0000902664-15-004497.txt : 20151211 0000902664-15-004497.hdr.sgml : 20151211 20151211163920 ACCESSION NUMBER: 0000902664-15-004497 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20151211 DATE AS OF CHANGE: 20151211 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BMC STOCK HOLDINGS, INC. CENTRAL INDEX KEY: 0001574815 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-LUMBER & OTHER BUILDING MATERIALS DEALERS [5211] IRS NUMBER: 264687975 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-87946 FILM NUMBER: 151283669 BUSINESS ADDRESS: STREET 1: 980 HAMMOND DRIVE NE, SUITE 500 CITY: ATLANTA STATE: GA ZIP: 30328 BUSINESS PHONE: 678-222-1219 MAIL ADDRESS: STREET 1: 980 HAMMOND DRIVE NE, SUITE 500 CITY: ATLANTA STATE: GA ZIP: 30328 FORMER COMPANY: FORMER CONFORMED NAME: STOCK BUILDING SUPPLY HOLDINGS, INC. DATE OF NAME CHANGE: 20130506 FORMER COMPANY: FORMER CONFORMED NAME: SATURN ACQUISITION HOLDINGS, LLC DATE OF NAME CHANGE: 20130419 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DAVIDSON KEMPNER PARTNERS CENTRAL INDEX KEY: 0000928549 IRS NUMBER: 133393346 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: C/O MHD MANAGEMENT CO. STREET 2: 520 MADISON AVENUE, 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 446-4000 MAIL ADDRESS: STREET 1: C/O MHD MANAGEMENT CO. STREET 2: 520 MADISON AVENUE, 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G 1 p15-2305sc13g.htm DAVIDSON KEMPNER PARTNERS

 

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G
 
Under the Securities Exchange Act of 1934
(Amendment No. __)*
 

BMC Stock Holdings, Inc.

(Name of Issuer)
 

Common Stock, par value $0.01 per share

(Title of Class of Securities)
 

05591B109

(CUSIP Number)
 

December 1, 2015

(Date of Event Which Requires Filing of This Statement)
 
 
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
¨ Rule 13d-1(b)
ý Rule 13d-1(c)
¨ Rule 13d-1(d)
 
(Page 1 of 22 Pages)

 

______________________________

*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 the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

CUSIP No. 05591B10913GPage 2 of 22 Pages
 

 

1

NAME OF REPORTING PERSON

M. H. Davidson & Co.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

New York

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

72,763

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

72,763

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

72,763

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.11%

12

TYPE OF REPORTING PERSON

PN

         

 

CUSIP No. 05591B10913GPage 3 of 22 Pages
 

 

1

NAME OF REPORTING PERSON

Davidson Kempner Partners

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

New York

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

421,838

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

421,838

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

421,838

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.65%

12

TYPE OF REPORTING PERSON

PN

         

 

 

CUSIP No. 05591B10913GPage 4 of 22 Pages
 

 

1

NAME OF REPORTING PERSON

Davidson Kempner Institutional Partners, L.P.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

982,535

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

982,535

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

982,535

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

1.50%

12

TYPE OF REPORTING PERSON

PN

         

 

 

CUSIP No. 05591B10913GPage 5 of 22 Pages
 

 

1

NAME OF REPORTING PERSON

Davidson Kempner International, Ltd.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

British Virgin Islands

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

1,067,216

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

1,067,216

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,067,216

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

1.63%

12

TYPE OF REPORTING PERSON

CO

         

 

 

CUSIP No. 05591B10913GPage 6 of 22 Pages
 

 

1

NAME OF REPORTING PERSON

Davidson Kempner Distressed Opportunities Fund LP

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

1,754,016

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

1,754,016

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,754,016

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

2.68%

12

TYPE OF REPORTING PERSON

PN

         

 

CUSIP No. 05591B10913GPage 7 of 22 Pages
 

 

1

NAME OF REPORTING PERSON

Davidson Kempner Distressed Opportunities International Ltd.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

3,177,341

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

3,177,341

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

3,177,341

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

4.86%

12

TYPE OF REPORTING PERSON

CO

         

 

CUSIP No. 05591B10913GPage 8 of 22 Pages
 

 

1

NAME OF REPORTING PERSON

Davidson Kempner Long-Term Distressed Opportunities Fund LP

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

292,432

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

292,432

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

292,432

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.45%

12

TYPE OF REPORTING PERSON

PN

         

 

CUSIP No. 05591B10913GPage 9 of 22 Pages
 

 

1

NAME OF REPORTING PERSON

Davidson Kempner Long-Term Distressed Opportunities International Master Fund LP

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Cayman Islands

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

799,140

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

799,140

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

799,140

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

1.22%

12

TYPE OF REPORTING PERSON

PN

         

 

CUSIP No. 05591B10913GPage 10 of 22 Pages
 

 

1

NAME OF REPORTING PERSON

Davidson Kempner Long-Term Distressed Opportunities Fund II LP

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

871,100

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

871,100

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

871,100

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

1.33%

12

TYPE OF REPORTING PERSON

PN

         

 

CUSIP No. 05591B10913GPage 11 of 22 Pages
 

 

1

NAME OF REPORTING PERSON

Davidson Kempner Long-Term Distressed Opportunities International Master Fund II LP

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Cayman Islands

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

1,475,612

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

1,475,612

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,475,612

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

2.26%

12

TYPE OF REPORTING PERSON

PN

         

 

CUSIP No. 05591B10913GPage 12 of 22 Pages
 

 

1

NAME OF REPORTING PERSON

Davidson Kempner Capital Management LP

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

10,913,993

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

10,913,993

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10,913,993

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

16.70%

12

TYPE OF REPORTING PERSON

PN

         

 

 

CUSIP No. 05591B10913GPage 13 of 22 Pages
 

 

1

NAME OF REPORTING PERSON

Thomas L. Kempner, Jr.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

10,913,993

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

10,913,993

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10,913,993

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

16.70%

12

TYPE OF REPORTING PERSON

IN

         

 

 

CUSIP No. 05591B10913GPage 14 of 22 Pages
 

 

1

NAME OF REPORTING PERSON

Anthony A. Yoseloff

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

10,913,993

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

10,913,993

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10,913,993

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

16.70%

12

TYPE OF REPORTING PERSON

IN

         

 

CUSIP No. 05591B10913GPage 15 of 22 Pages
 

 

1

NAME OF REPORTING PERSON

Conor Bastable

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

10,913,993

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

10,913,993

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10,913,993

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

16.70%

12

TYPE OF REPORTING PERSON

IN

         

 

 

CUSIP No. 05591B10913GPage 16 of 22 Pages
 

 

1

NAME OF REPORTING PERSON

Avram Z. Friedman

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

10,913,993

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

10,913,993

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10,913,993

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

16.70%

12

TYPE OF REPORTING PERSON

IN

         

 

CUSIP No. 05591B10913GPage 17 of 22 Pages
 

 

Item 1(a). NAME OF ISSUER
   
  BMC Stock Holdings, Inc. (the "Issuer").

 

Item 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
   
  Two Lakeside Commons, 980 Hammond Drive NE, Suite 500, Atlanta, GA 30328.

 

Item 2(a). NAME OF PERSON FILING
   
  This Statement is filed by each of the entities and persons listed below, all of whom together are referred to herein as the "Reporting Persons":
     
  (i) M. H. Davidson & Co., a New York limited partnership ("CO"). M.H. Davidson & Co. GP, L.L.C., a Delaware limited liability company, is the general partner of CO. DKCM (as defined below) is responsible for the voting and investment decisions of CO;
     
  (ii) Davidson Kempner Partners, a New York limited partnership ("DKP"). MHD Management Co., a New York limited partnership ("MHD"), is the general partner of DKP and MHD Management Co. GP, L.L.C., a Delaware limited liability company, is the general partner of MHD.  DKCM is responsible for the voting and investment decisions of DKP;
     
  (iii) Davidson Kempner Institutional Partners, L.P., a Delaware limited partnership ("DKIP"). Davidson Kempner Advisers Inc., a New York corporation, is the general partner of DKIP. DKCM is responsible for the voting and investment decisions of DKIP;
     
  (iv) Davidson Kempner International, Ltd., a British Virgin Islands business company ("DKIL").  DKCM is the investment manager of DKIL and is responsible for the voting and investment decisions of DKIL;
     
  (v) Davidson Kempner Distressed Opportunities Fund LP, a Delaware limited partnership ("DKDOF").  DK Group LLC, a Delaware limited liability company, is the general partner of DKDOF.  DKCM is responsible for the voting and investment decisions of DKDOF;
     
  (vi) Davidson Kempner Distressed Opportunities International Ltd., a Cayman Islands exempted company ("DKDOI").  DK Management Partners LP, a Delaware limited partnership, is the investment manager of DKDOI.  DKCM is responsible for the voting and investment decisions of DKDOI;
     
  (vii) Davidson Kempner Long-Term Distressed Opportunities Fund LP, a Delaware limited partnership ("DKLTDO").  Davidson Kempner Long-Term Distressed Opportunities GP LLC, a Delaware limited liability company ("DKLTDOGP"), is the general partner of DKLTDO.  DKCM is responsible for the voting and investment decisions of DKLTDO;

 

 

CUSIP No. 05591B10913GPage 18 of 22 Pages
 

 

  (viii) Davidson Kempner Long-Term Distressed Opportunities International Master Fund LP, a Cayman Islands limited partnership ("DKLTDI").  DKLTDOGP is the general partner of DKLTDO.  DKCM is responsible for the voting and investment decisions of DKLTDI;
     
  (ix) Davidson Kempner Long-Term Distressed Opportunities Fund II LP, a Delaware limited partnership ("DKLTDO II").  Davidson Kempner Long-Term Distressed Opportunities GP II LLC, a Delaware limited liability company ("DKLTDOGP II"), is the general partner of DKLTDO II.  DKCM is responsible for the voting and investment decisions of DKLTDO II;
     
  (x) Davidson Kempner Long-Term Distressed Opportunities International Master Fund II LP, a Cayman Islands limited partnership ("DKLTDI II").  DKLTDOGP II is the general partner of DKLTDI II.  DKCM is responsible for the voting and investment decisions of DKLTDI II;
     
  (xi) Davidson Kempner Capital Management LP, a Delaware limited partnership and a registered investment adviser with the U.S. Securities and Exchange Commission, acts as investment manager to each of CO, DKP, DKIP, DKIL, DKDOF, DKDOI, DKLTDO, DKLTDI, DKLTDO II and DKLTDI II ("DKCM") either directly or by virtue of a sub-advisory agreement with the investment manager of the relevant fund. DKCM GP LLC, a Delaware limited liability company, is the general partner of DKCM.  The managing members of DKCM are Messrs. Thomas L. Kempner, Jr., Timothy I. Levart, Robert J. Brivio, Jr., Eric P. Epstein, Anthony A. Yoseloff, Avram Z. Friedman, Conor Bastable, Morgan P. Blackwell, Shulamit Leviant, Patrick W. Dennis and Gabriel T. Schwartz; and
     
  (xii) Messrs. Thomas L. Kempner, Jr., Anthony A. Yoseloff, Conor Bastable and Avram Z. Friedman through DKCM, are responsible for the voting and investment decisions relating to the securities held by CO, DKP, DKIP, DKIL, DKDOF, DKDOI, DKLTDO, DKLTDI, DKLTDO II and DKLTDI II reported herein.  

 

Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
   
  The address of the principal business office of each of the Reporting Persons is c/o Davidson Kempner Capital Management LP, 520 Madison Avenue, 30th Floor, New York, New York 10022.

 

Item 2(c). CITIZENSHIP
   
  (i) CO – a New York limited partnership
   
  (ii) DKP – a New York limited partnership
   
  (iii) DKIP – a Delaware limited partnership
   
  (iv) DKIL – a British Virgin Islands business company

 

 

CUSIP No. 05591B10913GPage 19 of 22 Pages
 

  (v) DKDOF – a Delaware limited partnership
   
  (vi) DKDOI – a Cayman Islands exempted company
   
  (vii) DKLTDO – a Delaware limited partnership
   
  (viii) DKLTDI – a Cayman Islands limited partnership
   
  (ix) DKLTDO II – a Delaware limited partnership
   
  (x) DKLTDI II – a Cayman Islands limited partnership
   
  (xi) DKCM – a Delaware limited partnership
   
  (xii) Messrs. Thomas L. Kempner, Jr. and Robert J. Brivio, Jr. – United States

 

Item 2(d). TITLE OF CLASS OF SECURITIES
   
  Common Stock, par value $0.01 per share (the "Ordinary Shares")

 

Item 2(e). CUSIP NUMBER
   
  05591B109

 

Item 3. IF THIS STATEMENT IS FILED PURSUANT TO Rules 13d-1(b), OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:

 

  (a) ¨ Broker or dealer registered under Section 15 of the Act;
  (b) ¨ Bank as defined in Section 3(a)(6) of the Act;
  (c) ¨ Insurance company as defined in Section 3(a)(19) of the Act;
  (d) ¨ Investment company registered under Section 8 of the Investment Company Act of 1940;
  (e) ¨ An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
  (f) ¨

An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

 

  (g) ¨ A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
  (h) ¨

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

 

  (i) ¨

A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;

 

CUSIP No. 05591B10913GPage 20 of 22 Pages
 

  (j) ¨ A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
  (k) ¨ Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

  If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please
  specify the type of institution:    

 

Item 4. OWNERSHIP
   
  The information required by Items 4(a) – (c)  is set forth in Rows (5) – (11) of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person.
   
  The percentages used in this Schedule 13G are calculated based upon an aggregate of 65,335,544 shares of Common Stock currently outstanding, as the Reporting Persons were informed by the Company.

 

Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
   
  Not applicable.

 

Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
   
  Not applicable.

 

Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON
   
  Not applicable.

 

Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
   
  Not applicable.

 

Item 9. NOTICE OF DISSOLUTION OF GROUP
   
  Not applicable.

 

Item 10. CERTIFICATION

 

  Each of the Reporting Persons hereby makes the following certification:
   
  By signing below each Reporting Person certifies that, to the best of his or its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 

CUSIP No. 05591B10913GPage 21 of 22 Pages
 

SIGNATURES

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

DATE: December 11, 2015

  m.h. davidson & Co.
  By: M.H. Davidson & Co. GP, L.L.C.,
  its General Partner
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  davidson kempner partners
  By: MHD Management Co.,
  its General Partner
   
  By: MHD Management Co. GP, L.L.C.,
  its General Partner
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  DAVIDSON KEMPNER institutional partners, L.P.
  By: Davidson Kempner Advisers Inc.,
  its General Partner
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    President
   
  davidson kempner international, ltd.
  By: Davidson Kempner Capital Management LP,
  its Investment Manager
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  DAVIDSON KEMPNER DISTRESSED OPPORTUNITIES FUND LP
  By: DK Group LLC,
  its General Partner
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member

 

   
 

  DAVIDSON KEMPNER DISTRESSED OPPORTUNITIES INTERNATIONAL LTD.
  By: DK Management Partners LP,
  its Investment Manager
   
  By: DK Stillwater GP LLC,
  its General Partner
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  DAVIDSON KEMPNER LONG-TERM DISTRESSED OPPORTUNITIES FUND LP
  By: Davidson Kempner Long-Term Distressed Opportunities GP LLC, its General Partner
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  DAVIDSON KEMPNER LONG-TERM DISTRESSED OPPORTUNITIES INTERNATIONAL MASTER FUND LP
  By: Davidson Kempner Long-Term Distressed Opportunities GP LLC, its General Partner
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  DAVIDSON KEMPNER LONG-TERM DISTRESSED OPPORTUNITIES FUND II LP
  By: Davidson Kempner Long-Term Distressed Opportunities GP II LLC, its General Partner
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  DAVIDSON KEMPNER LONG-TERM DISTRESSED OPPORTUNITIES INTERNATIONAL MASTER FUND II LP
  By: Davidson Kempner Long-Term Distressed Opportunities GP II LLC, its General Partner
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member

 

   
 

   
  davidson kempner CAPITAL MANAGEMENT LP
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  /s/ Thomas L. Kempner, Jr.
  THOMAS L. KEMPNER, JR.
   
  /s/ Anthony A. Yoseloff
  ANTHONY A. YOSELOFF
   
  /s/ Avram Z. Friedman
  AVRAM Z. FRIEDMAN
   
  /s/ Conor Bastable
  CONOR BASTABLE

 

CUSIP No. 05591B10913GPage 22 of 22 Pages
 

JOINT FILING AGREEMENT
PURSUANT TO RULE 13d-1(k)

The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

DATE: December 11, 2015

  m.h. davidson & Co.
  By: M.H. Davidson & Co. GP, L.L.C.,
  its General Partner
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  davidson kempner partners
  By: MHD Management Co.,
  its General Partner
   
  By: MHD Management Co. GP, L.L.C.,
  its General Partner
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  DAVIDSON KEMPNER institutional partners, L.P.
  By: Davidson Kempner Advisers Inc.,
  its General Partner
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    President
   
  davidson kempner international, ltd.
  By: Davidson Kempner Capital Management LP,
  its Investment Manager
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member

 

   
 

   
  DAVIDSON KEMPNER DISTRESSED OPPORTUNITIES FUND LP
  By: DK Group LLC,
  its General Partner
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  DAVIDSON KEMPNER DISTRESSED OPPORTUNITIES INTERNATIONAL LTD.
  By: DK Management Partners LP,
  its Investment Manager
   
  By: DK Stillwater GP LLC,
  its General Partner
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  DAVIDSON KEMPNER LONG-TERM DISTRESSED OPPORTUNITIES FUND LP
  By: Davidson Kempner Long-Term Distressed Opportunities GP LLC, its General Partner
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  DAVIDSON KEMPNER LONG-TERM DISTRESSED OPPORTUNITIES INTERNATIONAL MASTER FUND LP
  By: Davidson Kempner Long-Term Distressed Opportunities GP LLC, its General Partner
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  DAVIDSON KEMPNER LONG-TERM DISTRESSED OPPORTUNITIES FUND II LP
  By: Davidson Kempner Long-Term Distressed Opportunities GP II LLC, its General Partner
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member

 

   
 

   
  DAVIDSON KEMPNER LONG-TERM DISTRESSED OPPORTUNITIES INTERNATIONAL MASTER FUND II LP
  By: Davidson Kempner Long-Term Distressed Opportunities GP II LLC, its General Partner
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  davidson kempner CAPITAL MANAGEMENT LP
   
  /s/ Thomas L. Kempner, Jr.
  Name:  Thomas L. Kempner, Jr.
  Title:    Executive Managing Member
   
  /s/ Thomas L. Kempner, Jr.
  THOMAS L. KEMPNER, JR.
   
  /s/ Anthony A. Yoseloff
  ANTHONY A. YOSELOFF
   
  /s/ Avram Z. Friedman
  AVRAM Z. FRIEDMAN
   
  /s/ Conor Bastable
  CONOR BASTABLE