| Item 1. | (a) Name of Issuer |
Travelport Worldwide Limited (the “Issuer”)
| (b) | Address of principal executive offices |
Axis One, Axis Park
Langley, Berkshire, SL3 8AG, United Kingdom
| Item 2. | (a) Name of Person Filing |
This statement is filed by:
| (i) | HG Vora Special Opportunities Master Fund, Ltd., a Cayman Islands exempted company (the “Fund”); |
| (ii) | HG Vora Capital Management, LLC, a Delaware limited liability company (the “Investment Manager”); and |
| (iii) | Parag Vora, an individual (“Mr. Vora”). |
The foregoing persons hereinafter sometimes are collectively referred to as the “Reporting Persons”. Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party. The Reporting Persons’ agreement in writing to file this statement on behalf of each of them is attached as Exhibit 1 hereto.
| (b) | Address of principal executive offices |
The business office address of the Fund is 89 Nexus Way, Camana Bay, Grand Cayman KY1-9007, Cayman Islands, and the business office address of the Investment Manager and Mr. Vora is 330 Madison Avenue, 23rd Floor, New York, NY 10017.
The Fund is a Cayman Islands exempted company, the Investment Manager is a Delaware limited liability company, and Mr. Vora is a United States citizen.
| (d) | Title of Class of Securities |
Common Stock, $0.0025 par value per share (the “Common Stock”).
G9019D104
| A. | HG Vora Special Opportunities Master Fund, Ltd. |
| (a) | Amount beneficially owned: |
As of March 9, 2017, directly owned: 7,500,000 shares of Common Stock.
6.0% as of March 9, 2017. The percentages used herein and in the balance of this Item 4 are rounded to the nearest tenth and based on 124,082,833 shares of the Issuer’s Common Stock outstanding as of February 20, 2017, according to the Issuer’s Form 10-K filed on February 21, 2017.
| (c) | Number of shares as to which the person has: |
| (i) | Sole power to vote or to direct the vote: 0 |
| (ii) | Shared power to vote or to direct the vote: 7,500,000 |
| (iii) | Sole power to dispose or to direct the disposition of: 0 |
| (iv) | Shared power to dispose or to direct the disposition of: 7,500,000 |
| B. | HG Vora Capital Management, LLC |
| (a) | Amount beneficially owned: |
As of March 9, 2017, may be deemed to have beneficially owned: 7,500,000 shares of Common Stock.
6.0% as of March 9, 2017.
| (c) | Number of shares as to which the person has: |
| (i) | Sole power to vote or to direct the vote: 0 |
| (ii) | Shared power to vote or to direct the vote: 7,500,000 |
| (iii) | Sole power to dispose or to direct the disposition of: 0 |
| (iv) | Shared power to dispose or to direct the disposition of: 7,500,000 |
| (a) | Amount beneficially owned: |
As of March 9, 2017, may be deemed to have beneficially owned: 7,500,000 shares of Common Stock.
6.0% as of March 9, 2017.
| (c) | Number of shares as to which the person has: |
| (i) | Sole power to vote or to direct the vote: 0 |
| (ii) | Shared power to vote or to direct the vote: 7,500,000 |
| (iii) | Sole power to dispose or to direct the disposition of: 0 |
| (iv) | Shared power to dispose or to direct the disposition of: 7,500,000 |
| Item 5. | Ownership of Five Percent or Less of a Class. |
If this statement is being filed to report the fact that as of the date hereof, the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☐.
| 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. |
Not applicable.
| Item 8. | Identification and Classification of Members of the Group. |
Not applicable.
| Item 9. | Notice of Dissolution of Group. |
Not applicable.
Each of the Reporting Persons hereby makes the following certification:
By signing below I certify that, to the best of my 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.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
March 10, 2017
| | HG VORA SPECIAL OPPORTUNITIES MASTER FUND, LTD. |
| | | |
| | By: | /s/ Parag Vora |
| | Name: | Parag Vora |
| | Title: | Director |
| | | |
| | | |
| | HG VORA CAPITAL MANAGEMENT, LLC |
| | | |
| | By: | /s/ Parag Vora |
| | Name: | Parag Vora |
| | Title: | Managing Member |
| | | |
| | | |
| | PARAG VORA |
| | | |
| | /s/ Parag Vora |
| | Parag Vora |
Exhibit 1
The undersigned parties hereby agree that the Schedule 13G filed herewith (and any amendments thereto) relating to the Common Stock of Travelport Worldwide Limited, is being filed jointly on behalf of each of them with the Securities and Exchange Commission pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended.
| | HG VORA SPECIAL OPPORTUNITIES MASTER FUND, LTD. |
| | | |
| | By: | /s/ Parag Vora |
| | Name: | Parag Vora |
| | Title: | Director |
| | | |
| | | |
| | HG VORA CAPITAL MANAGEMENT, LLC |
| | | |
| | By: | /s/ Parag Vora |
| | Name: | Parag Vora |
| | Title: | Managing Member |
| | | |
| | | |
| | PARAG VORA |
| | | |
| | /s/ Parag Vora |
| | Parag Vora |
