The following constitutes Amendment No. 1 (“Amendment No. 1”) to the Schedule 13D filed by the Reporting Persons on March 13, 2017 (the “Original Schedule 13D”, collectively with Amendment No. 1, the “Schedule 13D”).
Item 3. | Source and Amount of Funds or Other Consideration. |
Item 3 is hereby amended and restated as follows:
The aggregate purchase price for the Subject Shares beneficially owned by the Reporting Persons was $256,792,002.8, inclusive of (i) commissions paid and (ii) with respect to Subject Shares beneficially owned through options that have been exercised, the exercise price of such options, plus the premiums paid for call options (to the extent such options were call options) less the premiums received for put options (to the extent such options were put options). Such purchase price was funded through internally generated funds of the Shanda Group.
Item 5. | Interest in Securities of the Issuer. |
Item 5 is hereby amended and restated as follows:
(a), (b)
Shanda Asset Management holds 25,407,682 shares of Common Stock, representing approximately 22.1% of the outstanding shares of Common Stock. The foregoing percentage is calculated based on 114,758,677 shares of Common Stock outstanding as of July 25, 2017 as reported in the Issuer’s Quarterly Report on Form 10-Q filed on August 2, 2017.
Mr. Chen, through his ownership of Shanda Media, may be deemed to share voting and dispositive power over the Common Stock beneficially owned by Shanda Media. Shanda Media, through its ownership of Shanda Investment, may be deemed to share voting and dispositive power over the Common Stock beneficially owned by Shanda Investment. Shanda Investment, through its ownership of Shanda Technology, may be deemed to share voting and dispositive power over the Common Stock beneficially owned by Shanda Technology. Shanda Technology, through its ownership of Shanda Asset Management, may be deemed to share voting and dispositive power over the Common Stock directly held by Shanda Asset Management.
Mr. Chen has the sole power to vote and dispose of the shares of Common Stock directly beneficially owned by him.
Except as set forth in Item 5(a), none of the Reporting Persons, and, to the best of their knowledge, any persons named in Schedule A owns beneficially any Common Stock of the Issuer.
(c) Schedule B sets forth information with respect to each purchase and sale of securities effectuated by Shanda Asset Management during the past sixty days, inclusive of any transactions effected through 4:00 p.m., New York City time, on August 14, 2017. Unless otherwise indicated, all transactions were effectuated in the open market through a broker. Other than as set forth on Schedule B, there were no other transactions by the Reporting Persons during the past 60 days.
(d) Not applicable.
(e) Not applicable.