0000921895-18-000577.txt : 20180213 0000921895-18-000577.hdr.sgml : 20180213 20180213190509 ACCESSION NUMBER: 0000921895-18-000577 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180209 FILED AS OF DATE: 20180213 DATE AS OF CHANGE: 20180213 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Perelman Vadim CENTRAL INDEX KEY: 0001489810 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13417 FILM NUMBER: 18606037 MAIL ADDRESS: STREET 1: 1875 CENTURY PARK EAST STREET 2: SUITE 700 CITY: LOS ANGELES STATE: CA ZIP: 90067 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Baker Street Capital Management, LLC CENTRAL INDEX KEY: 0001488207 STATE OF INCORPORATION: CA FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13417 FILM NUMBER: 18606036 BUSINESS ADDRESS: STREET 1: 1875 CENTURY PARK EAST STREET 2: SUITE 700 CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 310-246-0345 MAIL ADDRESS: STREET 1: 1875 CENTURY PARK EAST STREET 2: SUITE 700 CITY: LOS ANGELES STATE: CA ZIP: 90067 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Baker Street Capital GP, LLC CENTRAL INDEX KEY: 0001599711 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13417 FILM NUMBER: 18606035 BUSINESS ADDRESS: STREET 1: 1875 CENTURY PARK EAST, SUITE 700 CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 310-246-0345 MAIL ADDRESS: STREET 1: 1875 CENTURY PARK EAST, SUITE 700 CITY: LOS ANGELES STATE: CA ZIP: 90067 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Baker Street Capital L.P. CENTRAL INDEX KEY: 0001493415 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13417 FILM NUMBER: 18606034 BUSINESS ADDRESS: STREET 1: 1875 CENTURY PARK EAST STREET 2: SUITE 700 CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 310-246-0345 MAIL ADDRESS: STREET 1: 1875 CENTURY PARK EAST STREET 2: SUITE 700 CITY: LOS ANGELES STATE: CA ZIP: 90067 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Baskerville SPV, L.P. CENTRAL INDEX KEY: 0001642313 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13417 FILM NUMBER: 18606033 BUSINESS ADDRESS: STREET 1: C/O STUARTS CORPORATE SERVICES LTD. STREET 2: P.O. BOX 2510 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: (424)248-0152 MAIL ADDRESS: STREET 1: 12400 WILSHIRE BLVD. STREET 2: SUITE 940 CITY: LOS ANGELES STATE: CA ZIP: 90025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DITECH HOLDING Corp CENTRAL INDEX KEY: 0001040719 STANDARD INDUSTRIAL CLASSIFICATION: MORTGAGE BANKERS & LOAN CORRESPONDENTS [6162] IRS NUMBER: 133950486 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1100 VIRGINIA DRIVE, SUITE 100 CITY: FORT WASHINGTON STATE: PA ZIP: 19034 BUSINESS PHONE: (844) 714-8603 MAIL ADDRESS: STREET 1: 3000 BAYPORT DRIVE, SUITE 1100 CITY: TAMPA STATE: FL ZIP: 33607 FORMER COMPANY: FORMER CONFORMED NAME: WALTER INVESTMENT MANAGEMENT CORP DATE OF NAME CHANGE: 20090420 FORMER COMPANY: FORMER CONFORMED NAME: HANOVER CAPITAL MORTGAGE HOLDINGS INC DATE OF NAME CHANGE: 19970917 4 1 form407950019_02132018.xml OWNERSHIP DOCUMENT X0306 4 2018-02-09 0 0001040719 DITECH HOLDING Corp DHCP 0001489810 Perelman Vadim 1875 CENTURY PARK EAST, SUITE 700 LOS ANGELES CA 90067 0 0 1 0 0001488207 Baker Street Capital Management, LLC 1875 CENTURY PARK EAST, SUITE 700 LOS ANGELES CA 90067 0 0 1 0 0001599711 Baker Street Capital GP, LLC 1875 CENTURY PARK EAST, SUITE 700 LOS ANGELES CA 90067 0 0 1 0 0001493415 Baker Street Capital L.P. 1875 CENTURY PARK EAST, SUITE 700 LOS ANGELES CA 90067 0 0 1 0 0001642313 Baskerville SPV, L.P. 1875 CENTURY PARK EAST, SUITE 700 LOS ANGELES CA 90067 0 0 0 1 See Footnote 1 Common Stock 7314 D Common Stock 416842 I By: Baker Street Capital L.P. Common Stock 76897 I By: Baskerville SPV, L.P. Series A Warrants 20.63 2018-02-09 4 A 0 12461 0 A 2018-02-09 2028-02-09 Common Stock 12461 12461 D Series B Warrants 28.25 2018-02-09 4 A 0 9887 0 A 2018-02-09 2028-02-09 Common Stock 9887 9887 D Series A Warrants 20.63 2018-02-09 4 A 0 710171 0 A 2018-02-09 2028-02-09 Common Stock 710171 710171 I By: Baker Street Capital L.P. Series B Warrants 28.25 2018-02-09 4 A 0 563506 0 A 2018-02-09 2028-02-09 Common Stock 563506 563506 I By: Baker Street Capital L.P. Series A Warrants 20.63 2018-02-09 4 A 0 131008 0 A 2018-02-09 2028-02-09 Common Stock 131008 131008 I By: Baskerville SPV, L.P. Series B Warrants 28.25 2018-02-09 4 A 0 103952 0 A 2018-02-09 2028-02-09 Common Stock 103952 103952 I By: Baskerville SPV, L.P. This Form 4 is filed jointly by Baker Street Capital L.P. ("BSC LP"), Baskerville SPV, L.P. ("Baskerville SPV"), Baker Street Capital GP, LLC ("BSC GP"), Baker Street Capital Management, LLC ("Baker Street Capital Management") and Vadim Perelman (collectively, the "Reporting Persons"). Each Reporting Person may be deemed to be a member of a Section 13(d) group that owns more than 10% of the Issuer's outstanding shares of Common Stock. Each Reporting Person disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such shares of Common Stock for purposes of Section 16 or for any other purpose. On February 9, 2018 (the "Effective Date"), the Issuer's Amended Prepackaged Plan of Reorganization (the "Plan") became effective, and the Issuer emerged from bankruptcy proceedings. On the Effective Date, all outstanding shares of the Issuer's common stock, par value $0.01 per share ("Old Common Stock") and all rights of any holder in respect thereof were cancelled and extinguished. Pursuant to the Plan, on the Effective Date, each holder of Old Common Stock (including the Reporting Persons) received, in respect of one share of Old Common Stock (i) 0.05689208 shares of new common stock, par value $0.01 per share ("Common Stock"), (ii) 0.09692659 Series A Warrants to purchase an equivalent number of shares of Common Stock, and 0.07690920 Series B Warrants to purchase an equivalent number of shares of Common Stock, in all cases, subject to rounding with no fractional shares or warrants issuable. Such transaction was involuntary and in accordance with the terms of the Plan. Represents securities owned directly by BSC LP. BSC GP, as the general partner of BSC LP, may be deemed to beneficially own the securities owned by BSC LP. Baker Street Capital Management, as the investment manager of BSC LP, may be deemed to beneficially own the securities owned by BSC LP. Mr. Perelman, as the managing member of each of BSC GP and Baker Street Capital Management, may be deemed to beneficially own the securities owned by BSC LP. Represents securities owned directly by Baskerville SPV. BSC GP, as the general partner of Baskerville SPV, may be deemed to beneficially own the securities owned by Baskerville SPV. Baker Street Capital Management, as the investment manager of Baskerville SPV, may be deemed to beneficially own the securities owned by Baskerville SPV. Mr. Perelman, as the managing member of each of BSC GP and Baker Street Capital Management, may be deemed to beneficially own the securities owned by Baskerville SPV. By: /s/ Vadim Perelman 2018-02-13 Baker Street Capital Management, LLC; By: /s/ Vadim Perelman, Managing Member 2018-02-13 Baker Street Capital GP, LLC; By: /s/ Vadim Perelman, Managing Member 2018-02-13 Baker Street Capital L.P.; By: /s/ Vadim Perelman, Managing Member of its General Partner 2018-02-13 Baskerville SPV, L.P.; By /s/ Vadim Perelman, Managing Member of its General Partner 2018-02-13