0001181431-13-060396.txt : 20131122 0001181431-13-060396.hdr.sgml : 20131122 20131122194136 ACCESSION NUMBER: 0001181431-13-060396 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 6 CONFORMED PERIOD OF REPORT: 20131121 FILED AS OF DATE: 20131122 DATE AS OF CHANGE: 20131122 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Enphase Energy, Inc. CENTRAL INDEX KEY: 0001463101 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 204645388 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1420 NORTH MCDOWELL BLVD. CITY: PETALUMA STATE: CA ZIP: 94954 BUSINESS PHONE: (707) 763-4784 MAIL ADDRESS: STREET 1: 1420 NORTH MCDOWELL BLVD. CITY: PETALUMA STATE: CA ZIP: 94954 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Third Point Ultra Master Fund L.P. CENTRAL INDEX KEY: 0001546187 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35480 FILM NUMBER: 131239398 BUSINESS ADDRESS: STREET 1: INTERNATIONAL FUND SERVICES IRELAND LTD. STREET 2: 78 SIR JOHN ROGERSON'S QUAY CITY: DUBLIN STATE: L2 ZIP: 2 BUSINESS PHONE: 212-715-3880 MAIL ADDRESS: STREET 1: INTERNATIONAL FUND SERVICES IRELAND LTD. STREET 2: 78 SIR JOHN ROGERSON'S QUAY CITY: DUBLIN STATE: L2 ZIP: 2 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: THIRD POINT PARTNERS QUALIFIED L P CENTRAL INDEX KEY: 0001341499 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35480 FILM NUMBER: 131239399 BUSINESS ADDRESS: STREET 1: 390 PARK AVE 18TH FL CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-407-6280 MAIL ADDRESS: STREET 1: 390 PARK AVE 18TH FL CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Third Point Offshore Master Fund, L.P. CENTRAL INDEX KEY: 0001453151 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35480 FILM NUMBER: 131239401 BUSINESS ADDRESS: STREET 1: C/O WALKERS SPV LIMITED, WALKER HOUSE STREET 2: 87 MARY STREET CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-9002 BUSINESS PHONE: 212-224-7400 MAIL ADDRESS: STREET 1: 390 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Third Point LLC CENTRAL INDEX KEY: 0001040273 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35480 FILM NUMBER: 131239402 BUSINESS ADDRESS: STREET 1: 375 PARK AVENUE STREET 2: 21ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10152 BUSINESS PHONE: 2122247400 MAIL ADDRESS: STREET 1: 375 PARK AVENUE STREET 2: 21ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10152 FORMER NAME: FORMER CONFORMED NAME: THIRD POINT MANAGEMENT CO LLC DATE OF NAME CHANGE: 19970602 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Loeb Daniel S CENTRAL INDEX KEY: 0001300345 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35480 FILM NUMBER: 131239403 MAIL ADDRESS: STREET 1: THIRD POINT MANAGEMENT COMPANY L.L.C. STREET 2: 360 MADISON AVENUE, 24TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: THIRD POINT PARTNERS LP CENTRAL INDEX KEY: 0001403112 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35480 FILM NUMBER: 131239400 BUSINESS ADDRESS: STREET 1: 390 PARK AVENUE STREET 2: 18TH FL CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-224-7400 MAIL ADDRESS: STREET 1: 390 PARK AVENUE STREET 2: 18TH FL CITY: NEW YORK STATE: NY ZIP: 10022 4 1 rrd396125.xml FORM 4 X0306 4 2013-11-21 0 0001463101 Enphase Energy, Inc. ENPH 0001300345 Loeb Daniel S C/O THIRD POINT LLC 390 PARK AVENUE NEW YORK NY 10022 1 0 1 1 See Remarks 0001040273 Third Point LLC 390 PARK AVENUE NEW YORK NY 10022 1 0 1 1 See Remarks 0001453151 Third Point Offshore Master Fund, L.P. C/O THIRD POINT LLC 390 PARK AVENUE NEW YORK NY 10022 1 0 1 1 See Remarks 0001403112 THIRD POINT PARTNERS LP C/O THIRD POINT LLC 390 PARK AVENUE NEW YORK NY 10022 1 0 1 1 See Remarks 0001341499 THIRD POINT PARTNERS QUALIFIED L P C/O THIRD POINT LLC 390 PARK AVENUE NEW YORK NY 10022 1 0 1 1 See Remarks 0001546187 Third Point Ultra Master Fund L.P. C/O THIRD POINT LLC 390 PARK AVENUE NEW YORK NY 10022 1 0 1 1 See Remarks Common Stock, $0.00001 par value 2013-11-21 4 J 0 190100 6.83 A 7448987 I See Footnotes Common Stock, $0.00001 par value 505037 D Represents shares transferred from a managed fund, of which Third Point LLC ("Third Point") acts as the investment manager, to Third Point Ultra Master Fund L.P. ("Ultra"). The transferred shares were not previously reported as part of the Reporting Person's pecuniary interest in reliance on an exemption from the definition of pecuniary interest. Third Point acts as the investment manager of certain funds and managed accounts (the "Funds"), including Third Point Offshore Master Fund L.P. ("Offshore Master"), Third Point Partners L.P. ("Partners"), Third Point Partners Qualified L.P. ("Qualified"), and Ultra. Third Point, as investment manager of the Funds, and Daniel S. Loeb, as Chief Executive Officer of Third Point, each may be deemed to beneficially own the shares of Common Stock into which the securities held by the Funds have converted. (continued in footnote 3) (continued from footnote 2) Each of Third Point and Mr. Loeb disclaims beneficial ownership of any securities reported herein except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that Third Point or Mr. Loeb is the beneficial owner of or has any pecuniary interest in such securities for purposes of Section 16 of the Securities Exchange Act, as amended (the "Act") and the rules promulgated thereunder or for any other purpose. Each of Partners, Qualified, Offshore Master and Ultra hereby disclaims beneficial ownership of any securities reported herein other than those that it directly holds, for purposes of Section 16 of the Act and the rules promulgated thereunder or for any other purpose. * Member of 13(d) group owning more than 10%. Robert Schwartz, who serves as a member of the board of the directors of the Issuer, is a managing partner of Third Point Ventures, an affiliate of Third Point. Mr. Schwartz may be deemed to be a member of a Section 13(d) "group" with Third Point, Mr. Loeb and the Funds. As a result of Mr. Schwartz's appointment to the board of directors of the Issuer by Third Point pursuant to its exercise of a contractual right, Third Point may be considered a director by deputization. Mr. Schwartz has filed a separate Form 3 disclosing his personal holdings of securities of the Issuer. The Power of Attorney granted by Daniel S. Loeb in favor of James P. Gallagher, William Song and Joshua L. Targoff, dated February 9, 2011, was previously filed with the SEC on February 11, 2011 as an exhibit to Amendment No. 99.2 to Schedule 13G filed by Third Point LLC and Daniel S. Loeb with respect to Citadel Broadcasting Corporation and is incorporated herein by reference. Exhibit List 99.1 Joint Filer Information for Third Point LLC 99.2 Joint Filer Information for Third Point Offshore Master Fund L.P. 99.3 Joint Filer Information for Third Point Partners L.P. 99.4 Joint Filer Information for Third Point Partners Qualified L.P. 99.5 Joint Filer Information for Third Point Ultra Master Fund L.P. /s/ William Song, as Attorney-in-Fact for Daniel S. Loeb 2013-11-22 /s/ William Song, as Attorney-in-Fact for Daniel S. Loeb, Chief Executive Officer of Third Point LLC 2013-11-22 /s/ William Song, as Attorney-in-Fact for Daniel. S. Loeb, authorized person of the general partner of Third Point Offshore Master Fund L.P. 2013-11-22 /s/ William Song, as Attorney-in-Fact for Daniel. S. Loeb, authorized person of the general partner of Third Point Partners L.P. 2013-11-22 /s/ William Song, as Attorney-in-Fact for Daniel. S. Loeb, authorized person of the general partner of Third Point Partners Qualified L.P. 2013-11-22 /s/ William Song, as Attorney-in-Fact for Daniel. S. Loeb, authorized person of the general partner of Third Point Ultra Master Fund L.P. 2013-11-22 EX-99.1 2 rrd356451_403899.htm JOINT FILER INFORMATION rrd356451_403899.html 
                                                                    Exhibit 99.1


                              Attachment to Form 4

                             JOINT FILER INFORMATION

Name and Address:                                   Third Point LLC
                                                    390 Park Avenue
                                                    New York, NY  10022

Date of Earliest Reported Transaction:              11/21/2013
Issuer and Ticker Symbol:                           Enphase Energy, Inc. [ENPH]
Relationship of the Issuer:                         10% Owner; Director; Other
                                                    (See Remarks)
Designated Filer:                                   Daniel S. Loeb

TABLE I INFORMATION

Title of Security:                                  Common Stock, $0.00001 par
                                                    value
Transaction Date:                                   11/21/2013
Transaction Code:                                   J (1)
Amount of Securities:                               190,100
Securities Acquired (A) or Disposed of (D):         A (1)
Price of Security:                                  $6.83
Amount of Securities Beneficially
Owned Following Reported
Transactions:                                       7,448,987
Ownership Form:                                     I
Nature of Indirect Beneficial Ownership:            See Footnote (2) (3) on
                                                    Form 4
EX-99.2 3 rrd356451_403900.htm JOINT FILER INFORMATION rrd356451_403900.html 
                                                                    Exhibit 99.2

                              Attachment to Form 4

                             JOINT FILER INFORMATION

Name and Address:                                Third Point Offshore Master
                                                 Fund L.P.
                                                 c/o Third Point LLC
                                                 390 Park Avenue
                                                 New York, NY  10022

Date of Earliest Reported Transaction:           11/21/2013
Issuer and Ticker Symbol:                        Enphase Energy, Inc. [ENPH]
Relationship of the Issuer:                      10% Owner; Director; Other
                                                 (See Remarks)
Designated Filer:                                Daniel S. Loeb
Date of Earliest Reported Transaction:           11/21/2013

TABLE I INFORMATION

Title of Security:                               Common Stock, $0.00001 par
                                                 value
Transaction Date:
Transaction Code:
Amount of Securities:
Securities Acquired (A) or Disposed of (D):
Price of Security:
Amount of Securities Beneficially                4,192,165
Owned Following Reported
Transactions:
Ownership Form:                                  D
Nature of Indirect Beneficial Ownership:
EX-99.3 4 rrd356451_403901.htm JOINT FILER INFORMATION rrd356451_403901.html 
                                                                    Exhibit 99.3

                              Attachment to Form 4

                             JOINT FILER INFORMATION

Name and Address:                             Third Point Partners L.P.
                                              c/o Third Point LLC
                                              390 Park Avenue
                                              New York, NY  10022

Date of Earliest Reported Transaction:        11/21/2013
Issuer and Ticker Symbol:                     Enphase Energy, Inc. [ENPH]
Relationship of the Issuer:                   10% Owner; Director; Other
                                              (See Remarks)
Designated Filer:                             Daniel S. Loeb

TABLE I INFORMATION

Title of Security:                            Common Stock, $0.00001 par value
Transaction Date:
Transaction Code:
Amount of Securities:
Securities Acquired (A) or Disposed of (D):
Price of Security:
Amount of Securities Beneficially
Owned Following Reported
Transactions:                                 514,508
Ownership Form:                               D
Nature of Indirect Beneficial Ownership:
EX-99.4 5 rrd356451_403902.htm JOINT FILER INFORMATION rrd356451_403902.html 
                                                                    Exhibit 99.4

                              Attachment to Form 4

                             JOINT FILER INFORMATION

Name and Address:                              Third Point Partners
                                               Qualified L.P.
                                               c/o Third Point LLC
                                               390 Park Avenue
                                               New York, NY  10022

Date of Earliest Reported Transaction:         11/21/2013
Issuer and Ticker Symbol:                      Enphase Energy, Inc. [ENPH]
Relationship of the Issuer:                    10% Owner; Director; Other
                                               (See Remarks)
Designated Filer:                              Daniel S. Loeb

TABLE I INFORMATION

Title of Security:                             Common Stock, $0.00001 par value
Transaction Date:
Transaction Code:
Amount of Securities:
Securities Acquired (A) or Disposed of (D):
Price of Security:
Amount of Securities Beneficially
Owned Following Reported
Transactions:                                  947,156
Ownership Form:                                D
Nature of Indirect Beneficial Ownership:
EX-99.5 6 rrd356451_403903.htm JOINT FILER INFORMATION rrd356451_403903.html 
                                                                    Exhibit 99.5

                              Attachment to Form 4

                             JOINT FILER INFORMATION

Name and Address:                                   Third Point Ultra Master
                                                    Fund L.P.
                                                    c/o Third Point LLC
                                                    390 Park Avenue
                                                    New York, NY  10022

Date of Earliest Reported Transaction:              11/21/2013
Issuer and Ticker Symbol:                           Enphase Energy, Inc. [ENPH]
Relationship of the Issuer:                         10% Owner; Director; Other
                                                    (See Remarks)
Designated Filer:                                   Daniel S. Loeb

TABLE I INFORMATION

Title of Security:                                  Common Stock, $0.00001 par
                                                    value
Transaction Date:                                   11/21/2013
Transaction Code:                                   J (1)
Amount of Securities:                               190,100
Securities Acquired (A) or Disposed of (D):         A (1)
Price of Security:                                  $6.83
Amount of Securities Beneficially
Owned Following Reported
Transactions:                                       875,258
Ownership Form:                                     D
Nature of Indirect Beneficial Ownership: