0001140361-20-001550.txt : 20200128 0001140361-20-001550.hdr.sgml : 20200128 20200127215612 ACCESSION NUMBER: 0001140361-20-001550 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20200128 DATE AS OF CHANGE: 20200127 GROUP MEMBERS: CHRISTIAN LEONE GROUP MEMBERS: LCG HOLDINGS, LLC GROUP MEMBERS: LUXOR CAPITAL GROUP, LP GROUP MEMBERS: LUXOR CAPITAL PARTNERS OFFSHORE MASTER FUND, LP GROUP MEMBERS: LUXOR CAPITAL PARTNERS OFFSHORE, LTD. GROUP MEMBERS: LUXOR MANAGEMENT, LLC GROUP MEMBERS: LUXOR WAVEFRONT, LP GROUP MEMBERS: THEBES OFFSHORE MASTER FUND, LP GROUP MEMBERS: THEBES PARTNERS, LP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GOLAR LNG LTD CENTRAL INDEX KEY: 0001207179 STANDARD INDUSTRIAL CLASSIFICATION: WATER TRANSPORTATION [4400] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-78990 FILM NUMBER: 20551218 BUSINESS ADDRESS: STREET 1: 2ND FLOOR, S.E. PEARMAN BUILDING STREET 2: 9 PAR-LA-VILLE ROAD CITY: HAMILTON STATE: D0 ZIP: HM 11 BUSINESS PHONE: 441-295-4705 MAIL ADDRESS: STREET 1: 2ND FLOOR, S.E. PEARMAN BUILDING STREET 2: 9 PAR-LA-VILLE ROAD CITY: HAMILTON STATE: D0 ZIP: HM 11 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Luxor Capital Partners, LP CENTRAL INDEX KEY: 0001393021 IRS NUMBER: 100004268 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS STREET 2: 28TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: (212) 763-8000 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS STREET 2: 28TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 SC 13D 1 formsc13d.htm SC 13D

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549
 
SCHEDULE 13D
(RULE 13D - 101)
 
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(a)
 
(Amendment No. __)*
 
Golar LNG Limited
(Name of Issuer)
 
Common Shares, par value $1.00 per share
(Title of Class of Securities)
 
G9456A100
(CUSIP Number)
 
Eric S. Wagner, Esq.
Kleinberg, Kaplan, Wolff & Cohen, P.C.
551 Fifth Avenue, New York, New York 10176
Tel:  (212) 986-6000
 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
 
January 27, 2020
(Date of Event which Requires Filing of this Statement)
 
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box [X].
 
Note:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See Rule 13d-7 for other parties to whom copies are to be sent.
 
*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 disclosures provided in a prior cover page.
 
The information required on 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 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).
 


1
NAMES OF REPORTING PERSONS
 
 
Luxor Capital Partners, LP
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
WC
 
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 

 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
4,008,642(1)
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
4,008,642(1)
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
4,008,642(1)
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 

 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
4.0%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 

(1) Includes 1,531,000 Common Shares (as defined below) underlying call options currently exercisable, as further described in Item 6.


1
NAMES OF REPORTING PERSONS
 
 
Luxor Wavefront, LP
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)

(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 

 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
1,250,049(1)
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
1,250,049 (1)
 
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
1,250,049 (1)
 
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
1.2%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 

(1) Includes 401,800 Common Shares underlying call options currently exercisable, as further described in Item 6.
 

1
NAMES OF REPORTING PERSONS
 
 
Luxor Capital Partners Offshore Master Fund, LP
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)

(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 

 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
2,483,259(1)
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
2,483,259(1)
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
2,483,259(1)
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 

 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
2.5%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 

(1) Includes 1,067,200 Common Shares underlying call options currently exercisable, as further described in Item 6.



1
NAMES OF REPORTING PERSONS
 
 
Luxor Capital Partners Offshore, Ltd.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)

(b)
 
 
3

 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
AF
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
2,483,259 (1)
 
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
2,483,259 (1)
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
2,483,259 (1)
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
2.5%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
CO
 
 
 
 

(1) Includes 1,067,200 Common Shares underlying call options currently exercisable, as further described in Item 6.
 

1
NAMES OF REPORTING PERSONS
 
 
Thebes Offshore Master Fund, LP
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
316,390
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
316,390
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
316,390
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
Less than 1%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 


1
NAMES OF REPORTING PERSONS
 
 
Thebes Partners, LP
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 

 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
AF
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 

 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
316,390
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
316,390
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
316,390
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 

 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
Less than 1%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 


1
NAMES OF REPORTING PERSONS
 
 
LCG Holdings, LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)

(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
AF
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 

 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
8,058,340(1)
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
8,058,340 (1)
 
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
8,058,340 (1)
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 

 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
8.0%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 

(1) Includes 3,000,000 Common Shares underlying call options currently exercisable, as further described in Item 6.
 

1
NAMES OF REPORTING PERSONS
 
 
Luxor Capital Group, LP
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)

(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
AF
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 

 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
8,058,340 (1)
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
8,058,340 (1)
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
8,058,340 (1)
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 

 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
8.0%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 
 
(1) Includes 3,000,000 Common Shares underlying call options currently exercisable, as further described in Item 6.
 

1
NAMES OF REPORTING PERSONS
 
 
Luxor Management, LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)

(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
AF
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 

 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
8,058,340 (1)
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
8,058,340 (1)
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
8,058,340 (1)
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 

 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
8.0%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 
 
(1) Includes 3,000,000 Common Shares underlying call options currently exercisable, as further described in Item 6.


1
NAMES OF REPORTING PERSONS
 
 
Christian Leone
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)

(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
AF
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 

 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
United States
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
8,058,340 (1)
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
8,058,340 (1)
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
8,058,340 (1)
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 

 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
8.0%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
IN
 
 
 
 
 
(1) Includes 3,000,000 Common Shares underlying call options currently exercisable, as further described in Item 6.
 

Item 1.
Security and Issuer.
 
This statement relates to the Common Shares, par value $1.00 per share (the “Common Shares”), of Golar LNG Limited, a Bermuda corporation (the “Issuer”). The address of the principal executive offices of the Issuer is 2nd Floor, S.E. Pearman Building, 9 Par-La-Ville Road, Hamilton, HM11 Bermuda.
 
Item 2.
Identity and Background.
 
(a)          This statement is filed by Luxor Capital Partners, LP, a Delaware limited partnership (the “Onshore Fund”), Luxor Wavefront, LP, a Delaware limited partnership (the “Wavefront Fund”), Luxor Capital Partners Offshore Master Fund, LP, a Cayman Islands limited partnership (the “Offshore Master Fund”), Luxor Capital Partners Offshore, Ltd., a Cayman Islands exempted company (the “Offshore Feeder Fund”), Thebes Offshore Master Fund, LP, a Cayman Islands exempted limited partnership (the “Thebes Master Fund”), Thebes Partners, LP, a Delaware limited partnership (the “Thebes Feeder Fund” and, collectively with the Onshore Fund, the Wavefront Fund, the Offshore Master Fund, Offshore Feeder Fund and the Thebes Master Fund, the “Luxor Funds”), LCG Holdings, LLC, a Delaware limited liability company (“LCG Holdings”), Luxor Capital Group, LP, a Delaware limited partnership (“Luxor Capital Group”), Luxor Management, LLC, a Delaware limited liability company (“Luxor Management”) and Christian Leone.
 
Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.” Each of the Reporting Persons is party to that certain Joint Filing Agreement, as further described in Item 6.  Accordingly, the Reporting Persons are hereby filing a joint Schedule 13D.
 
The Offshore Master Fund is a subsidiary of the Offshore Feeder Fund.  By virtue of this relationship, the Offshore Feeder Fund may be deemed to beneficially own the Common Shares owned directly by the Offshore Master Fund.
 
The Thebes Master Fund is a subsidiary of the Thebes Feeder Fund.  By virtue of this relationship, the Thebes Feeder Fund may be deemed to beneficially own the Common Shares owned directly by the Thebes Master Fund.
 
LCG Holdings is the general partner of the Onshore Fund, the Wavefront Fund, the Offshore Master Fund, the Thebes Feeder Fund and the Thebes Master Fund. By virtue of these relationships, LCG Holdings may be deemed to beneficially own the Common Shares owned directly by the Onshore Fund, the Wavefront Fund, the Offshore Master Fund, the Thebes Feeder Fund and the Thebes Master Fund.
 
Luxor Capital Group acts as the investment manager of the Luxor Funds.  Luxor Management is the general partner of Luxor Capital Group.  Mr. Leone is the managing member of each of LCG Holdings and Luxor Management.  By virtue of these relationships, each of Luxor Capital Group, Luxor Management and Mr. Leone may be deemed to beneficially own the Common Shares owned directly by the Onshore Fund, the Wavefront Fund, the Thebes Master Fund and the Offshore Master Fund.
 
Set forth on Schedule A attached hereto (“Schedule A”) is the name and present principal business, occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted of the executive officers and directors of the Offshore Feeder Fund.  To the best of the Reporting Persons’ knowledge, except as otherwise set forth herein, none of the persons listed on Schedule A beneficially owns any securities of the Issuer or is a party to any contract, agreement or understanding required to be disclosed herein.
 
(b)           The business address of each of the Onshore Fund, the Wavefront Fund, the Thebes Feeder Fund, Luxor Capital Group, Luxor Management, LCG Holdings and Mr. Leone is 1114 Avenue of the Americas, 28th Floor, New York, NY 10036.  The business address of each of the Offshore Master Fund, the Offshore Feeder Fund and the Thebes Master Fund is c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands.
 
(c)          The principal business of each of the Luxor Funds is that of a private investment fund engaged in the purchase and sale of securities for its own account.  The principal business of Luxor Capital Group is providing investment management services.  The principal business of Luxor Management is serving as the general partner of Luxor Capital Group.  The principal business of LCG Holdings is serving as the general partner of the Onshore Fund, the Wavefront Fund and the Offshore Master Fund.  Mr. Leone’s principal occupation is serving as the managing member of each of Luxor Management and LCG Holdings.
 

(d)           No Reporting Person nor any person listed on Schedule A has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
 
(e)           No Reporting Person nor any person listed on Schedule A has, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
 
(f)          Each of the Offshore Master Fund, the Offshore Feeder Fund and the Thebes Master Fund is organized under the laws of the Cayman Islands.  Each of the Onshore Fund, the Wavefront Fund, the Thebes Feeder Fund, LCG Holdings, Luxor Capital Group and Luxor Management is organized under the laws of the State of Delaware.  Mr. Leone is a citizen of the United States of America.
 
Item 3.
Source and Amount of Funds or Other Consideration.
 
The Reporting Persons paid the following to acquire the Common Shares reported as beneficially owned by the Onshore Fund, the Wavefront Fund, the Offshore Master Fund and the Thebes Master Fund:
 
(i)
$70,656,528 in connection with the purchase of Common Shares; and

(ii)
$5,700,000 in connection with the purchase of certain call options which are currently exercisable into Common Shares and are beneficially owned by the Onshore Fund, the Wavefront Fund, the Offshore Master Fund and the Thebes Master Fund.

The funds used to purchase these securities were obtained from the general working capital of the Onshore Fund, the Wavefront Fund, the Offshore Master Fund and the Thebes Master Fund and margin account borrowings made in the ordinary course of business, although the Reporting Persons cannot determine whether any funds allocated to purchase such securities were obtained from any margin account borrowings.
 
Item 4.
Purpose of Transaction.
 
The Reporting Persons acquired beneficial ownership of the securities reported herein in the ordinary course of business in the belief that the securities were undervalued and represented an attractive investment opportunity.
 
The Reporting Persons and their representatives have engaged in, and expect to continue to engage in, discussions with members of management and the board of directors of the Issuer (the "Board"), and may engage in discussions with other current or prospective shareholders, industry analysts, existing or potential strategic partners or competitors, investment and financing professionals, sources of credit and other third parties regarding a variety of matters relating to the Issuer.  These discussions may address, among other things, the Issuer's business, management, capital structure and allocation, corporate governance, Board composition and strategic alternatives and direction, and the Reporting Persons may take other steps seeking to bring about changes to increase shareholder value as well as pursue other plans or proposals that relate to or could result in any of the matters set forth in clauses (a)-(j) of Item 4 of Schedule 13D.
 
The Reporting Persons intend to review their investment in the Issuer on a continuing basis. Depending on various factors, including, without limitation, the outcome of any discussions referenced above, the Issuer's financial position, results and strategic direction, actions taken by the Issuer's management and the Board, price levels of the Common Shares, other investment opportunities available to the Reporting Persons, conditions in the securities market and general economic and industry conditions, the Reporting Persons may in the future take such actions with respect to their investment in the Issuer as they deem appropriate, including, without limitation, proposing changes in the Issuer's operations, governance or capitalization; acquiring additional Common Shares and/or other equity, debt, notes, instruments or other securities of the Issuer (collectively, "Securities") or disposing of some or all of the Securities beneficially owned by them, in public market or privately negotiated transactions; engaging in any hedging or similar transactions with respect to the Securities; entering into financial instruments or other agreements that increase or decrease the Reporting Persons' economic exposure with respect to their investment in the Issuer and/or otherwise changing their intention with respect to any and all matters referred to in Item 4 of Schedule 13D.
 

Item 5.
Interest in Securities of the Issuer.
 
(a)          The aggregate percentage of Common Shares reported owned by each person named herein is based upon 101,300,000 Common Shares outstanding as of September 30, 2019, which is the total number of Common Shares outstanding as reported in the Issuer’s Form 6-K filed with the Securities and Exchange Commission on November 26, 2019.  As of the date hereof:
 
The Onshore Fund may be deemed to have beneficially owned 4,008,642 Common Shares, including 1,531,000 Common Shares underlying call options currently exercisable, the Offshore Master Fund may be deemed to have beneficially owned 2,483,259 Common Shares, including 1,067,200 Common Shares underlying call options currently exercisable, the Thebes Master Fund may be deemed to have beneficially owned 316,390 Common Shares, and the Wavefront Fund may be deemed to have beneficially owned 1,250,049 Common Shares, including 401,800 Common Shares underlying call options currently exercisable, constituting approximately 4.0%, approximately 2.5%, less than 1% and approximately 1.2%, respectively, of the outstanding Common Shares.
 
The Offshore Feeder Fund, as the owner of a controlling interest in the Offshore Master Fund, may be deemed to have beneficially owned the 2,483,259 Common Shares, including 1,067,200 Common Shares underlying call options currently exercisable, beneficially owned by the Offshore Master Fund, constituting approximately 2.5% of the outstanding Common Shares.
 
The Thebes Feeder Fund, as the owner of a controlling interest in the Thebes Master Fund, may be deemed to have beneficially owned the 316,390 Common Shares beneficially owned by the Thebes Master Fund, constituting less than 1% of the outstanding Common Shares.
 
LCG Holdings, as the general partner of the Onshore Fund, the Wavefront Fund, the Offshore Master Fund, the Thebes Feeder Fund and the Thebes Master Fund may be deemed to have beneficially owned the 8,058,340 Common Shares beneficially owned in the aggregate by the Onshore Fund, the Wavefront Fund, the Offshore Master Fund, the Thebes Feeder Fund and the Thebes Master Fund, including 3,000,000 Common Shares underlying call options currently exercisable, constituting approximately 8% of the outstanding Common Shares.
 
Luxor Capital Group, as the investment manager of the Luxor Funds, may be deemed to have beneficially owned the 8,058,340 Common Shares owned in the aggregate by the Luxor Funds, including 3,000,000 Common Shares underlying call options currently exercisable, constituting approximately 8%  of the outstanding Common Shares.
 
Luxor Management, as the general partner of Luxor Capital Group, may be deemed to have beneficially owned the 8,058,340 Common Shares beneficially owned by Luxor Capital Group, including 3,000,000 Common Shares underlying call options currently exercisable, constituting approximately 8%  of the outstanding Common Shares.
 
Mr. Leone, as the managing member of Luxor Management, may be deemed to have beneficially owned the 8,058,340 Common Shares owned by Luxor Management, including 3,000,000 Common Shares underlying call options currently exercisable, constituting approximately 8% of the outstanding Common Shares.
 
(b)          Each of the Onshore Fund, LCG Holdings, Luxor Capital Group, Luxor Management and Mr. Leone has shared power to vote or direct the vote of, and to dispose or direct the disposition of, the Common Shares beneficially owned by the Onshore Fund.
 
Each of the Wavefront Fund, LCG Holdings, Luxor Capital Group, Luxor Management and Mr. Leone has shared power to vote or direct the vote of, and to dispose or direct the disposition of, the Common Shares beneficially owned by the Wavefront Fund.

Each of the Thebes Master Fund, the Thebes Feeder Fund, LCG Holdings, Luxor Capital Group, Luxor Management, and Mr. Leone has shared power to vote or direct the vote of, and to dispose or direct the disposition of, the Common Shares beneficially owned by the Thebes Master Fund.
 

Each of the Offshore Master Fund, the Offshore Feeder Fund, LCG Holdings, Luxor Capital Group, Luxor Management and Mr. Leone has shared power to vote or direct the vote of, and to dispose or direct the disposition of, the Common Shares beneficially owned by the Offshore Master Fund.
 
(c)          The transactions effected during the past 60 days by the Reporting Persons are set forth on Schedule B attached hereto.
 
(d)          No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Common Shares.
 
(e)          Not applicable.
 
Item 6.
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
 
As of the date hereof, the Reporting Persons (other than the Thebes Feeder Fund and the Thebes Master Fund) have purchased over-the-counter market American-style call options referencing an aggregate of 3,000,000 Common Shares, of which 1,500,000 have an exercise price of $15.00 and 1,500,000 have an exercise price of $17.50, all of which expire on January 15, 2021.  The call options are currently exercisable.
 
As of the date hereof, the Reporting Persons have entered into certain cash-settled swap agreements with unaffiliated third party financial institutions (the “Swaps”). The Swaps held by the Reporting Persons represent economic exposure to an aggregate of 3,117,248 Common Shares, representing approximately 3% of the outstanding Common Shares.  The Swaps provide the Reporting Persons with economic results that are comparable to the economic results of ownership, but do not provide the Reporting Persons with the power to vote or direct the voting or dispose of or direct the disposition of the Common Shares that are the subject of the Swaps (such shares, the “Subject Shares”). Taking into account the Subject Shares, as applicable, the Reporting Persons have economic exposure to an aggregate of 11,175,588 Common Shares, representing approximately 11% of the outstanding Common Shares. The Reporting Persons disclaim beneficial ownership of the Subject Shares.
 
On January 27, 2020, the Reporting Persons entered into a Joint Filing Agreement (the “Joint Filing Agreement”) in which the parties agreed to the joint filing on behalf of each of them of statements on Schedule 13D with respect to the securities of the Issuer to the extent required by applicable law. The Joint Filing Agreement is attached as Exhibit 99.1 hereto and is incorporated herein by reference.
 
Item 7.
Material to be Filed as Exhibits.
 
 
Joint Filing Agreement.
 
 
Power of Attorney.
 

SIGNATURES
 
After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information with respect to it set forth in this statement is true, complete, and correct.
 
Dated:
January 27, 2020
 
 
LUXOR CAPITAL PARTNERS, LP
     
 
By:
LCG Holdings, LLC
General Partner
     
 
By:
/s/ Norris Nissim
   
Name:
Norris Nissim
   
Title:
General Counsel

 
LUXOR WAVEFRONT, LP
     
 
By:
LCG Holdings, LLC
General Partner
     
 
By:
/s/ Norris Nissim
   
Name:
Norris Nissim
   
Title:
General Counsel

 
THEBES OFFSHORE MASTER FUND, LP
     
 
By:
LCG Holdings, LLC
General Partner
     
 
By:
/s/ Norris Nissim
   
Name:
Norris Nissim
   
Title:
General Counsel

 
THEBES PARTNERS, LP
     
 
By:
LCG Holdings, LLC
General Partner
     
 
By:
/s/ Norris Nissim
   
Name:
Norris Nissim
   
Title:
General Counsel

 
LUXOR CAPITAL PARTNERS OFFSHORE MASTER FUND, LP
     
 
By:
LCG Holdings, LLC
General Partner
     
 
By:
/s/ Norris Nissim
   
Name:
Norris Nissim
   
Title:
General Counsel


 
LUXOR CAPITAL PARTNERS OFFSHORE, LTD.
     
 
By:
Luxor Capital Group, LP
Investment Manager
     
 
By:
/s/ Norris Nissim
   
Name:
Norris Nissim
   
Title:
General Counsel

 
LUXOR CAPITAL GROUP, LP
     
 
By:
Luxor Management, LLC
General Partner
     
 
By:
/s/ Norris Nissim
   
Name:
Norris Nissim
   
Title:
General Counsel

 
LCG HOLDINGS, LLC
     
 
By:
/s/ Norris Nissim
   
Name:
Norris Nissim
   
Title:
General Counsel

 
LUXOR MANAGEMENT, LLC
     
 
By:
/s/ Norris Nissim
   
Name:
Norris Nissim
   
Title:
General Counsel

  /s/ Norris Nissim
 
NORRIS NISSIM, as Agent for Christian Leone


SCHEDULE A
 
DIRECTORS AND EXECUTIVE OFFICERS OF LUXOR CAPITAL PARTNERS OFFSHORE, LTD.
 
1.
Don Seymour
 
DMS House, P.O. Box 2587
20 Genesis Close
George Town
Grand Cayman, KY1-1103
Cayman Islands

Mr. Seymour is an employee of DMS Management Ltd., a company that provides administrative services to Cayman Islands private investment companies.
 
2.
T. Glenn Mitchell
 
Maples Fiduciary Services
PO Box 1093, Boundary Hall
Cricket Square
Grand Cayman
KY1-1102
Cayman Islands
 
Mr. Mitchell is an employee of Maples Fiduciary Services, a division of the MaplesFS group.  MaplesFS offers a comprehensive range of fiduciary and administration services to finance vehicles and investment funds.
 
3.
Christian Leone (See Item 2)
 

SCHEDULE B
 
TRANSACTIONS IN THE SECURITIES OF THE ISSUER EFFECTED DURING THE PAST 60 DAYS BY THE REPORTING PERSONS
 
Class of Security

Amount of Securities
Purchased/(Sold)


Price ($)
 
Date of
Transactions
           
LUXOR CAPITAL PARTNERS, LP
     
Common Shares
   
291
     
12.81
 
12/11/2019
Common Shares
   
(50,303
)
   
13.495
 
12/16/2019
Common Shares
   
(64,282
)
   
13.0964
 
12/17/2019
Common Shares
   
(27,713
)
   
12.97
 
12/18/2019
Common Shares
   
(1,933
)
   
13.7052
 
12/30/2019
Common Shares
   
(363
)
   
14.1017
 
12/31/2019
Common Shares
   
6,940
     
14.2623
 
1/8/2020
Common Shares
   
46,613
     
14.2655
 
1/8/2020
Common Shares
   
205
     
14.295
 
1/8/2020
Common Shares
   
668
     
14.215
 
1/9/2020
Common Shares
   
544
     
14.2333
 
1/9/2020
Common Shares
   
103
     
14.36
 
1/9/2020
Common Shares
   
53,610
     
14.3889
 
1/9/2020
Common Shares
   
134,726
     
14.4335
 
1/9/2020
Common Shares
   
5,223
     
14.6082
 
1/9/2020
Common Shares
   
410
     
14.4022
 
1/10/2020
Common Shares
   
3,501
     
14.5006
 
1/10/2020
Common Shares
   
9,229
     
14.55
 
1/10/2020
Common Shares
   
18,230
     
14.556
 
1/10/2020
Common Shares
   
198,098
     
14.5594
 
1/10/2020
Common Shares
   
16,546
     
14.5976
 
1/10/2020
Common Shares
   
103
     
14.34
 
1/13/2020
Common Shares
   
19,521
     
14.5498
 
1/13/2020
Common Shares
   
149,813
     
14.5915
 
1/13/2020


Common Shares
   
4,833
     
14.5469
 
1/14/2020
Common Shares
   
60,705
     
14.6653
 
1/14/2020
Common Shares
   
16,508
     
14.7993
 
1/14/2020
Common Shares
   
2,084
     
14.6863
 
1/15/2020
Common Shares
   
65,126
     
14.6952
 
1/15/2020
Common Shares
   
58,882
     
14.763
 
1/15/2020
Common Shares
   
45,638
     
14.9955
 
                        1/16/2020
Common Shares
   
25,562
     
15.0000
 
1/16/2020
January 2020 Call Option ($20 Strike Price)(1)
   
(10,267
)
   
0.00000
 
1/17/2020
Common Shares
   
51,168
     
14.9346
 
1/17/2020
Common Shares
   
28,449
     
15.0000
 
1/17/2020
 
LUXOR WAVEFRONT, LP
   
Common Shares
   
78
     
12.81
 
12/11/2019
Common Shares
   
2,052
     
14.2623
 
1/8/2020
Common Shares
   
13,784
     
14.2655
 
1/8/2020
Common Shares
   
61
     
14.295
 
1/8/2020
Common Shares
   
198
     
14.215
 
1/9/2020
Common Shares
   
161
     
14.2333
 
1/9/2020
Common Shares
   
30
     
14.36
 
1/9/2020
Common Shares
   
15,850
     
14.3889
 
1/9/2020
Common Shares
   
39,832
     
14.4335
 
1/9/2020
Common Shares
   
1,544
     
14.6082
 
1/9/2020
Common Shares
   
121
     
14.4022
 
1/10/2020
Common Shares
   
1,034
     
14.5006
 
1/10/2020
Common Shares
   
2,726
     
14.55
 
1/10/2020
Common Shares
   
5,384
     
14.556
 
1/10/2020
Common Shares
   
58,506
     
14.5594
 
1/10/2020
Common Shares
   
4,887
     
14.5976
 
1/10/2020


(1) Represents the expiration of the call option on January 17, 2020.
 

Common Shares
   
30
     
14.34
 
1/13/2020
Common Shares
   
5,777
     
14.5498
 
1/13/2020
Common Shares
   
44,336
     
14.5915
 
1/13/2020
Common Shares
   
1,427
     
14.5469
 
1/14/2020
Common Shares
   
17,920
     
14.6653
 
1/14/2020
Common Shares
   
4,873
     
14.7993
 
1/14/2020
Common Shares
   
620
     
14.6863
 
1/15/2020
Common Shares
   
19,356
     
14.6952
 
1/15/2020
Common Shares
   
17,501
     
14.763
 
1/15/2020
Common Shares
   
13,678
     
14.9955
 
1/16/2020
Common Shares
   
7,661
     
15.0000
 
1/16/2020
January 2020 Call Option ($20 Strike Price)(2)    
(2,620
)
   
0.00000
 
1/17/2020
Common Shares
   
15,242
     
14.9346
 
1/17/2020
Common Shares
   
8,475
     
15.0000
 
1/17/2020
 
LUXOR CAPITAL PARTNERS OFFSHORE MASTER FUND, LP
     
Common Shares
   
201
     
12.81
 
12/11/2019
Common Shares
   
(77,797
)
   
13.495
 
12/16/2019
Common Shares
   
(99,418
)
   
13.0964
 
12/17/2019
Common Shares
   
(42,862
)
   
12.97
 
12/18/2019
Common Shares
   
(1,267
)
   
13.7052
 
12/30/2019
Common Shares
   
(237
)
   
14.1017
 
12/31/2019
Common Shares
   
4,549
     
14.2623
 
1/8/2020
Common Shares
   
30,555
     
14.2655
 
1/8/2020
Common Shares
   
134
     
14.295
 
1/8/2020
Common Shares
   
438
     
14.215
 
1/9/2020
Common Shares
   
357
     
14.2333
 
1/9/2020
Common Shares
   
67
     
14.36
 
1/9/2020


(2) Represents the expiration of the call option on January 17, 2020.
 

Common Shares
   
35,130
     
14.3889
 
1/9/2020
Common Shares
   
88,284
     
14.4335
 
1/9/2020
Common Shares
   
3,423
     
14.6082
 
1/9/2020
Common Shares
   
269
     
14.4022
 
1/10/2020
Common Shares
   
2,294
     
14.5006
 
1/10/2020
Common Shares
   
6,045
     
14.55
 
1/10/2020
Common Shares
   
11,941
     
14.556
 
1/10/2020
Common Shares
   
129,765
     
14.5594
 
1/10/2020
Common Shares
   
10,838
     
14.5976
 
1/10/2020
Common Shares
   
67
     
14.34
 
1/13/2020
Common Shares
   
12,802
     
14.5498
 
1/13/2020
Common Shares
   
98,250
     
14.5915
 
1/13/2020
Common Shares
   
3,167
     
14.5469
 
1/14/2020
Common Shares
   
39,786
     
14.6653
 
1/14/2020
Common Shares
   
10,819
     
14.7993
 
1/14/2020
Common Shares
   
1,367
     
14.6863
 
1/15/2020
Common Shares
   
42,712
     
14.6952
 
1/15/2020
Common Shares
   
38,617
     
14.763
 
1/15/2020
Common Shares
   
29,954
     
14.9955
 
1/16/2020
Common Shares
   
16,777
     
15.0000
 
1/16/2020
January 2020 Call Option ($20 Strike Price)(3)    
(7,113
)
   
0.00000
 
1/17/2020
Common Shares
   
33,590
     
14.9346
 
1/17/2020
Common Shares
   
18,676
     
15.0000
 
1/17/2020
 
THEBES OFFSHORE MASTER FUND, LP
     
2.75% Convertible Note(4)    
(1,709,000
)
   
87.15
 
12/5/2019
Common Shares
   
30
     
12.81
 
12/11/2019


(3) Represents the expiration of the call option on January 17, 2020.
(4) Represents the private sale of a 2.75% convertible promissory note convertible into the Common Shares of the Issuer in the principal amount of $1,709,000 (the “2.75% Convertible Note”) for the price per $100 par value as indicated above.
 



EX-99.1 2 ex99_1.htm EXHIBIT 99.1
EXHIBIT 99.1
 
JOINT FILING AGREEMENT
 
The undersigned hereby agree that the statement on Schedule 13D with respect to the Common Shares, par value $1.00 per share, of Golar LNG Limited dated as of January 27, 2020 and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
 
Dated:
January 27, 2020
 
 
LUXOR CAPITAL PARTNERS, LP
     
 
By:
LCG Holdings, LLC
General Partner
     
 
By:
/s/ Norris Nissim
   
Name:
Norris Nissim
   
Title:
General Counsel

 
LUXOR WAVEFRONT, LP
     
 
By:
LCG Holdings, LLC
General Partner
     
 
By:
/s/ Norris Nissim
   
Name:
Norris Nissim
   
Title:
General Counsel

 
THEBES OFFSHORE MASTER FUND, LP
     
 
By:
LCG Holdings, LLC
General Partner
     
 
By:
/s/ Norris Nissim
   
Name:
Norris Nissim
   
Title:
General Counsel

 
THEBES PARTNERS, LP
     
 
By:
LCG Holdings, LLC
General Partner
     
 
By:
/s/ Norris Nissim
   
Name:
Norris Nissim
   
Title:
General Counsel

 
LUXOR CAPITAL PARTNERS OFFSHORE MASTER FUND, LP
     
 
By:
LCG Holdings, LLC
General Partner
     
 
By:
/s/ Norris Nissim
   
Name:
Norris Nissim
   
Title:
General Counsel


 
LUXOR CAPITAL PARTNERS OFFSHORE, LTD.
     
 
By:
Luxor Capital Group, LP
Investment Manager
     
 
By:
/s/ Norris Nissim
   
Name:
Norris Nissim
   
Title:
General Counsel

 
LUXOR CAPITAL GROUP, LP
     
 
By:
Luxor Management, LLC
General Partner
     
 
By:
/s/ Norris Nissim
   
Name:
Norris Nissim
   
Title:
General Counsel

 
LCG HOLDINGS, LLC
     
 
By:
/s/ Norris Nissim
   
Name:
Norris Nissim
   
Title:
General Counsel

 
LUXOR MANAGEMENT, LLC
     
 
By:
/s/ Norris Nissim
   
Name:
Norris Nissim
   
Title:
General Counsel

  /s/ Norris Nissim
 
NORRIS NISSIM, as Agent for Christian Leone



EX-99.2 3 ex99_2.htm EXHIBIT 99.2
EXHIBIT 99.2
 
POWER OF ATTORNEY
 
The undersigned hereby makes, constitutes and appoints each of Norris Nissim, Adam Miller and Virgil Alagon as the undersigned’s true and lawful authorized representative, attorney-in-fact and agent, each with the power individually to execute for and on behalf of the undersigned and to file with and deliver to the United States Securities and Exchange Commission and any other authority or party required or entitled to receive the same: (a) any Forms 3, 4 and 5, and any amendments thereto, in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the “1934 Act”), and the rules promulgated thereunder; and (b) any Schedule 13D or Schedule 13G, and any amendments thereto, on behalf of the undersigned in accordance with Section 13 of the 1934 Act and the rules promulgated thereunder.
 
The undersigned also hereby grants to each such attorney-in-fact the full power and authority to do and perform all and every act and thing whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, hereby ratifying and confirming all that such attorney-in-fact shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that each of the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, is not assuming any of the undersigned's responsibilities to comply with Section 16 or Section 13 of the 1934 Act or any other provision of the 1934 Act or the rules promulgated thereunder.
 
This Power of Attorney shall remain in full force and effect until earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
 
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of November 6, 2017.
 
/s/ Christian Leone
 
ACKNOWLEDGEMENT IN NEW YORK STATE
 
STATE OF NEW YORK  )
 
COUNTY OF NEW YORK)
 
On November 6, 2017 before me, the undersigned personally appeared, Christian Leone, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument.
 
 
/s/ Clare Rosenbalm
   
 
Name: Clare Rosenbalm
 
Notary Public, State of NY
 
License #: 01RO6364701
Commission Expires: September 18, 2021