SEC Form 4 · accession 0001140361-15-043963
Altisource Asset Management Corp · AAMC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
LCG HOLDINGS LLC
10% Owner
Luxor Capital Group, LP
10% Owner
LUXOR CAPITAL PARTNERS OFFSHORE LTD
10% Owner
Luxor Capital Partners, LP
10% Owner
Luxor Wavefront, LP
10% Owner
Thebes Partners Offshore, Ltd.
10% Owner
Thebes Offshore Master Fund, LP
10% Owner
Period of report
Dec 4, 2015
Accepted (ET)
Dec 8, 2015 · 8:18 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001555074
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common stock, par value $0.01F1,F2,F7 | Dec 4, 2015 | O | 4,842 | — | A | 4,842 | I | See Explanation of Responses |
| Common stock, par value $0.01F1,F2,F7 | Dec 4, 2015 | J | 4,842 | — | D | 0 | I | See Explanation of Responses |
| Common stock, par value $0.01F1,F2,F8 | Dec 7, 2015 | O | 1,206 | — | A | 1,206 | I | See Explanation of Responses |
| Common stock, par value $0.01F1,F2,F8 | Dec 7, 2015 | J | 1,206 | — | D | 0 | I | See Explanation of Responses |
| Common stock, par value $0.01F1,F2,F9 | Dec 7, 2015 | O | 20,000 | — | A | 20,000 | I | See Explanation of Responses |
| Common stock, par value $0.01F1,F2,F9 | Dec 7, 2015 | J | 20,000 | — | D | 0 | I | See Explanation of Responses |
| Common stock, par value $0.01F1,F2,F10 | Dec 8, 2015 | O | 7,000 | — | A | 7,000 | I | See Explanation of Responses |
| Common stock, par value $0.01F1,F2,F10 | Dec 8, 2015 | J | 7,000 | — | D | 0 | I | See Explanation of Responses |
| Common stock, par value $0.01F1,F2,F3 | holding | — | — | — | 145,245 | I | By Luxor Capital Partners, LP | |
| Common stock, par value $0.01F1,F2,F4 | holding | — | — | — | 131,200 | I | By Luxor Capital Partners Offshore Master Fund, LP | |
| Common stock, par value $0.01F1,F2,F5 | holding | — | — | — | 115,077 | I | By Luxor Wavefront, LP | |
| Common stock, par value $0.01F1,F2,F6 | holding | — | — | — | 6,143 | I | By Thebes Offshore Master Fund, LP |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Notional Principal Amount Derivative AgreementF1,F2,F8,F7,F11,F12 | $883.7625 | Dec 4, 2015 | O | 4,842 | D | — | — | Common stock, par value $0.01 | 4,842 | 35,239 | I |
| Notional Principal Amount Derivative AgreementF1,F2,F8,F11,F12 | $878.714 | Dec 7, 2015 | O | 1,206 | D | — | — | Common stock, par value $0.01 | 1,206 | 0 | I |
| Notional Principal Amount Derivative AgreementF1,F2,F9,F11,F12 | $883.7625 | Dec 7, 2015 | O | 20,000 | D | — | — | Common stock, par value $0.01 | 20,000 | 15,239 | I |
| Notional Principal Amount Derivative AgreementF1,F2,F10,F11,F12 | $883.7625 | Dec 8, 2015 | O | 7,000 | D | — | — | Common stock, par value $0.01 | 7,000 | 8,239 | I |
Explanation of responses
- F1This Form 4 is filed jointly by Luxor Capital Group, LP ("Luxor Capital Group"), Luxor Capital Partners, LP ("Onshore Fund"), Luxor Capital Partners Offshore, Ltd. ("Offshore Feeder Fund"), Luxor Wavefront, LP ("Wavefront Fund"), LCG Holdings, LLC ("LCG Holdings"), Luxor Management, LLC ("Luxor Management") and Christian Leone (collectively, the "Reporting Persons").
- F10On December 8, 2015, upon the unwind of an equity swap agreement entered into by and between the Onshore Fund and an unaffiliated third party financial institution, the Onshore Fund paid to such institution an aggregate of $5,653,783.80 in connection with 7,000 of the shares subject to the agreement.
- F11Notional principal amount derivative agreement (the "Derivative Agreement") in the form of cash settled swaps entered into by the Onshore Fund.
- F12The Derivative Agreements provide the Onshore Fund with economic results that are comparable to the economic results of ownership payable on each settlement date applicable to the expiration or earlier termination of such Derivative Agreement, but do not provide the Onshore Fund with the power to vote or direct the voting or dispose of or direct the disposition of the shares of Common Stock that are the subject of the Derivative Agreements (such shares, the "Subject Shares"). The Onshore Fund disclaims beneficial ownership in the Subject Shares. The counterparties to the Derivative Agreements are unaffiliated third party financial institutions.
- F2Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that may be deemed to collectively beneficially own more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his or its pecuniary interest therein.
- F3Shares owned directly by Onshore Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Onshore Fund, may be deemed to beneficially own the shares of Common Stock owned directly by Onshore Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the shares of Common Stock owned directly by Onshore Fund.
- F4Shares owned directly by Luxor Capital Partners Offshore Master Fund, LP ("Offshore Master Fund"). Offshore Feeder Fund, as the owner of a controlling interest in Offshore Master Fund, may be deemed to beneficially own the shares of Common Stock owned directly by Offshore Master Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Offshore Master Fund, may be deemed to beneficially own the shares of Common Stock owned directly by Offshore Master Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the shares of Common Stock owned directly by Offshore Master Fund.
- F5Shares owned directly by Wavefront Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Wavefront Fund, may be deemed to beneficially own the shares of Common Stock owned directly by Wavefront Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the shares of Common Stock owned directly by Wavefront Fund.
- F6Shares owned directly by Thebes Offshore Master Fund, LP ("Thebes Master Fund"). Thebes Feeder Fund, the owner of a controlling interest in, and together with a minority investor, the owner of 100% of the interests in Thebes Master Fund, may be deemed to beneficially own the shares of Common Stock owned directly by Thebes Master Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Thebes Master Fund, may be deemed to beneficially own the shares of Common Stock owned directly by Thebes Master Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the shares of Common Stock owned directly by Thebes Master Fund.
- F7On December 4, 2015, upon the unwind of an equity swap agreement entered into by and between the Onshore Fund and an unaffiliated third party financial institution, the Onshore Fund paid to such institution an aggregate of $4,887,961.60 in connection with 4,842 of the shares subject to the agreement.
- F8On December 7, 2015, upon the unwind of an equity swap agreement entered into by and between the Onshore Fund and an unaffiliated third party financial institution, the Onshore Fund paid to such institution an aggregate of $1,044,248.98 in connection with 1,206 of the shares subject to the agreement.
- F9On December 7, 2015, upon the unwind of an equity swap agreement entered into by and between the Onshore Fund and an unaffiliated third party financial institution, the Onshore Fund paid to such institution an aggregate of $17,828,929.90 in connection with 20,000 of the shares subject to the agreement.