,517 14.9776 2/26/2018
Class A Common Stock 3,296 14.6935 2/23/2018
Class A Common Stock 24,599 14.7052 2/23/2018
Class A Common Stock 1,495 14.9499 2/22/2018
Class A Common Stock 11,176 14.9999 2/22/2018
Class A Common Stock 27,230 15.0191 2/22/2018
Class A Common Stock 380 14.9347 2/21/2018
Class A Common Stock 268 14.9392 2/21/2018
Class A Common Stock 5,588 14.9776 2/21/2018
Class A Common Stock 4,070 14.9885 2/21/2018
Class A Common Stock 45 14.2900 2/20/2018
Class A Common Stock 13,722 14.4609 2/20/2018
Class A Common Stock 16,540 13.9495 2/16/2018
Class A Common Stock 21,234 13.8410 2/15/2018
Class A Common Stock 11,333 14.0086 2/15/2018
Class A Common Stock 19,096 14.0775 2/14/2018
Class A Common Stock 28,102 14.1864 2/14/2018
Class A Common Stock 20,496 13.8194 2/13/2018
Class A Common Stock 2,250 13.3441 2/12/2018
LUGARD ROAD CAPITAL MASTER FUND, LP — Class A Common Stock 6,740 15.4050 3/15/2018
Class A Common Stock 27,193 15.5000 3/15/2018
Class A Common Stock 788 14.8782 3/1/2018
Class A Common Stock 11,612 14.8800 3/1/2018
Class A Common Stock 3,978 14.9730 3/1/2018
Class A Common Stock 26,653 15.0072 2/27/2018
Class A Common Stock 35,429 15.0944 2/27/2018
Class A Common Stock 22,994 14.9776 2/26/2018
Class A Common Stock 5,220 14.6935 2/23/2018
Class A Common Stock 38,964 14.7052 2/23/2018
Class A Common Stock 2,372 14.9499 2/22/2018
Class A Common Stock 17,727 14.9999 2/22/2018
Class A Common Stock 43,191 15.0191 2/22/2018
Class A Common Stock 603 14.9347 2/21/2018
Class A Common Stock 426 14.9392 2/21/2018
Class A Common Stock 8,864 14.9776 2/21/2018
Class A Common Stock 6,457 14.9885 2/21/2018
Class A Common Stock 70 14.2900 2/20/2018
Class A Common Stock 21,767 14.4609 2/20/2018
Class A Common Stock 26,237 13.9495 2/16/2018
Class A Common Stock 33,682 13.8410 2/15/2018
Class A Common Stock 17,976 14.0086 2/15/2018
Class A Common Stock 30,287 14.0775 2/14/2018
Class A Common Stock 44,571 14.1864 2/14/2018
Class A Common Stock 32,464 13.8194 2/13/2018
Class A Common Stock 3,563 13.3441 2/12/2018