Major Shareholding Notification • Apr 27, 2017
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 5)*
EASTMAN KODAK COMPANY
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
277461406
(CUSIP Number)
Eric M. Albert
BlueMountain Capital Management, LLC
280 Park Avenue, 12 th Floor
New York, New York 10017
212-905-5647
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
April 26, 2017
(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 §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-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 § 240.13d-7 for other parties to whom copies are to be sent.
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 (the 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. 277461406
| 1 | NAMES OF
REPORTING PERSONS BlueMountain Capital Management, 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) WC, OO | |
| 5 | CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ | |
| 6 | CITIZENSHIP OR PLACE OF
ORGANIZATION Delaware, United States of America | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
| | 8 | SHARED VOTING POWER 4,811,358 (1) |
| | 9 | SOLE DISPOSITIVE POWER 0 |
| | 10 | SHARED DISPOSITIVE POWER 4,811,358 (1) |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,811,358 (1) | |
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES ( see instructions) ☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) 11.2% (2) | |
| 14 | TYPE OF REPORTING PERSON ( See instructions) IA | |
(1) Includes the 511,358 Warrants (as defined in Item 1) held by the BlueMountain Funds (as defined in Item 2).
(2) The percentage set forth in Row 13 of this Cover Page is based on the 42,451,096 shares of Common Stock (as defined in Item 1) of the Issuer (as defined in Item 1) outstanding as of March 29, 2017, as reported on Form DEF 14A (as defined in Item 5), and is calculated assuming that the Warrants held by the BlueMountain Funds, but no other Warrants, have been exercised.
CUSIP No. 277461406
| 1 | NAMES OF
REPORTING PERSONS BlueMountain GP Holdings, 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) WC, OO | |
| 5 | CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ | |
| 6 | CITIZENSHIP OR PLACE OF
ORGANIZATION Delaware, United States of America | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
| | 8 | SHARED VOTING POWER 4,130,243 (1) |
| | 9 | SOLE DISPOSITIVE POWER 0 |
| | 10 | SHARED DISPOSITIVE POWER 4,130,243 (1) |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,130,243 (1) | |
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES ( see instructions) ☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) 9.6% (2) | |
| 14 | TYPE OF REPORTING PERSON ( See instructions) OO | |
(1) Includes the 409,176 Warrants held by the Partnerships (as defined in Item 2).
(2) The percentage set forth in Row 13 of this Cover Page is based on the 42,451,096 shares of Common Stock of the Issuer outstanding as of March 29, 2017, as reported on Form DEF 14A, and is calculated assuming that the Warrants held by the Partnerships, but no other Warrants, have been exercised.
CUSIP No. 277461406
| 1 | NAMES OF
REPORTING PERSONS Blue Mountain Credit GP, 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) WC, OO | |
| 5 | CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ | |
| 6 | CITIZENSHIP OR PLACE OF
ORGANIZATION Delaware, United States of America | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
| | 8 | SHARED VOTING POWER 1,931,972 (1) |
| | 9 | SOLE DISPOSITIVE POWER 0 |
| | 10 | SHARED DISPOSITIVE POWER 1,931,972 (1) |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,931,972 (1) | |
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES ( see instructions) ☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) 4.5% (2) | |
| 14 | TYPE OF REPORTING PERSON ( See instructions) OO | |
(1) Includes the 205,338 Warrants held by Credit Alternatives (as defined in Item 2).
(2) The percentage set forth in Row 13 of this Cover Page is based on the 42,451,096 shares of Common Stock of the Issuer outstanding as of March 29, 2017, as reported on Form DEF 14A, and is calculated assuming that the Warrants held by Credit Alternatives, but no other Warrants, have been exercised.
CUSIP No. 277461406
| 1 | NAMES OF
REPORTING PERSONS Blue Mountain CA Master Fund GP, Ltd. | |
| --- | --- | --- |
| 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) WC, OO | |
| 5 | CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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 1,931,972 (1) |
| | 9 | SOLE DISPOSITIVE POWER 0 |
| | 10 | SHARED DISPOSITIVE POWER 1,931,972 (1) |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,931,972 (1) | |
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES ( see instructions) ☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) 4.5% (2) | |
| 14 | TYPE OF REPORTING PERSON ( See instructions) CO | |
(1) Includes the 205,338 Warrants held by Credit Alternatives.
(2) The percentage set forth in Row 13 of this Cover Page is based on the 42,451,096 shares of Common Stock of the Issuer outstanding as of March 29, 2017, as reported on Form DEF 14A, and is calculated assuming that the Warrants held by Credit Alternatives, but no other Warrants, have been exercised.
CUSIP No. 277461406
| 1 | NAMES OF
REPORTING PERSONS Blue Mountain Credit Alternatives Master Fund L.P. | |
| --- | --- | --- |
| 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) WC, OO | |
| 5 | CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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 1,931,972 (1) |
| | 9 | SOLE DISPOSITIVE POWER 0 |
| | 10 | SHARED DISPOSITIVE POWER 1,931,972 (1) |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,931,972 (1) | |
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES ( see instructions) ☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) 4.5% (2) | |
| 14 | TYPE OF REPORTING PERSON ( See instructions) PN | |
(1) Includes the 205,338 Warrants held by Credit Alternatives.
(2) The percentage set forth in Row 13 of this Cover Page is based on the 42,451,096 shares of Common Stock of the Issuer outstanding as of March 29, 2017, as reported on Form DEF 14A, and is calculated assuming that the Warrants held by Credit Alternatives, but no other Warrants, have been exercised.
CUSIP No. 277461406
| 1 | NAMES OF
REPORTING PERSONS BlueMountain Long/Short Credit GP, 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) WC, OO | |
| 5 | CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ | |
| 6 | CITIZENSHIP OR PLACE OF
ORGANIZATION Delaware, United States of America | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
| | 8 | SHARED VOTING POWER 123,638 (1) |
| | 9 | SOLE DISPOSITIVE POWER 0 |
| | 10 | SHARED DISPOSITIVE POWER 123,638 (1) |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 123,638 (1) | |
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES ( see instructions) ☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) 0.3% (2) | |
| 14 | TYPE OF REPORTING PERSON ( See instructions) OO | |
(1) Includes the 13,140 Warrants held by Guadalupe (as defined in Item 2).
(2) The percentage set forth in Row 13 of this Cover Page is based on the 42,451,096 shares of Common Stock of the Issuer outstanding as of March 29, 2017, as reported on Form DEF 14A, and is calculated assuming that the Warrants held by Guadalupe, but no other Warrants, have been exercised.
CUSIP No. 277461406
| 1 | NAMES OF
REPORTING PERSONS BlueMountain Guadalupe Peak Fund L.P. | |
| --- | --- | --- |
| 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) WC, OO | |
| 5 | CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ | |
| 6 | CITIZENSHIP OR PLACE OF
ORGANIZATION Delaware, United States of America | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
| | 8 | SHARED VOTING POWER 123,638 (1) |
| | 9 | SOLE DISPOSITIVE POWER 0 |
| | 10 | SHARED DISPOSITIVE POWER 123,638 (1) |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 123,638 (1) | |
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES ( see instructions) ☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) 0.3% (2) | |
| 14 | TYPE OF REPORTING PERSON ( See instructions) PN | |
(1) Includes the 13,140 Warrants held by Guadalupe.
(2) The percentage set forth in Row 13 of this Cover Page is based on the 42,451,096 shares of Common Stock of the Issuer outstanding as of March 29, 2017, as reported on Form DEF 14A, and is calculated assuming that the Warrants held by Guadalupe, but no other Warrants, have been exercised.
CUSIP No. 277461406
| 1 | NAMES OF
REPORTING PERSONS BlueMountain Timberline Ltd. | |
| --- | --- | --- |
| 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) WC, OO | |
| 5 | CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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 210,012 (1) |
| | 9 | SOLE DISPOSITIVE POWER 0 |
| | 10 | SHARED DISPOSITIVE POWER 210,012 (1) |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 210,012 (1) | |
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES ( see instructions) ☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) 0.5% (2) | |
| 14 | TYPE OF REPORTING PERSON ( See instructions) CO | |
(1) Includes the 22,318 Warrants held by Timberline (as defined in Item 2).
(2) The percentage set forth in Row 13 of this Cover Page is based on the 42,451,096 shares of Common Stock of the Issuer outstanding as of March 29, 2017, as reported on Form DEF 14A, and is calculated assuming that the Warrants held by Timberline, but no other Warrants, have been exercised.
CUSIP No. 277461406
| 1 | NAMES OF
REPORTING PERSONS BlueMountain Kicking Horse Fund GP, 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) WC, OO | |
| 5 | CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ | |
| 6 | CITIZENSHIP OR PLACE OF
ORGANIZATION Delaware, United States of America | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
| | 8 | SHARED VOTING POWER 162,740 (1) |
| | 9 | SOLE DISPOSITIVE POWER 0 |
| | 10 | SHARED DISPOSITIVE POWER 162,740 (1) |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 162,740 (1) | |
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES ( see instructions) ☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) 0.4% (2) | |
| 14 | TYPE OF REPORTING PERSON ( See instructions) OO | |
(1) Includes the 17,296 Warrants held by Kicking Horse (as defined in Item 2).
(2) The percentage set forth in Row 13 of this Cover Page is based on the 42,451,096 shares of Common Stock of the Issuer outstanding as of March 29, 2017, as reported on Form DEF 14A, and is calculated assuming that the Warrants held by Kicking Horse, but no other Warrants, have been exercised.
CUSIP No. 277461406
| 1 | NAMES OF
REPORTING PERSONS BlueMountain Kicking Horse Fund L.P. | |
| --- | --- | --- |
| 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) WC, OO | |
| 5 | CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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 162,740 (1) |
| | 9 | SOLE DISPOSITIVE POWER 0 |
| | 10 | SHARED DISPOSITIVE POWER 162,740 (1) |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 162,740 (1) | |
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES ( see instructions) ☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) 0.4% (2) | |
| 14 | TYPE OF REPORTING PERSON ( See instructions) PN | |
(1) Includes the 17,296 Warrants held by Kicking Horse.
(2) The percentage set forth in Row 13 of this Cover Page is based on the 42,451,096 shares of Common Stock of the Issuer outstanding as of March 29, 2017, as reported on Form DEF 14A, and is calculated assuming that the Warrants held by Kicking Horse, but no other Warrants, have been exercised.
CUSIP No. 277461406
| 1 | NAMES OF
REPORTING PERSONS BlueMountain Credit Opportunities GP I, 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) WC, OO | |
| 5 | CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ | |
| 6 | CITIZENSHIP OR PLACE OF
ORGANIZATION Delaware, United States of America | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
| | 8 | SHARED VOTING POWER 1,232,130 (1) |
| | 9 | SOLE DISPOSITIVE POWER 0 |
| | 10 | SHARED DISPOSITIVE POWER 1,232,130 (1) |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,232,130 (1) | |
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES ( see instructions) ☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) 2.9% (2) | |
| 14 | TYPE OF REPORTING PERSON ( See instructions) OO | |
(1) Includes the 130,956 Warrants held by COF (as defined in Item 2).
(2) The percentage set forth in Row 13 of this Cover Page is based on the 42,451,096 shares of Common Stock of the Issuer outstanding as of March 29, 2017, as reported on Form DEF 14A, and is calculated assuming that the Warrants held by COF, but no other Warrants, have been exercised.
CUSIP No. 277461406
| 1 | NAMES OF
REPORTING PERSONS BlueMountain Credit Opportunities Master Fund I L.P. | |
| --- | --- | --- |
| 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) WC, OO | |
| 5 | CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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 1,232,130 (1) |
| | 9 | SOLE DISPOSITIVE POWER 0 |
| | 10 | SHARED DISPOSITIVE POWER 1,232,130 (1) |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,232,130 (1) | |
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES ( see instructions) ☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) 2.9% (2) | |
| 14 | TYPE OF REPORTING PERSON ( See instructions) PN | |
(1) Includes the 130,956 Warrants held by COF.
(2) The percentage set forth in Row 13 of this Cover Page is based on the 42,451,096 shares of Common Stock of the Issuer outstanding as of March 29, 2017, as reported on Form DEF 14A, and is calculated assuming that the Warrants held by COF, but no other Warrants, have been exercised.
CUSIP No. 277461406
| 1 | NAMES OF
REPORTING PERSONS BlueMountain Distressed GP, 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) WC, OO | |
| 5 | CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ | |
| 6 | CITIZENSHIP OR PLACE OF
ORGANIZATION Delaware, United States of America | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
| | 8 | SHARED VOTING POWER 228,340 (1) |
| | 9 | SOLE DISPOSITIVE POWER 0 |
| | 10 | SHARED DISPOSITIVE POWER 228,340 (1) |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 228,340 (1) | |
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES ( see instructions) ☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) 0.5% (2) | |
| 14 | TYPE OF REPORTING PERSON ( See instructions) OO | |
(1) Includes the 24,266 Warrants held by Distressed (as defined in Item 2).
(2) The percentage set forth in Row 13 of this Cover Page is based on the 42,451,096 shares of Common Stock of the Issuer outstanding as of March 29, 2017, as reported on Form DEF 14A, and is calculated assuming that the Warrants held by Distressed, but no other Warrants, have been exercised.
CUSIP No. 277461406
| 1 | NAMES OF
REPORTING PERSONS BlueMountain Distressed Master Fund L.P. | |
| --- | --- | --- |
| 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) WC, OO | |
| 5 | CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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 228,340 (1) |
| | 9 | SOLE DISPOSITIVE POWER 0 |
| | 10 | SHARED DISPOSITIVE POWER 228,340 (1) |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 228,340 (1) | |
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES ( see instructions) ☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) 0.5% (2) | |
| 14 | TYPE OF REPORTING PERSON ( See instructions) PN | |
(1) Includes the 24,266 Warrants held by Distressed.
(2) The percentage set forth in Row 13 of this Cover Page is based on the 42,451,096 shares of Common Stock of the Issuer outstanding as of March 29, 2017, as reported on Form DEF 14A, and is calculated assuming that the Warrants held by Distressed, but no other Warrants, have been exercised.
CUSIP No. 277461406
| 1 | NAMES OF
REPORTING PERSONS BlueMountain Montenvers GP S.à r.l. | |
| --- | --- | --- |
| 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) WC, OO | |
| 5 | CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ | |
| 6 | CITIZENSHIP OR PLACE OF
ORGANIZATION Luxembourg | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
| | 8 | SHARED VOTING POWER 471,103 (1) |
| | 9 | SOLE DISPOSITIVE POWER 0 |
| | 10 | SHARED DISPOSITIVE POWER 471,103 (1) |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 471,103 (1) | |
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES ( see instructions) ☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) 1.1% (2) | |
| 14 | TYPE OF REPORTING PERSON ( See instructions) CO | |
(1) Includes the 79,864 Warrants held by Montenvers (as defined in Item 2).
(2) The percentage set forth in Row 13 of this Cover Page is based on the 42,451,096 shares of Common Stock of the Issuer outstanding as of March 29, 2017, as reported on Form DEF 14A, and is calculated assuming that the Warrants held by Montenvers, but no other Warrants, have been exercised.
CUSIP No. 277461406
| 1 | NAMES OF
REPORTING PERSONS BlueMountain Montenvers Master Fund SCA SICAV-SIF | |
| --- | --- | --- |
| 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) WC, OO | |
| 5 | CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ | |
| 6 | CITIZENSHIP OR PLACE OF
ORGANIZATION Luxembourg | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
| | 8 | SHARED VOTING POWER 471,103 (1) |
| | 9 | SOLE DISPOSITIVE POWER 0 |
| | 10 | SHARED DISPOSITIVE POWER 471,103 (1) |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 471,103 (1) | |
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES ( see instructions) ☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) 1.1% (2) | |
| 14 | TYPE OF REPORTING PERSON ( See instructions) PN | |
(1) Includes the 79,864 Warrants held by Montenvers.
(2) The percentage set forth in Row 13 of this Cover Page is based on the 42,451,096 shares of Common Stock of the Issuer outstanding as of March 29, 2017, as reported on Form DEF 14A, and is calculated assuming that the Warrants held by Montenvers, but no other Warrants, have been exercised.
CUSIP No. 277461406
| 1 | NAMES OF
REPORTING PERSONS BlueMountain Strategic Credit GP, 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) WC, OO | |
| 5 | CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ | |
| 6 | CITIZENSHIP OR PLACE OF
ORGANIZATION Delaware, United States of America | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
| | 8 | SHARED VOTING POWER 171,070 (1) |
| | 9 | SOLE DISPOSITIVE POWER 0 |
| | 10 | SHARED DISPOSITIVE POWER 171,070 (1) |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 171,070 (1) | |
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES ( see instructions) ☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) 0.4% (2) | |
| 14 | TYPE OF REPORTING PERSON ( See instructions) OO | |
(1) Includes the 18,180 Warrants held by Strategic Credit (as defined in Item 2).
(2) The percentage set forth in Row 13 of this Cover Page is based on the 42,451,096 shares of Common Stock of the Issuer outstanding as of March 29, 2017, as reported on Form DEF 14A, and is calculated assuming that the Warrants held by Strategic Credit, but no other Warrants, have been exercised.
CUSIP No. 277461406
| 1 | NAMES OF
REPORTING PERSONS BlueMountain Strategic Credit Master Fund L.P. | |
| --- | --- | --- |
| 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) WC, OO | |
| 5 | CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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 171,070 (1) |
| | 9 | SOLE DISPOSITIVE POWER 0 |
| | 10 | SHARED DISPOSITIVE POWER 171,070 (1) |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 171,070 (1) | |
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES ( see instructions) ☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) 0.4% (2) | |
| 14 | TYPE OF REPORTING PERSON ( See instructions) PN | |
(1) Includes the 18,180 Warrants held by Strategic Credit.
(2) The percentage set forth in Row 13 of this Cover Page is based on the 42,451,096 shares of Common Stock of the Issuer outstanding as of March 29, 2017, as reported on Form DEF 14A, and is calculated assuming that the Warrants held by Strategic Credit, but no other Warrants, have been exercised.
CUSIP No. 277461406
| 1 | NAMES OF
REPORTING PERSONS BlueMountain Summit Opportunities GP II, 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) WC | |
| 5 | CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ | |
| 6 | CITIZENSHIP OR PLACE OF
ORGANIZATION Delaware, United States of America | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
| | 8 | SHARED VOTING POWER 280,353 |
| | 9 | SOLE DISPOSITIVE POWER 0 |
| | 10 | SHARED DISPOSITIVE POWER 280,353 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 280,353 | |
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES ( see instructions) ☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) 0.7% (1) | |
| 14 | TYPE OF REPORTING PERSON ( See instructions) OO | |
(1) The percentage set forth in Row 13 of this Cover Page is based on the 42,451,096 shares of Common Stock of the Issuer outstanding as of March 29, 2017, as reported on Form DEF 14A.
CUSIP No. 277461406
| 1 | NAMES OF
REPORTING PERSONS BlueMountain Summit Trading L.P. | |
| --- | --- | --- |
| 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) WC | |
| 5 | CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ | |
| 6 | CITIZENSHIP OR PLACE OF
ORGANIZATION Delaware, United States of America | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
| | 8 | SHARED VOTING POWER 280,353 |
| | 9 | SOLE DISPOSITIVE POWER 0 |
| | 10 | SHARED DISPOSITIVE POWER 280,353 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 280,353 | |
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES ( see instructions) ☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) 0.7% (1) | |
| 14 | TYPE OF REPORTING PERSON ( See instructions) PN | |
(1) The percentage set forth in Row 13 of this Cover Page is based on the 42,451,096 shares of Common Stock of the Issuer outstanding as of March 29, 2017, as reported on Form DEF 14A.
CUSIP No. 277461406
Item 1. Security of the Issuer.
This Amendment No. 5 amends the Schedule 13D filed with the Securities and Exchange Commission on September 13, 2013 (as amended by Amendment No. 1 thereto filed on October 8, 2013, Amendment No. 2 thereto filed on December 1, 2014, Amendment No. 3 thereto filed on March 15, 2017 and Amendment No. 4 thereto filed on April 25, 2017, the Schedule 13D ), relating to the shares of Common Stock, par value $0.01 per share (the Common Stock ), of Eastman Kodak Company, a New Jersey corporation (the Issuer ), net-share settled warrants to purchase Common Stock at an exercise price of $14.93 per share (the 125% Warrants ) and net-share settled warrants to purchase Common Stock at an exercise price of $16.12 per share (the 135% Warrants and, together with the 125% Warrants, the Warrants ). The Issuers principal executive office is located at 343 State Street, Rochester, New York 14650. Unless specifically amended hereby, the disclosures set forth in the Schedule 13D remain unchanged.
Item 5. Interest in Securities of the Issuer.
Paragraph (c) of Item 5 of the Schedule 13D is hereby deleted and replaced with the following:
(c) During the last 60 days ending April 26, 2017, the BlueMountain Funds effected the following transactions:
| Date | BlueMountain Fund | Security | Price per Share | Type of Transaction | |
|---|---|---|---|---|---|
| March 10, 2017 | Credit Alternatives | Common Stock | 10,829 | $ 12.01 | open market sale |
| March 10, 2017 | Guadalupe | Common Stock | 693 | $ 12.01 | open market sale |
| March 10, 2017 | Timberline | Common Stock | 1,177 | $ 12.01 | open market sale |
| March 10, 2017 | Kicking Horse | Common Stock | 912 | $ 12.01 | open market sale |
| March 10, 2017 | COF | Common Stock | 6,906 | $ 12.01 | open market sale |
| March 10, 2017 | Distressed | Common Stock | 1,280 | $ 12.01 | open market sale |
| March 10, 2017 | Montenvers | Common Stock | 2,454 | $ 12.01 | open market sale |
| March 10, 2017 | Strategic Credit | Common Stock | 959 | $ 12.01 | open market sale |
| March 10, 2017 | BMST | Common Stock | 1,758 | $ 12.01 | open market sale |
| March 13, 2017 | Credit Alternatives | Common Stock | 26,644 | $ 11.95 | open market sale |
| March 13, 2017 | Credit Alternatives | Common Stock | 4,018 | $ 12.20 | open market sale |
| March 13, 2017 | Guadalupe | Common Stock | 1,705 | $ 11.95 | open market sale |
| March 13, 2017 | Guadalupe | Common Stock | 257 | $ 12.20 | open market sale |
| March 13, 2017 | Timberline | Common Stock | 2,896 | $ 11.95 | open market sale |
| March 13, 2017 | Timberline | Common Stock | 437 | $ 12.20 | open market sale |
| March 13, 2017 | Kicking Horse | Common Stock | 2,244 | $ 11.95 | open market sale |
| March 13, 2017 | Kicking Horse | Common Stock | 338 | $ 12.20 | open market sale |
| March 13, 2017 | COF | Common Stock | 16,992 | $ 11.95 | open market sale |
| March 13, 2017 | COF | Common Stock | 2,563 | $ 12.20 | open market sale |
| March 13, 2017 | Distressed | Common Stock | 3,149 | $ 11.95 | open market sale |
| March 13, 2017 | Distressed | Common Stock | 475 | $ 12.20 | open market sale |
| March 13, 2017 | Montenvers | Common Stock | 6,038 | $ 11.95 | open market sale |
| March 13, 2017 | Montenvers | Common Stock | 911 | $ 12.20 | open market sale |
| March 13, 2017 | Strategic Credit | Common Stock | 2,358 | $ 11.95 | open market sale |
| March 13, 2017 | Strategic Credit | Common Stock | 356 | $ 12.20 | open market sale |
| March 13, 2017 | BMST | Common Stock | 4,326 | $ 11.95 | open market sale |
| March 13, 2017 | BMST | Common Stock | 652 | $ 12.20 | open market sale |
| March 14, 2017 | Credit Alternatives | Common Stock | 10,038 | $ 11.45 | open market sale |
| March 14, 2017 | Credit Alternatives | Common Stock | 10,039 | $ 11.65 | open market sale |
| March 14, 2017 | Credit Alternatives | Common Stock | 50,195 | $ 11.75 | open market sale |
| March 14, 2017 | Guadalupe | Common Stock | 643 | $ 11.45 | open market sale |
| March 14, 2017 | Guadalupe | Common Stock | 642 | $ 11.65 | open market sale |
| March 14, 2017 | Guadalupe | Common Stock | 3,210 | $ 11.75 | open market sale |
| March 14, 2017 | Timberline | Common Stock | 1,091 | $ 11.45 | open market sale |
| March 14, 2017 | Timberline | Common Stock | 1,091 | $ 11.65 | open market sale |
| March 14, 2017 | Timberline | Common Stock | 5,455 | $ 11.75 | open market sale |
| March 14, 2017 | Kicking Horse | Common Stock | 846 | $ 11.45 | open market sale |
| March 14, 2017 | Kicking Horse | Common Stock | 846 | $ 11.65 | open market sale |
| March 14, 2017 | Kicking Horse | Common Stock | 4,230 | $ 11.75 | open market sale |
| March 14, 2017 | COF | Common Stock | 6,403 | $ 11.45 | open market sale |
| March 14, 2017 | COF | Common Stock | 6,402 | $ 11.65 | open market sale |
| March 14, 2017 | COF | Common Stock | 32,010 | $ 11.75 | open market sale |
| March 14, 2017 | Distressed | Common Stock | 1,186 | $ 11.45 | open market sale |
CUSIP No. 277461406
| Date | BlueMountain Fund | Security | Price per Share | Type of Transaction | |
|---|---|---|---|---|---|
| March 14, 2017 | Distressed | Common Stock | 1,186 | $ 11.65 | open market sale |
| March 14, 2017 | Distressed | Common Stock | 5,931 | $ 11.75 | open market sale |
| March 14, 2017 | Montenvers | Common Stock | 2,275 | $ 11.45 | open market sale |
| March 14, 2017 | Montenvers | Common Stock | 2,275 | $ 11.65 | open market sale |
| March 14, 2017 | Montenvers | Common Stock | 11,374 | $ 11.75 | open market sale |
| March 14, 2017 | Strategic Credit | Common Stock | 888 | $ 11.45 | open market sale |
| March 14, 2017 | Strategic Credit | Common Stock | 889 | $ 11.65 | open market sale |
| March 14, 2017 | Strategic Credit | Common Stock | 4,445 | $ 11.75 | open market sale |
| March 14, 2017 | BMST | Common Stock | 1,630 | $ 11.45 | open market sale |
| March 14, 2017 | BMST | Common Stock | 1,630 | $ 11.65 | open market sale |
| March 14, 2017 | BMST | Common Stock | 8,150 | $ 11.75 | open market sale |
| March 15, 2017 | Credit Alternatives | Common Stock | 30,116 | $ 11.74 | open market sale |
| March 15, 2017 | Credit Alternatives | Common Stock | 31,894 | $ 11.81 | open market sale |
| March 15, 2017 | Guadalupe | Common Stock | 1,926 | $ 11.74 | open market sale |
| March 15, 2017 | Guadalupe | Common Stock | 2,042 | $ 11.81 | open market sale |
| March 15, 2017 | Timberline | Common Stock | 3,274 | $ 11.74 | open market sale |
| March 15, 2017 | Timberline | Common Stock | 3,467 | $ 11.81 | open market sale |
| March 15, 2017 | Kicking Horse | Common Stock | 2,537 | $ 11.74 | open market sale |
| March 15, 2017 | Kicking Horse | Common Stock | 2,687 | $ 11.81 | open market sale |
| March 15, 2017 | COF | Common Stock | 19,206 | $ 11.74 | open market sale |
| March 15, 2017 | COF | Common Stock | 20,341 | $ 11.81 | open market sale |
| March 15, 2017 | Distressed | Common Stock | 3,560 | $ 11.74 | open market sale |
| March 15, 2017 | Distressed | Common Stock | 3,769 | $ 11.81 | open market sale |
| March 15, 2017 | Montenvers | Common Stock | 6,824 | $ 11.74 | open market sale |
| March 15, 2017 | Montenvers | Common Stock | 7,227 | $ 11.81 | open market sale |
| March 15, 2017 | Strategic Credit | Common Stock | 2,667 | $ 11.74 | open market sale |
| March 15, 2017 | Strategic Credit | Common Stock | 2,824 | $ 11.81 | open market sale |
| March 15, 2017 | BMST | Common Stock | 4,890 | $ 11.74 | open market sale |
| March 15, 2017 | BMST | Common Stock | 5,179 | $ 11.81 | open market sale |
| March 16, 2017 | Credit Alternatives | Common Stock | 8,848 | $ 11.65 | open market sale |
| March 16, 2017 | Credit Alternatives | Common Stock | 10,039 | $ 11.67 | open market sale |
| March 16, 2017 | Guadalupe | Common Stock | 567 | $ 11.65 | open market sale |
| March 16, 2017 | Guadalupe | Common Stock | 642 | $ 11.67 | open market sale |
| March 16, 2017 | Timberline | Common Stock | 961 | $ 11.65 | open market sale |
| March 16, 2017 | Timberline | Common Stock | 1,092 | $ 11.67 | open market sale |
| March 16, 2017 | Kicking Horse | Common Stock | 746 | $ 11.65 | open market sale |
| March 16, 2017 | Kicking Horse | Common Stock | 845 | $ 11.67 | open market sale |
| March 16, 2017 | COF | Common Stock | 5,642 | $ 11.65 | open market sale |
| March 16, 2017 | COF | Common Stock | 6,402 | $ 11.67 | open market sale |
| March 16, 2017 | Distressed | Common Stock | 1,046 | $ 11.65 | open market sale |
| March 16, 2017 | Distressed | Common Stock | 1,187 | $ 11.67 | open market sale |
| March 16, 2017 | Montenvers | Common Stock | 2,004 | $ 11.65 | open market sale |
| March 16, 2017 | Montenvers | Common Stock | 2,275 | $ 11.67 | open market sale |
| March 16, 2017 | Strategic Credit | Common Stock | 782 | $ 11.65 | open market sale |
| March 16, 2017 | Strategic Credit | Common Stock | 889 | $ 11.67 | open market sale |
| March 16, 2017 | BMST | Common Stock | 1,438 | $ 11.65 | open market sale |
| March 16, 2017 | BMST | Common Stock | 1,629 | $ 11.67 | open market sale |
| March 17, 2017 | Credit Alternatives | Common Stock | 24,712 | $ 11.50 | open market sale |
| March 17, 2017 | Guadalupe | Common Stock | 1,582 | $ 11.50 | open market sale |
| March 17, 2017 | Timberline | Common Stock | 2,687 | $ 11.50 | open market sale |
| March 17, 2017 | Kicking Horse | Common Stock | 2,081 | $ 11.50 | open market sale |
| March 17, 2017 | COF | Common Stock | 15,760 | $ 11.50 | open market sale |
| March 17, 2017 | Distressed | Common Stock | 2,920 | $ 11.50 | open market sale |
| March 17, 2017 | Montenvers | Common Stock | 5,599 | $ 11.50 | open market sale |
| March 17, 2017 | Strategic Credit | Common Stock | 2,187 | $ 11.50 | open market sale |
| March 17, 2017 | BMST | Common Stock | 4,012 | $ 11.50 | open market sale |
| March 20, 2017 | Credit Alternatives | Common Stock | 10,038 | $ 11.40 | open market sale |
| March 20, 2017 | Credit Alternatives | Common Stock | 3,997 | $ 11.45 | open market sale |
| March 20, 2017 | Credit Alternatives | Common Stock | 10,039 | $ 11.46 | open market sale |
| March 20, 2017 | Guadalupe | Common Stock | 643 | $ 11.40 | open market sale |
| March 20, 2017 | Guadalupe | Common Stock | 256 | $ 11.45 | open market sale |
CUSIP No. 277461406
| Date | BlueMountain Fund | Security | Price per Share | Type of Transaction | |
|---|---|---|---|---|---|
| March 20, 2017 | Guadalupe | Common Stock | 642 | $ 11.46 | open market sale |
| March 20, 2017 | Timberline | Common Stock | 1,091 | $ 11.40 | open market sale |
| March 20, 2017 | Timberline | Common Stock | 434 | $ 11.45 | open market sale |
| March 20, 2017 | Timberline | Common Stock | 1,091 | $ 11.46 | open market sale |
| March 20, 2017 | Kicking Horse | Common Stock | 845 | $ 11.40 | open market sale |
| March 20, 2017 | Kicking Horse | Common Stock | 337 | $ 11.45 | open market sale |
| March 20, 2017 | Kicking Horse | Common Stock | 846 | $ 11.46 | open market sale |
| March 20, 2017 | COF | Common Stock | 6,403 | $ 11.40 | open market sale |
| March 20, 2017 | COF | Common Stock | 2,548 | $ 11.45 | open market sale |
| March 20, 2017 | COF | Common Stock | 6,403 | $ 11.46 | open market sale |
| March 20, 2017 | Distressed | Common Stock | 1,187 | $ 11.40 | open market sale |
| March 20, 2017 | Distressed | Common Stock | 472 | $ 11.45 | open market sale |
| March 20, 2017 | Distressed | Common Stock | 1,186 | $ 11.46 | open market sale |
| March 20, 2017 | Montenvers | Common Stock | 2,275 | $ 11.40 | open market sale |
| March 20, 2017 | Montenvers | Common Stock | 905 | $ 11.45 | open market sale |
| March 20, 2017 | Montenvers | Common Stock | 2,275 | $ 11.46 | open market sale |
| March 20, 2017 | Strategic Credit | Common Stock | 888 | $ 11.40 | open market sale |
| March 20, 2017 | Strategic Credit | Common Stock | 355 | $ 11.45 | open market sale |
| March 20, 2017 | Strategic Credit | Common Stock | 888 | $ 11.46 | open market sale |
| March 20, 2017 | BMST | Common Stock | 1,630 | $ 11.40 | open market sale |
| March 20, 2017 | BMST | Common Stock | 648 | $ 11.45 | open market sale |
| March 20, 2017 | BMST | Common Stock | 1,630 | $ 11.46 | open market sale |
| April 21, 2017 | Credit Alternatives | Common Stock | 486,837 | $ 10.75 | private sale |
| April 21, 2017 | Guadalupe | Common Stock | 31,156 | $ 10.75 | private sale |
| April 21, 2017 | Timberline | Common Stock | 52,922 | $ 10.75 | private sale |
| April 21, 2017 | Kicking Horse | Common Stock | 41,009 | $ 10.75 | private sale |
| April 21, 2017 | COF | Common Stock | 310,484 | $ 10.75 | private sale |
| April 21, 2017 | Distressed | Common Stock | 57,540 | $ 10.75 | private sale |
| April 21, 2017 | Montenvers | Common Stock | 110,312 | $ 10.75 | private sale |
| April 21, 2017 | Strategic Credit | Common Stock | 43,109 | $ 10.75 | private sale |
| April 21, 2017 | BMST | Common Stock | 79,048 | $ 10.75 | private sale |
| April 26, 2017 | Credit Alternatives | Common Stock | 536,349 | $ 10.75 | private sale |
| April 26, 2017 | Guadalupe | Common Stock | 34,324 | $ 10.75 | private sale |
| April 26, 2017 | Timberline | Common Stock | 58,299 | $ 10.75 | private sale |
| April 26, 2017 | Kicking Horse | Common Stock | 45,178 | $ 10.75 | private sale |
| April 26, 2017 | COF | Common Stock | 342,059 | $ 10.75 | private sale |
| April 26, 2017 | Distressed | Common Stock | 63,389 | $ 10.75 | private sale |
| April 26, 2017 | Montenvers | Common Stock | 121,530 | $ 10.75 | private sale |
| April 26, 2017 | Strategic Credit | Common Stock | 47,491 | $ 10.75 | private sale |
| April 26, 2017 | BMST | Common Stock | 87,087 | $ 10.75 | private sale |
No other Reporting Person effected any transactions in any securities of the Issuer.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
Item 6 of the Schedule 13D is hereby amended by adding the following:
Pursuant to a Purchase and Sale Agreement dated April 26, 2017 (the CFA-Karfunkel PSA ), on April 26, 2017, the BlueMountain Funds sold 1,335,706 shares of Common Stock for an aggregate purchase price of $14,358,839.50.
The summary of the CFA-Karfunkel PSA set forth above does not purport to be complete and is qualified in its entirety by reference to the text of the CFA-Karfunkel PSA, a copy of which is being filed as Exhibit 10 hereto and is incorporated herein by reference.
Item 7. Material to be Filed as Exhibits.
The following shall be added to the end of Item 7:
Purchase and Sale Agreement by the BlueMountain Funds, Chesed Foundation of America and George Karfunkel dated April 26, 2017, attached as Exhibit 10 hereto.
Joint Filing Agreement dated April 27, 2017, attached as Exhibit 11 hereto.
SIGNATURES
After reasonable inquiry and to the best knowledge and belief of the undersigned, the undersigned certifies that the information set forth in this statement with respect to the undersigned is true, complete and correct.
Date: April 27, 2017
| BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC | |
|---|---|
| By: | /s/ ERIC M. ALBERT |
| Name: | Eric M. Albert, Chief Compliance Officer |
| BLUEMOUNTAIN GP HOLDINGS, LLC | |
| By: | /s/ ERIC M. ALBERT |
| Name: | Eric M. Albert, Chief Compliance Officer |
| BLUE MOUNTAIN CREDIT GP, LLC | |
| BY: BLUEMOUNTAIN GP HOLDINGS, LLC | |
| By: | /s/ ERIC M. ALBERT |
| Name: | Eric M. Albert, Chief Compliance Officer |
| BLUE MOUNTAIN CA MASTER FUND GP, LTD. | |
| By: | /s/ ANDREW FELDSTEIN |
| Name: | Andrew Feldstein, Director |
| BLUE MOUNTAIN CREDIT ALTERNATIVES MASTER FUND L.P. BY: BLUE MOUNTAIN CA MASTER FUND GP, LTD. | |
| By: | /s/ ANDREW FELDSTEIN |
| Name: | Andrew Feldstein, Director |
| BLUEMOUNTAIN LONG/SHORT CREDIT GP, LLC | |
| BY: BLUEMOUNTAIN GP HOLDINGS, LLC | |
| By: | /s/ ERIC M. ALBERT |
| Name: | Eric M. Albert, Chief Compliance Officer |
| BLUEMOUNTAIN GUADALUPE PEAK FUND L.P. | |
| BY: BLUEMOUNTAIN LONG/SHORT CREDIT GP, LLC | |
| BY: BLUEMOUNTAIN GP HOLDINGS, LLC | |
| By: | /s/ ERIC M. ALBERT |
| Name: | Eric M. Albert, Chief Compliance Officer |
| BLUEMOUNTAIN TIMBERLINE LTD. | |
|---|---|
| By: | /s/ ANDREW FELDSTEIN |
| Name: | Andrew Feldstein, Director |
| BLUEMOUNTAIN KICKING HORSE FUND GP, LLC | |
| BY: BLUEMOUNTAIN GP HOLDINGS, LLC | |
| By: | /s/ ERIC M. ALBERT |
| Name: | Eric M. Albert, Chief Compliance Officer |
| BLUEMOUNTAIN KICKING HORSE FUND L.P. | |
| BY: BLUEMOUNTAIN KICKING HORSE FUND GP, LLC | |
| BY: BLUEMOUNTAIN GP HOLDINGS, LLC | |
| By: | /s/ ERIC M. ALBERT |
| Name: | Eric M. Albert, Chief Compliance Officer |
| BLUEMOUNTAIN CREDIT OPPORTUNITIES GP I, LLC | |
| BY: BLUEMOUNTAIN GP HOLDINGS, LLC | |
| By: | /s/ ERIC M. ALBERT |
| Name: | Eric M. Albert, Chief Compliance Officer |
| BLUEMOUNTAIN CREDIT OPPORTUNITIES MASTER FUND I L.P. | |
| BY: BLUEMOUNTAIN CREDIT OPPORTUNITIES GP I, LLC | |
| BY: BLUEMOUNTAIN GP HOLDINGS, LLC | |
| By: | /s/ ERIC M. ALBERT |
| Name: | Eric M. Albert, Chief Compliance Officer |
| BLUEMOUNTAIN DISTRESSED GP, LLC | |
| BY: BLUEMOUNTAIN GP HOLDINGS, LLC | |
| By: | /s/ ERIC M. ALBERT |
| Name: | Eric M. Albert, Chief Compliance Officer |
| BLUEMOUNTAIN DISTRESSED MASTER FUND L.P. | |
| BY: BLUEMOUNTAIN DISTRESSED GP, LLC | |
| BY: BLUEMOUNTAIN GP HOLDINGS, LLC | |
| By: | /s/ ERIC M. ALBERT |
| Name: | Eric M. Albert, Chief Compliance Officer |
| BLUEMOUNTAIN MONTENVERS GP S.à r.l. | |
| By: | /s/ ERIC M. ALBERT |
| Name: | Eric M. Albert, Chief Compliance Officer |
| BLUEMOUNTAIN MONTENVERS MASTER FUND SCA SICAV-SIF | |
|---|---|
| BY: BLUEMOUNTAIN MONTENVERS GP S.à r.l. | |
| By: | /s/ ERIC M. ALBERT |
| Name: | Eric M. Albert, Chief Compliance Officer |
| BLUEMOUNTAIN STRATEGIC CREDIT GP, LLC | |
| BY: BLUEMOUNTAIN GP HOLDINGS, LLC | |
| By: | /s/ ERIC M. ALBERT |
| Name: | Eric M. Albert, Chief Compliance Officer |
| BLUEMOUNTAIN STRATEGIC CREDIT MASTER FUND L.P. | |
| BY: BLUEMOUNTAIN STRATEGIC CREDIT GP, LLC | |
| BY: BLUEMOUNTAIN GP HOLDINGS, LLC | |
| By: | /s/ ERIC M. ALBERT |
| Name: | Eric M. Albert, Chief Compliance Officer |
| BLUEMOUNTAIN SUMMIT OPPORTUNITIES GP II, LLC | |
| BY: BLUEMOUNTAIN GP HOLDINGS, LLC | |
| By: | /s/ ERIC M. ALBERT |
| Name: | Eric M. Albert, Chief Compliance Officer |
| BLUEMOUNTAIN SUMMIT TRADING L.P. | |
| BY: BLUEMOUNTAIN SUMMIT OPPORTUNITIES GP II, LLC | |
| BY: BLUEMOUNTAIN GP HOLDINGS, LLC | |
| By: | /s/ ERIC M. ALBERT |
| Name: | Eric M. Albert, Chief Compliance Officer |
The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of the filing person), evidence of the representatives authority to sign on behalf of such person shall be filed with the statement; provided, however , that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001)
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