SEC Form 3 · accession 0000905718-15-000855

OUTERWALL INC · OUTR

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Park West Asset Management LLC

10% Owner

Period of report

Oct 15, 2015

Accepted (ET)

Oct 26, 2015 · 4:56 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000941604

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock, $0.001 par value per share^F1,F2,F3	holding	—	—		—	841,916	I	See Footnotes

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Equity Options^F1,F2,F3	$125.00	holding	—	—	—	Oct 15, 2015	Oct 16, 2015	Common Stock, $0.001 par value per share	600,000	—	I
Equity Options^F1,F2,F3	$70.00	holding	—	—	—	Oct 15, 2015	Jan 15, 2016	Common Stock, $0.001 par value per share	500,000	—	I

Explanation of responses

F1Park West Asset Management LLC ("PWAM") is the investment manager to Park West Investors Master Fund, Limited, a Cayman Islands exempted company ("PWIMF"), and Park West Partners International, Limited, a Cayman Islands exempted company ("PWPI" and, collectively with PWIMF, the "PW Funds"), Peter S. Park ("Mr. Park") is the sole member and manager of PWAM (the "Reporting Person").
F2On October 15, 2015, the date of the event which requires the filing of this statement (the "Reporting Date"), PWIMF held (i) 741,638 shares of common stock, par value $0.001 per share ("Common Stock"), and (ii) options to purchase 969,900 shares of Common Stock exercisable within sixty days of the Reporting Date and PWPI held (i) 100,278 shares of Common Stock and (ii) options to purchase 130,100 shares of Common Stock exercisable within sixty days of the Reporting Date, and thus the Reporting Person and Mr. Park may be deemed to beneficially own (i) 841,916 shares of Common Stock and (ii) options to purchase 1,100,000 shares of Common Stock exercisable within sixty days of the Reporting Date held in the aggregate by the PW Funds.
F3As a result of the foregoing, for purposes of Reg. Section 240.13d-3, the Reporting Person and Mr. Park may be deemed to beneficially own 841,916 shares of Common Stock and options to purchase 1,100,000 shares of Common Stock exercisable within sixty days of the Reporting Date, or 10.1% of the shares of Common Stock deemed to be issued and outstanding as of the Reporting Date.

Remarks

The Common Stock and options to purchase Common Stock reported herein represent securities (the "Securities") held by the PW Funds. Pursuant to Reg. Section 240.16a-1(a)(2), the Reporting Person's and Mr. Park's beneficial ownership is limited to their pecuniary interest, if any, in such Securities.