SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Alon USA Energy, Inc.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
020520102
(CUSIP Number)
D. E. Shaw & Co., L.P.
Attn: Compliance Department
1166 Avenue of the Americas, 9th Floor
New York, NY 10036
212-478-0000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
July 17, 2015
(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 that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e),
240.13d-1(f) or 240.13d-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 240.13d-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 (“Act”)
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).
SCHEDULE 13D
| 1 |
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
D. E. Shaw Kalon Portfolios, L.L.C.
FEIN 27-1490745 |
| 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 IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 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
3,911,239 |
| 9 |
SOLE DISPOSITIVE POWER
0 |
| 10 |
SHARED DISPOSITIVE POWER
3,911,239 |
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,911,239 |
| 12 |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
¨ |
| 13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.6% |
| 14 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO |
| 1 |
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
D. E. Shaw Heliant Manager, L.L.C.
FEIN 27-1289787 |
| 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
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 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
3,911,239 |
| 9 |
SOLE DISPOSITIVE POWER
0 |
| 10 |
SHARED DISPOSITIVE POWER
3,911,239 |
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,911,239 |
| 12 |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
¨ |
| 13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.6% |
| 14 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO |
| 1 |
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
D. E. Shaw Heliant Adviser, L.L.C.
FEIN 27-1289715 |
| 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 IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 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
3,911,239 |
| 9 |
SOLE DISPOSITIVE POWER
0 |
| 10 |
SHARED DISPOSITIVE POWER
3,911,239 |
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,911,239 |
| 12 |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
¨ |
| 13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.6% |
| 14 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA |
| 1 |
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
D. E. Shaw & Co., L.L.C.
FEIN 13-3799946 |
| 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 IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 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
3,911,459 |
| 9 |
SOLE DISPOSITIVE POWER
0 |
| 10 |
SHARED DISPOSITIVE POWER
3,911,459 |
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,911,459 |
| 12 |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
¨ |
| 13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.6% |
| 14 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO |
| 1 |
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
D. E. Shaw & Co., L.P.
FEIN 13-3695715 |
| 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 IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 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
3,911,459 |
| 9 |
SOLE DISPOSITIVE POWER
0 |
| 10 |
SHARED DISPOSITIVE POWER
3,911,459 |
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,911,459 |
| 12 |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
¨ |
| 13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.6% |
| 14 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA, PN |
| 1 |
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
David E. Shaw |
| 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 IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 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
3,911,459 |
| 9 |
SOLE DISPOSITIVE POWER
0 |
| 10 |
SHARED DISPOSITIVE POWER
3,911,459 |
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,911,459 |
| 12 |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
¨ |
| 13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.6% |
| 14 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN |
Item 1. Security and the Issuer
This statement on Schedule 13D relates to the Common Stock, par
value $0.01 per share (the “Common Shares”) of Alon USA Energy, Inc. (the “Issuer”). The principal executive
offices of the Issuer are located at 12700 Park Central Dr., Suite 1600, Dallas, Texas 75251.
Item 2. Identity and Background
(a), (f) This statement is filed on behalf of D. E. Shaw Kalon Portfolios,
L.L.C., a Delaware limited liability company (“Kalon Portfolios”), D. E. Shaw Heliant Manager, L.L.C., a Delaware limited
liability company (“Heliant Manager”), D. E. Shaw Heliant Adviser, L.L.C., a Delaware limited liability company (“Heliant
Adviser”), D. E. Shaw & Co., L.L.C., a Delaware limited liability company (“DESCO LLC”), D. E. Shaw &
Co., L.P., a Delaware limited partnership (“DESCO LP”), and David E. Shaw, a citizen of the United States of America
(“David E. Shaw,” and together with Kalon Portfolios, Heliant Manager, Heliant Adviser, DESCO LLC, and DESCO LP, collectively,
the “Reporting Persons”). The Reporting Persons are filing jointly, and the agreement among the Reporting Persons to
file jointly is attached hereto as Exhibit 3 and incorporated herein by reference.
(b) The business address and principal office, as applicable, of
all Reporting Persons is 1166 Avenue of the Americas, 9th Floor, New York, NY 10036.
(c) The principal business of Kalon Portfolios is that of a
limited liability company focusing primarily on macro-oriented investment strategies. Kalon Portfolios does not
have any executive officers or directors. The principal business of Heliant Manager is to act as a manager to certain funds, including,
without limitation, Kalon Portfolios. The principal business of Heliant Adviser is to act as an adviser to certain funds, including,
without limitation, Kalon Portfolios. The principal business of DESCO LLC is to act as a manager to certain entities, including,
without limitation, Heliant Manager. The principal business of DESCO LP is to act as an investment adviser to certain funds. DESCO
LP is also the managing member of certain entities including, without limitation, Heliant Adviser. D. E. Shaw & Co. II, Inc.,
a Delaware corporation (“DESCO II Inc.”), is the managing member of DESCO LLC. D. E. Shaw & Co., Inc., a Delaware
corporation (“DESCO Inc.”), is the general partner of DESCO LP. David E. Shaw is the President and sole shareholder
of each of DESCO II Inc. and DESCO Inc.
(d) During the last five years, neither any Reporting Person nor,
to the best knowledge of any Reporting Person, any person named in this Item 2, has been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors).
(e) On September 16, 2013, DESCO LP entered into a settled administrative
proceeding (the “Settlement”) with the U.S. Securities and Exchange Commission (the “SEC”) relating to
inadvertent violations of Rule 105 (“Rule 105”) of Regulation M under the Securities Exchange Act of 1934. Rule 105
prohibits buying an equity security made available through a public offering, conducted on a firm basis, from an underwriter or
broker or dealer participating in the offering after having sold short the same security during the restricted period as defined
in the rule. Rule 105 applies irrespective of the short seller’s intent in effecting the short sale. Pursuant to the Settlement,
DESCO LP paid $447,794 in disgorgement, $18,192.37 in pre-judgment interest, and a civil penalty of $201,506. The Settlement also
requires that DESCO LP “cease and desist from committing or causing any violations and any future violations of Rule 105.”
The SEC order implementing the Settlement notes that in determining to accept DESCO LP’s offer to enter into the Settlement,
the SEC considered “remedial acts promptly undertaken” by DESCO LP and “cooperation afforded to [SEC] staff”
by DESCO LP. Except with respect to the matter described above, no Reporting Person has, during the last five years, been a party
to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding has been
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.
Item 3. Source and Amount of Funds or Other
Consideration
In acquiring 3,911,239 Common Shares, Kalon Portfolios expended
approximately $55,541,309 (excluding commissions) of its working capital.
Item 4. Purpose of Transaction
Kalon Portfolios will review its investment in the Common Shares
from time to time and subject to applicable law and regulation and depending upon certain factors, including, without limitation,
the financial performance of the Issuer, the availability and price of the Common Shares or other securities related to the Issuer,
and other general market and investment conditions, Kalon Portfolios may determine to:
| • | acquire additional Common Shares through open market purchases or otherwise; or |
| • | sell, trade, engage in short selling of, hedge, or enter into any similar transactions with respect to the Common Shares through
the open market or otherwise. |
Such transactions may take place at any time and without prior notice.
There can be no assurance, however, that any Reporting Person will take any such actions.
As part of Kalon Portfolios’ ongoing review of its investments
in the Common Shares, Kalon Portfolios may from time to time hold talks or discussions with, write letters to and respond to inquiries
from various parties, including, without limitation, the Issuer’s Board of Directors, management or representatives, other
shareholders and other persons or entities, regarding the Issuer’s affairs and strategic alternatives.
Kalon Portfolios may undertake from time to time, and subject to
applicable law and regulation and depending upon certain factors, including, without limitation, the financial performance of the
Issuer, the availability and price of the Common Shares or other securities related to the Issuer, and other general market investment
conditions, Kalon Portfolios may determine to pursue various alternatives in respect of its investments in the Issuer.
Such actions may include, without limitation, direct or indirect participation in the following:
| • | forming and pursuing potential strategic developments and plans related to the Issuer; |
| • | seeking representation on the Board of Directors of the Issuer; |
| • | making recommendations to the Issuer’s Board of Directors and management of the Issuer concerning various business strategies,
mergers, acquisitions, dispositions, dividend policy, capital structure, the provisions of the Issuer’s Articles of Incorporation
or Bylaws or other matters; |
| • | seeking to acquire control of the Issuer through a merger, proxy solicitation, tender offer, exchange offer or otherwise; |
| • | restructuring and effecting other significant transactions with respect to the Issuer; |
| • | participating in a “going-private” transaction; |
| • | taking any other actions that could have the purpose or effect of directly or indirectly changing or influencing control of
the Issuer; or |
| • | providing financing for any of the foregoing. |
Such transactions may take place at any time and without prior notice.
There can be no assurance, however, that the possible courses of action expressed in the immediately preceding sentence will be
pursued or, if pursued, will be consummated by Kalon Portfolios or any other Reporting Person.
Item 5. Interest in Securities of the Issuer
(a), (b) Based upon the Issuer’s Form 10-Q, filed with the
SEC on May 8, 2015, there were 70,334,361 Common Shares issued and outstanding as of May 1, 2015. The 3,911,239 Common Shares beneficially
owned by Kalon Portfolios (the “Kalon Shares”) represent approximately 5.6% of the Common Shares issued and outstanding.
Common Shares are also beneficially owned by D. E. Shaw Oculus Portfolios, L.L.C. (“Oculus Portfolios”) and D. E. Shaw
Asymptote Portfolios, L.L.C. (“Asymptote Portfolios”). The 157 Common Shares beneficially owned by Oculus Portfolios
(the “Oculus Shares”) represent approximately 0.0% of the Common Shares issued and outstanding. The 63 Common Shares
beneficially owned by Asymptote Portfolios (the “Asymptote Shares”) represent approximately 0.0% of the Common Shares
issued and outstanding.
Heliant Manager, as the manager of Kalon Portfolios, and Heliant
Adviser, as the investment adviser of Kalon Portfolios, may be deemed to have the shared power to vote or direct the vote of (and
the shared power to dispose or direct the disposition of) the Kalon Shares.
DESCO LLC, as the manager of Oculus Portfolios, and the managing
member of (i) Heliant Manager and (ii) D. E. Shaw Manager, L.L.C., which in turn is the manager of D. E. Shaw Asymptote Portfolios,
L.L.C., may be deemed to have the shared power to vote or direct the vote of (and the shared power to dispose or direct the disposition
of) the Kalon Shares, the Oculus Shares, and the Asymptote Shares (collectively the “Subject Shares”).
DESCO LP, as the investment adviser of Oculus Portfolios, and the
managing member of (i) Heliant Adviser and (ii) D. E. Shaw Adviser, L.L.C., which in turn is the investment adviser of D. E. Shaw
Asymptote Portfolios, L.L.C., may be deemed to have the shared power to vote or direct the vote of (and the shared power to dispose
or direct the disposition of) the Subject Shares. On July 22, 2015, the Reporting Persons beneficially owned 5.6% of the outstanding
shares. None of DESCO LP, DESCO LLC, Heliant Adviser, or Heliant Manager owns any of the Common Shares directly, and each of DESCO
LP, DESCO LLC, Heliant Adviser, and Heliant Manager disclaims beneficial ownership of the Subject Shares.
David E. Shaw does not own any shares directly. By virtue of David
E. Shaw’s position as President and sole shareholder of DESCO Inc., which is the general partner of DESCO LP, which in turn
is the investment adviser of Oculus Portfolios, and the managing member of (i) Heliant Adviser and (ii) D. E. Shaw Adviser, L.L.C.,
and by virtue of David E. Shaw’s position as President and sole shareholder of DESCO II Inc., which is the managing member
of DESCO LLC, which in turn is the manager of Oculus Portfolios and the managing member of (i) Heliant Manager and (ii) D. E. Shaw
Manager, L.L.C., David E. Shaw may be deemed to have the shared power to vote or direct the vote of, and the shared power to dispose
or direct the disposition of, the Subject Shares as described above. Therefore, David E. Shaw may be deemed to be the beneficial
owner of the Subject Shares. David E. Shaw disclaims beneficial ownership of the Subject Shares.
As of July 22, 2015, neither any Reporting Person nor, to the best
knowledge of any Reporting Person, any of the persons set forth in Item 2, owned any Common Shares other than those set forth
in Item 5.
(c) The trading dates, number of Common Shares
purchased or sold, and the price per share for all transactions by the Reporting Persons in the Common Shares from May 23, 2015
through July 22, 2015, which were all brokered transactions, are set forth below:
| Name | |
Date | |
Price per Share1 | | |
Number of Shares
Purchased/(Sold) | |
| Asymptote Portfolios | |
20150526 | |
$ | 16.47 | 2 | |
| (200 | ) |
| DESIM | |
20150526 | |
$ | 16.35 | 3 | |
| (2,000 | ) |
| D. E. Shaw Valence Portfolios, L.L.C. (“Valence Portfolios”)4 | |
20150526 | |
$ | 16.41 | 5 | |
| (5,269 | ) |
| Asymptote Portfolios | |
20150526 | |
$ | 16.30 | 6 | |
| 200 | |
| DESIM | |
20150526 | |
$ | 16.35 | | |
| 100 | |
| Kalon Portfolios | |
20150526 | |
$ | 16.35 | 7 | |
| 93,440 | |
| Asymptote Portfolios | |
20150527 | |
$ | 16.42 | 8 | |
| (1,800 | ) |
| DESIM | |
20150527 | |
$ | 16.32 | 9 | |
| (600 | ) |
| Valence Portfolios | |
20150527 | |
$ | 16.49 | 10 | |
| (12,297 | ) |
| Asymptote Portfolios | |
20150527 | |
$ | 16.47 | 11 | |
| 1,800 | |
| Valence Portfolios | |
20150527 | |
$ | 16.18 | | |
| 100 | |
| Asymptote Portfolios | |
20150528 | |
$ | 16.79 | | |
| (300 | ) |
| DESIM | |
20150528 | |
$ | 16.64 | 12 | |
| (800 | ) |
| Valence Portfolios | |
20150528 | |
$ | 16.71 | 13 | |
| (18,902 | ) |
| Asymptote Portfolios | |
20150528 | |
$ | 16.63 | 14 | |
| 300 | |
| Kalon Portfolios | |
20150528 | |
$ | 16.71 | 15 | |
| 15,400 | |
| Asymptote Portfolios | |
20150529 | |
$ | 17.35 | 16 | |
| (1,000 | ) |
| DESIM | |
20150529 | |
$ | 17.54 | 17 | |
| (400 | ) |
| Oculus Portfolios | |
20150529 | |
$ | 17.46 | | |
| (100 | ) |
| Valence Portfolios | |
20150529 | |
$ | 17.49 | 18 | |
| (11,988 | ) |
| Asymptote Portfolios | |
20150529 | |
$ | 17.38 | 19 | |
| 1,000 | |
| Kalon Portfolios | |
20150529 | |
$ | 17.45 | 20 | |
| 14,800 | |
1 Where weighted average
price is used for the reported transactions, the Reporting Person undertakes to provide upon request by the SEC, full information
regarding the number of shares purchased or sold at each separate price.
2 A weighted average price
based on prices ranging from $16.34 to $16.60.
3 A weighted average price
based on prices ranging from $16.25 to $16.65.
4 By virtue of David E. Shaw’s position as President and sole shareholder of D. E. Shaw & Co.,
Inc., which is the general partner of D. E. Shaw & Co., L.P., which in turn is the manager and investment adviser of D. E.
Shaw Valence Portfolios, L.L.C., David E. Shaw may be deemed to have the shared power to vote or direct the vote of, and the shared
power to dispose or direct the disposition of, shares in which Valence Portfolios transacts and, therefore, David E. Shaw may be
deemed to be the beneficial owner of such shares. David E. Shaw disclaims such beneficial ownership.
5 A weighted average price
based on prices ranging from $16.24 to $16.67.
6 A weighted average price
based on prices ranging from $16.28 to $16.31.
7 A weighted average
price based on prices ranging from $16.24 to $16.65.
8 A weighted average
price based on prices ranging from $16.31 to $16.52.
9 A weighted average
price based on prices ranging from $16.22 to $16.53.
10 A weighted average
price based on prices ranging from $16.20 to $16.56.
11 A weighted average
price based on prices ranging from $16.35 to $16.56.
12 A weighted average
price based on prices ranging from $16.44 to $16.78.
13 A weighted average
price based on prices ranging from $16.49 to $16.89.
14 A weighted average
price based on prices ranging from $16.62 to $16.65.
15 A weighted average
price based on prices ranging from $16.44 to $16.89.
16 A weighted average
price based on prices ranging from $17.01 to $17.59.
17 A weighted average
price based on prices ranging from $17.48 to $17.60.
18 A weighted average
price based on prices ranging from $17.06 to $17.71.
19 A weighted average
price based on prices ranging from $17.23 to $17.51.
20 A weighted average
price based on prices ranging from $17.07 to $17.72.
| Name | |
Date | |
Price per Share | | |
Number of Shares
Purchased/(Sold) | |
| Asymptote Portfolios | |
20150601 | |
$ | 17.47 | 21 | |
| (2,400 | ) |
| DESIM | |
20150601 | |
$ | 17.40 | 22 | |
| (4,600 | ) |
| Valence Portfolios | |
20150601 | |
$ | 17.30 | 23 | |
| (22,099 | ) |
| Asymptote Portfolios | |
20150601 | |
$ | 17.37 | 24 | |
| 2,400 | |
| Kalon Portfolios | |
20150601 | |
$ | 17.31 | 25 | |
| 15,000 | |
| Asymptote Portfolios | |
20150602 | |
$ | 17.26 | | |
| (100 | ) |
| Oculus Portfolios | |
20150602 | |
$ | 17.41 | | |
| (100 | ) |
| Valence Portfolios | |
20150602 | |
$ | 17.43 | 26 | |
| (5,771 | ) |
| Asymptote Portfolios | |
20150602 | |
$ | 17.59 | | |
| 87 | |
| Asymptote Portfolios | |
20150603 | |
$ | 17.34 | 27 | |
| (500 | ) |
| Valence Portfolios | |
20150603 | |
$ | 17.60 | 28 | |
| (4,180 | ) |
| Asymptote Portfolios | |
20150603 | |
$ | 17.44 | 29 | |
| 400 | |
| Valence Portfolios | |
20150603 | |
$ | 17.27 | 30 | |
| 17,138 | |
| Asymptote Portfolios | |
20150604 | |
$ | 17.45 | 31 | |
| (900 | ) |
| Valence Portfolios | |
20150604 | |
$ | 17.35 | 32 | |
| (1,362 | ) |
| Asymptote Portfolios | |
20150604 | |
$ | 17.32 | 33 | |
| 1,000 | |
| DESIM | |
20150604 | |
$ | 17.37 | 34 | |
| 1,200 | |
| Valence Portfolios | |
20150604 | |
$ | 17.37 | 35 | |
| 11,454 | |
| Asymptote Portfolios | |
20150605 | |
$ | 17.71 | 36 | |
| (1,600 | ) |
| Oculus Portfolios | |
20150605 | |
$ | 17.62 | 37 | |
| (7,429 | ) |
| Valence Portfolios | |
20150605 | |
$ | 17.91 | 38 | |
| (13,800 | ) |
| Asymptote Portfolios | |
20150605 | |
$ | 17.81 | 39 | |
| 500 | |
| Valence Portfolios | |
20150605 | |
$ | 17.57 | 40 | |
| 1,728 | |
21 A weighted average
price based on prices ranging from $17.37 to $17.65.
22 A weighted average
price based on prices ranging from $17.22 to $17.57.
23 A weighted average
price based on prices ranging from $17.20 to $17.58.
24 A weighted average
price based on prices ranging from $17.23 to $17.52.
25 A weighted average
price based on prices ranging from $17.20 to $17.41.
26 A weighted average
price based on prices ranging from $17.03 to $17.59.
27 A weighted average
price based on prices ranging from $17.31 to $17.38.
28 A weighted average
price based on prices ranging from $17.52 to $17.66.
29 A weighted average
price based on prices ranging from $17.14 to $17.64.
30 A weighted average
price based on prices ranging from $17.13 to $17.44.
31 A weighted average
price based on prices ranging from $17.38 to $17.50.
32 A weighted average
price based on prices ranging from $17.32 to $17.38.
33 A weighted average
price based on prices ranging from $17.25 to $17.34.
34 A weighted average
price based on prices ranging from $17.29 to $17.52.
35 A weighted average
price based on prices ranging from $17.13 to $17.50.
36 A weighted average
price based on prices ranging from $17.56 to $17.73.
37 A weighted average
price based on prices ranging from $17.57 to $17.65.
38 A weighted average
price based on prices ranging from $17.58 to $17.97.
39 A weighted average
price based on prices ranging from $17.60 to $17.94.
40 A weighted average
price based on prices ranging from $17.40 to $17.67.
| Name | |
Date | |
Price per Share | | |
Number of Shares
Purchased/(Sold) | |
| Asymptote Portfolios | |
20150608 | |
$ | 17.91 | 41 | |
| (1,650 | ) |
| Valence Portfolios | |
20150608 | |
$ | 17.93 | 42 | |
| (10,833 | ) |
| Asymptote Portfolios | |
20150608 | |
$ | 17.85 | 43 | |
| 2,600 | |
| Kalon Portfolios | |
20150608 | |
$ | 17.88 | 44 | |
| 12,700 | |
| Valence Portfolios | |
20150608 | |
$ | 17.85 | 45 | |
| 1,400 | |
| Asymptote Portfolios | |
20150609 | |
$ | 17.65 | 46 | |
| (1,730 | ) |
| Valence Portfolios | |
20150609 | |
$ | 17.54 | 47 | |
| (5,344 | ) |
| Asymptote Portfolios | |
20150609 | |
$ | 17.72 | 48 | |
| 1,972 | |
| DESIM | |
20150609 | |
$ | 17.76 | 49 | |
| 200 | |
| Kalon Portfolios | |
20150609 | |
$ | 17.58 | 50 | |
| 21,940 | |
| Valence Portfolios | |
20150609 | |
$ | 17.80 | 51 | |
| 2,286 | |
| Asymptote Portfolios | |
20150610 | |
$ | 18.03 | 52 | |
| (4,400 | ) |
| Valence Portfolios | |
20150610 | |
$ | 18.02 | 53 | |
| (9,381 | ) |
| Asymptote Portfolios | |
20150610 | |
$ | 18.02 | 54 | |
| 4,400 | |
| DESIM | |
20150610 | |
$ | 18.12 | 55 | |
| 900 | |
| Valence Portfolios | |
20150610 | |
$ | 17.83 | 56 | |
| 500 | |
| Asymptote Portfolios | |
20150611 | |
$ | 18.08 | 57 | |
| (1,300 | ) |
| Valence Portfolios | |
20150611 | |
$ | 18.20 | | |
| (71 | ) |
| Asymptote Portfolios | |
20150611 | |
$ | 18.11 | 58 | |
| 1,200 | |
| DESIM | |
20150611 | |
$ | 18.07 | 59 | |
| 1,100 | |
| Valence Portfolios | |
20150611 | |
$ | 18.04 | 60 | |
| 3,749 | |
| Asymptote Portfolios | |
20150612 | |
$ | 17.78 | 61 | |
| (600 | ) |
41 A weighted average
price based on prices ranging from $17.72 to $17.99.
42 A weighted average
price based on prices ranging from $17.72 to $17.99.
43 A weighted average
price based on prices ranging from $17.57 to $17.98.
44 A weighted average
price based on prices ranging from $17.59 to $18.00.
45 A weighted average
price based on prices ranging from $17.74 to $17.94.
46 A weighted average
price based on prices ranging from $17.54 to $18.02.
47 A weighted average
price based on prices ranging from $17.52 to $17.59.
48 A weighted average
price based on prices ranging from $17.51 to $17.91.
49 A weighted average
price based on prices ranging from $17.65 to $17.86.
50 A weighted average
price based on prices ranging from $17.51 to $17.76.
51 A weighted average
price based on prices ranging from $17.51 to $17.94.
52 A weighted average
price based on prices ranging from $17.75 to $18.30.
53 A weighted average
price based on prices ranging from $17.78 to $18.23.
54 A weighted average
price based on prices ranging from $17.76 to $18.18.
55 A weighted average
price based on prices ranging from $18.04 to $18.24.
56 A weighted average
price based on prices ranging from $17.77 to $17.86.
57 A weighted average
price based on prices ranging from $17.92 to $18.16.
58 A weighted average
price based on prices ranging from $18.03 to $18.15.
59 A weighted average
price based on prices ranging from $17.96 to $18.18.
60 A weighted average
price based on prices ranging from $17.81 to $18.15.
61 A weighted average
price based on prices ranging from $17.68 to $17.86.
| Name | |
Date | |
Price per Share | | |
Number of Shares
Purchased/(Sold) | |
| DESIM | |
20150612 | |
$ | 17.75 | 62 | |
| (300 | ) |
| Asymptote Portfolios | |
20150612 | |
$ | 17.79 | 63 | |
| 700 | |
| Valence Portfolios | |
20150612 | |
$ | 17.78 | 64 | |
| 14,500 | |
| Asymptote Portfolios | |
20150615 | |
$ | 17.62 | 65 | |
| (2,600 | ) |
| Asymptote Portfolios | |
20150615 | |
$ | 17.55 | 66 | |
| 2,638 | |
| Valence Portfolios | |
20150615 | |
$ | 17.55 | 67 | |
| 7,746 | |
| Asymptote Portfolios | |
20150616 | |
$ | 17.75 | 68 | |
| (538 | ) |
| Asymptote Portfolios | |
20150616 | |
$ | 17.89 | 69 | |
| 500 | |
| DESIM | |
20150616 | |
$ | 17.91 | 70 | |
| 800 | |
| Valence Portfolios | |
20150616 | |
$ | 17.75 | 71 | |
| 11,722 | |
| Asymptote Portfolios | |
20150617 | |
$ | 18.20 | 72 | |
| (300 | ) |
| Oculus Portfolios | |
20150617 | |
$ | 18.25 | | |
| (200 | ) |
| Asymptote Portfolios | |
20150617 | |
$ | 18.17 | | |
| 100 | |
| DESIM | |
20150617 | |
$ | 18.49 | 73 | |
| 400 | |
| Oculus Portfolios | |
20150617 | |
$ | 18.25 | | |
| 200 | |
| Valence Portfolios | |
20150617 | |
$ | 18.15 | 74 | |
| 9,213 | |
| Asymptote Portfolios | |
20150618 | |
$ | 18.74 | 75 | |
| (900 | ) |
| Kalon Portfolios | |
20150618 | |
$ | 18.71 | 76 | |
| (7,466 | ) |
| Valence Portfolios | |
20150618 | |
$ | 18.71 | 77 | |
| (1,799 | ) |
| Asymptote Portfolios | |
20150618 | |
$ | 18.64 | 78 | |
| 797 | |
| Valence Portfolios | |
20150618 | |
$ | 18.63 | 79 | |
| 6,199 | |
| Kalon Portfolios | |
20150619 | |
$ | 18.60 | 80 | |
| (16,500 | ) |
| Valence Portfolios | |
20150619 | |
$ | 18.70 | 81 | |
| (725 | ) |
62 A weighted average
price based on prices ranging from $17.72 to $17.77.
63 A weighted average
price based on prices ranging from $17.67 to $17.86.
64 A weighted average
price based on prices ranging from $17.60 to $18.01.
65 A weighted average
price based on prices ranging from $17.53 to $17.70.
66 A weighted average
price based on prices ranging from $17.48 to $17.58.
67 A weighted average
price based on prices ranging from $17.49 to $17.65.
68 A weighted average
price based on prices ranging from $17.63 to $18.13.
69 A weighted average
price based on prices ranging from $17.61 to $18.12.
70 A weighted average
price based on prices ranging from $17.65 to $18.13.
71 A weighted average
price based on prices ranging from $17.50 to $18.15.
72 A weighted average
price based on prices ranging from $18.03 to $18.48.
73 A weighted average
price based on prices ranging from $18.29 to $18.62.
74 A weighted average
price based on prices ranging from $18.00 to $18.63.
75 A weighted average
price based on prices ranging from $18.69 to $18.79.
76 A weighted average
price based on prices ranging from $18.59 to $18.80.
77 A weighted average
price based on prices ranging from $18.66 to $18.78.
78 A weighted average
price based on prices ranging from $18.37 to $18.74.
79 A weighted average
price based on prices ranging from $18.52 to $18.74.
80 A weighted average
price based on prices ranging from $18.45 to $18.86.
81 A weighted average
price based on prices ranging from $18.65 to $18.74.
| Name | |
Date | |
Price per Share | | |
Number of Shares
Purchased/(Sold) | |
| Asymptote Portfolios | |
20150619 | |
$ | 18.56 | 82 | |
| 200 | |
| DESIM | |
20150619 | |
$ | 18.68 | 83 | |
| 500 | |
| Valence Portfolios | |
20150619 | |
$ | 18.79 | 84 | |
| 3,044 | |
| Asymptote Portfolios | |
20150622 | |
$ | 18.58 | 85 | |
| (600 | ) |
| DESIM | |
20150622 | |
$ | 18.58 | | |
| (100 | ) |
| Kalon Portfolios | |
20150622 | |
$ | 18.61 | 86 | |
| (5,322 | ) |
| Asymptote Portfolios | |
20150622 | |
$ | 18.55 | 87 | |
| 700 | |
| DESIM | |
20150622 | |
$ | 18.63 | 88 | |
| 3,400 | |
| Valence Portfolios | |
20150622 | |
$ | 18.58 | 89 | |
| 13,738 | |
| DESIM | |
20150623 | |
$ | 18.78 | 90 | |
| 1,700 | |
| Valence Portfolios | |
20150623 | |
$ | 18.76 | 91 | |
| 3,320 | |
| Kalon Portfolios | |
20150624 | |
$ | 18.70 | 92 | |
| (5,378 | ) |
| Valence Portfolios | |
20150624 | |
$ | 18.87 | 93 | |
| (1,300 | ) |
| DESIM | |
20150624 | |
$ | 18.76 | 94 | |
| 900 | |
| Valence Portfolios | |
20150624 | |
$ | 18.65 | 95 | |
| 1,588 | |
| Asymptote Portfolios | |
20150625 | |
$ | 18.70 | | |
| (100 | ) |
| Valence Portfolios | |
20150625 | |
$ | 18.76 | 96 | |
| (2,300 | ) |
| Asymptote Portfolios | |
20150625 | |
$ | 18.75 | | |
| 100 | |
| DESIM | |
20150625 | |
$ | 18.76 | 97 | |
| 1,493 | |
| Asymptote Portfolios | |
20150626 | |
$ | 18.71 | 98 | |
| (200 | ) |
| Valence Portfolios | |
20150626 | |
$ | 18.72 | 99 | |
| (1,590 | ) |
| Asymptote Portfolios | |
20150626 | |
$ | 18.72 | | |
| 100 | |
| DESIM | |
20150626 | |
$ | 18.75 | 100 | |
| 3,000 | |
82 A weighted average
price based on prices ranging from $18.50 to $18.61.
83 A weighted average
price based on prices ranging from $18.57 to $18.89.
84 A weighted average
price based on prices ranging from $18.48 to $18.90.
85 A weighted average
price based on prices ranging from $18.47 to $18.68.
86 A weighted average
price based on prices ranging from $18.50 to $18.80.
87 A weighted average
price based on prices ranging from $18.50 to $18.64.
88 A weighted average
price based on prices ranging from $18.47 to $18.83.
89 A weighted average
price based on prices ranging from $18.45 to $18.79.
90 A weighted average
price based on prices ranging from $18.60 to $18.90.
91 A weighted average
price based on prices ranging from $18.61 to $18.87.
92 A weighted average
price based on prices ranging from $18.59 to $18.81.
93 A weighted average
price based on prices ranging from $18.74 to $19.05.
94 A weighted average
price based on prices ranging from $18.63 to $18.96.
95 A weighted average
price based on prices ranging from $18.62 to $18.75.
96 A weighted average
price based on prices ranging from $18.58 to $18.85.
97 A weighted average
price based on prices ranging from $18.60 to $18.88.
98 A weighted average
price based on prices ranging from $18.70 to $18.72.
99 A weighted average
price based on prices ranging from $18.68 to $18.75.
100 A weighted average
price based on prices ranging from $18.61 to $18.82.
| Name | |
Date | |
Price per Share | | |
Number of Shares
Purchased/(Sold) | |
| Valence Portfolios | |
20150626 | |
$ | 18.73 | 101 | |
| 900 | |
| Asymptote Portfolios | |
20150629 | |
$ | 18.64 | 102 | |
| (600 | ) |
| Kalon Portfolios | |
20150629 | |
$ | 18.55 | 103 | |
| (6,100 | ) |
| Valence Portfolios | |
20150629 | |
$ | 18.60 | 104 | |
| (1,923 | ) |
| Asymptote Portfolios | |
20150629 | |
$ | 18.53 | 105 | |
| 700 | |
| DESIM | |
20150629 | |
$ | 18.61 | 106 | |
| 1,215 | |
| Valence Portfolios | |
20150629 | |
$ | 18.58 | | |
| 200 | |
| Asymptote Portfolios | |
20150630 | |
$ | 18.70 | 107 | |
| (400 | ) |
| Valence Portfolios | |
20150630 | |
$ | 18.91 | 108 | |
| (8,970 | ) |
| Asymptote Portfolios | |
20150630 | |
$ | 18.94 | 109 | |
| 400 | |
| DESIM | |
20150630 | |
$ | 18.89 | 110 | |
| 1,200 | |
| Asymptote Portfolios | |
20150701 | |
$ | 18.80 | 111 | |
| (1,400 | ) |
| Oculus Portfolios | |
20150701 | |
$ | 18.83 | | |
| (100 | ) |
| Valence Portfolios | |
20150701 | |
$ | 18.90 | 112 | |
| (838 | ) |
| Asymptote Portfolios | |
20150701 | |
$ | 18.76 | 113 | |
| 1,300 | |
| DESIM | |
20150701 | |
$ | 18.89 | 114 | |
| 3,700 | |
| Kalon Portfolios | |
20150701 | |
$ | 18.82 | 115 | |
| 11,700 | |
| Valence Portfolios | |
20150701 | |
$ | 18.72 | 116 | |
| 806 | |
| Asymptote Portfolios | |
20150702 | |
$ | 19.00 | 117 | |
| (700 | ) |
| Valence Portfolios | |
20150702 | |
$ | 19.00 | | |
| (300 | ) |
| Asymptote Portfolios | |
20150702 | |
$ | 18.86 | 118 | |
| 900 | |
| DESIM | |
20150702 | |
$ | 18.98 | 119 | |
| 2,000 | |
| Kalon Portfolios | |
20150702 | |
$ | 18.97 | 120 | |
| 54,100 | |
101 A weighted average
price based on prices ranging from $18.60 to $18.80.
102 A weighted average
price based on prices ranging from $18.58 to $18.65.
103 A weighted average
price based on prices ranging from $18.44 to $18.83.
104 A weighted average
price based on prices ranging from $18.51 to $18.87.
105 A weighted average
price based on prices ranging from $18.45 to $18.58.
106 A weighted average
price based on prices ranging from $18.49 to $18.69.
107 A weighted average
price based on prices ranging from $18.68 to $18.75.
108 A weighted average
price based on prices ranging from $18.69 to $18.98.
109 A weighted average
price based on prices ranging from $18.92 to $18.97.
110 A weighted average
price based on prices ranging from $18.82 to $18.95.
111 A weighted average
price based on prices ranging from $18.73 to $18.85.
112 A weighted average
price based on prices ranging from $18.76 to $19.10.
113 A weighted average
price based on prices ranging from $18.65 to $18.92.
114 A weighted average
price based on prices ranging from $18.73 to $19.06.
115 A weighted average
price based on prices ranging from $18.70 to $18.90.
116 A weighted average
price based on prices ranging from $18.66 to $18.83.
117 A weighted average
price based on prices ranging from $18.94 to $19.13.
118 A weighted average
price based on prices ranging from $18.80 to $19.01.
119 A weighted average
price based on prices ranging from $18.82 to $19.13.
120 A weighted average
price based on prices ranging from $18.87 to $19.14.
| Name | |
Date | |
Price per Share | | |
Number of Shares
Purchased/(Sold) | |
| Valence Portfolios | |
20150702 | |
$ | 18.97 | 121 | |
| 2,216 | |
| Asymptote Portfolios | |
20150706 | |
$ | 18.90 | 122 | |
| (200 | ) |
| Asymptote Portfolios | |
20150706 | |
$ | 19.03 | | |
| 100 | |
| DESIM | |
20150706 | |
$ | 19.07 | 123 | |
| 2,000 | |
| Kalon Portfolios | |
20150706 | |
$ | 19.06 | 124 | |
| 7,600 | |
| Valence Portfolios | |
20150706 | |
$ | 19.05 | 125 | |
| 12,077 | |
| Asymptote Portfolios | |
20150707 | |
$ | 18.67 | 126 | |
| (1,400 | ) |
| Valence Portfolios | |
20150707 | |
$ | 18.58 | 127 | |
| (2,496 | ) |
| Asymptote Portfolios | |
20150707 | |
$ | 18.47 | 128 | |
| 1,400 | |
| DESIM | |
20150707 | |
$ | 18.72 | 129 | |
| 3,686 | |
| Kalon Portfolios | |
20150707 | |
$ | 18.66 | 130 | |
| 71,100 | |
| Valence Portfolios | |
20150707 | |
$ | 18.52 | 131 | |
| 11,946 | |
| Asymptote Portfolios | |
20150708 | |
$ | 18.75 | 132 | |
| (601 | ) |
| Valence Portfolios | |
20150708 | |
$ | 17.85 | 133 | |
| (1,238 | ) |
| Valence Portfolios | |
20150708 | |
$ | 18.87 | | |
| (100 | ) |
| Asymptote Portfolios | |
20150708 | |
$ | 18.11 | 134 | |
| 700 | |
| DESIM | |
20150708 | |
$ | 18.09 | 135 | |
| 2,600 | |
| DESIM | |
20150708 | |
$ | 18.75 | | |
| 100 | |
| Kalon Portfolios | |
20150708 | |
$ | 18.10 | 136 | |
| 146,910 | |
| Kalon Portfolios | |
20150708 | |
$ | 18.77 | 137 | |
| 1,300 | |
| Valence Portfolios | |
20150708 | |
$ | 18.15 | 138 | |
| 6,150 | |
| Asymptote Portfolios | |
20150709 | |
$ | 18.02 | 139 | |
| (2,400 | ) |
| Valence Portfolios | |
20150709 | |
$ | 18.14 | 140 | |
| (4,500 | ) |
121 A weighted average
price based on prices ranging from $18.94 to $19.00.
122 A weighted average
price based on prices ranging from $18.74 to $19.05.
123 A weighted average
price based on prices ranging from $19.01 to $19.19.
124 A weighted average
price based on prices ranging from $18.97 to $19.19.
125 A weighted average
price based on prices ranging from $18.98 to $19.15.
126 A weighted average
price based on prices ranging from $18.48 to $18.93.
127 A weighted average
price based on prices ranging from $18.36 to $18.99.
128 A weighted average
price based on prices ranging from $18.36 to $18.78.
129 A weighted average
price based on prices ranging from $18.43 to $19.01.
130 A weighted average
price based on prices ranging from $18.36 to $19.00.
131 A weighted average
price based on prices ranging from $18.35 to $18.89.
132 A weighted average
price based on prices ranging from $18.41 to $18.90.
133 A weighted average
price based on prices ranging from $17.71 to $17.93.
134 A weighted average
price based on prices ranging from $17.90 to $18.62.
135 A weighted average
price based on prices ranging from $17.73 to $18.63.
136 A weighted average
price based on prices ranging from $17.70 to $18.68.
137 A weighted average
price based on prices ranging from $18.70 to $18.97.
138 A weighted average
price based on prices ranging from $17.89 to $18.70.
139 A weighted average
price based on prices ranging from $17.82 to $18.17.
140 A weighted average
price based on prices ranging from $18.06 to $18.54.
| Name | |
Date | |
Price per Share | | |
Number of Shares
Purchased/(Sold) | |
| Asymptote Portfolios | |
20150709 | |
$ | 18.15 | 141 | |
| 2,284 | |
| DESIM | |
20150709 | |
$ | 18.04 | 142 | |
| 1,500 | |
| Kalon Portfolios | |
20150709 | |
$ | 17.98 | 143 | |
| 30,929 | |
| Valence Portfolios | |
20150709 | |
$ | 17.93 | 144 | |
| 5,068 | |
| Asymptote Portfolios | |
20150710 | |
$ | 18.63 | 145 | |
| (200 | ) |
| Oculus Portfolios | |
20150710 | |
$ | 18.79 | 146 | |
| (2,600 | ) |
| Valence Portfolios | |
20150710 | |
$ | 18.42 | 147 | |
| (800 | ) |
| Asymptote Portfolios | |
20150710 | |
$ | 18.83 | 148 | |
| 300 | |
| DESIM | |
20150710 | |
$ | 18.68 | 149 | |
| 500 | |
| Valence Portfolios | |
20150710 | |
$ | 18.82 | 150 | |
| 27,000 | |
| DESIM | |
20150713 | |
$ | 19.05 | 151 | |
| 2,298 | |
| Valence Portfolios | |
20150713 | |
$ | 19.03 | 152 | |
| 13,100 | |
| DESIM | |
20150714 | |
$ | 19.81 | 153 | |
| 2,800 | |
| Valence Portfolios | |
20150714 | |
$ | 19.83 | 154 | |
| 30,000 | |
| DESIM | |
20150715 | |
$ | 19.47 | 155 | |
| 1,800 | |
| DESIM | |
20150716 | |
$ | 19.70 | 156 | |
| 1,800 | |
| Valence Portfolios | |
20150716 | |
$ | 19.63 | 157 | |
| 2,092 | |
| DESIM | |
20150717 | |
$ | 19.58 | 158 | |
| 1,726 | |
| Valence Portfolios | |
20150717 | |
$ | 19.46 | | |
| 100 | |
(d) No person other than the Reporting Persons
or any of the persons set forth in Item 2 has the right to receive or the power to direct the receipt of dividends from, or the
proceeds from the sale of, the Subject Shares.
141 A weighted average
price based on prices ranging from $17.93 to $18.23.
142 A weighted average
price based on prices ranging from $17.75 to $18.27.
143 A weighted average
price based on prices ranging from $17.81 to $18.00.
144 A weighted average
price based on prices ranging from $17.75 to $18.07.
145 A weighted average
price based on prices ranging from $18.46 to $18.79.
146 A weighted average
price based on prices ranging from $18.70 to $18.92.
147 A weighted average
price based on prices ranging from $18.36 to $18.45.
148 A weighted average
price based on prices ranging from $18.74 to $18.88.
149 A weighted average
price based on prices ranging from $18.46 to $18.83.
150 A weighted average
price based on prices ranging from $18.70 to $18.91.
151 A weighted average
price based on prices ranging from $18.91 to $19.13.
152 A weighted average
price based on prices ranging from $18.87 to $19.06.
153 A weighted average
price based on prices ranging from $19.63 to $19.91.
154 A weighted average
price based on prices ranging from $19.63 to $19.93.
155 A weighted average
price based on prices ranging from $19.16 to $19.68.
156 A weighted average
price based on prices ranging from $19.55 to $19.89.
157 A weighted average
price based on prices ranging from $19.55 to $19.71.
158 A weighted average
price based on prices ranging from $19.45 to $19.80.
(e) Not Applicable.
Item 6. Contracts, Arrangements, Understandings
or Relationships with Respect to Securities of the Issuer
Valence Portfolios maintains an open short position of 151,192 Common
Shares, and accounts under the management of DESIM maintain open short positions of 179,123 Common Shares.
Except for the matters described herein, neither the Reporting Persons
nor, to the best knowledge of any Reporting Person, any of the person listed in Item 2 has any contract, arrangement, understanding
or relationship with any person with respect to any securities of the Issuer.
Item 7. Material to be filed as Exhibits
| Exhibit 1 | Power of Attorney, granted by David E. Shaw relating to
D. E. Shaw & Co., Inc., in favor of the signatories hereto, among others, dated December 16, 2014. |
| Exhibit 2 | Power of Attorney, granted by David E. Shaw relating to
D. E. Shaw & Co. II, Inc., in favor of the signatories hereto, among others, dated December 16, 2014. |
| Exhibit 3 | Joint Filing Agreement, by and among the Reporting Persons,
dated July 22, 2015. |
SIGNATURES
After reasonable inquiry and to the best of each
of the undersigned’s knowledge and belief, each of the undersigned, severally and not jointly, certifies that the information
set forth in this statement is true, complete and correct. Powers of Attorney, dated December 16, 2014, granted by David E. Shaw
in favor of Nathan Thomas, are attached hereto as Exhibits 1 and 2 and incorporated herein by reference.
Dated: July 22, 2015
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D. E. Shaw Kalon Portfolios, L.L.C. |
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By: |
/s/ Nathan Thomas |
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Nathan Thomas |
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Authorized Signatory |
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D. E. Shaw Heliant Manager, L.L.C. |
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By: |
/s/ Nathan Thomas |
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Nathan Thomas |
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Authorized Signatory |
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|
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D. E. Shaw Heliant Adviser, L.L.C. |
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By: |
/s/ Nathan Thomas |
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Nathan Thomas |
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Chief Compliance Officer |
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D. E. Shaw & Co., L.L.C. |
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By: |
/s/ Nathan Thomas |
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Nathan Thomas |
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Authorized Signatory |
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D. E. Shaw & Co., L.P. |
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By: |
/s/ Nathan Thomas |
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Nathan Thomas |
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Chief Compliance Officer |
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David E. Shaw |
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By: |
/s/ Nathan Thomas |
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Nathan Thomas |
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Attorney-in-Fact for David E. Shaw |
Exhibit 1
POWER OF ATTORNEY
FOR CERTAIN REGULATORY FILINGS
INCLUDING CERTAIN FILINGS
UNDER THE SECURITIES EXCHANGE ACT OF 1934
AND THE INVESTMENT ADVISERS ACT OF 1940
I, David E. Shaw, hereby make, constitute, and appoint each of:
Anne Dinning,
Julius Gaudio,
John Liftin,
Maximilian Stone,
Nathan Thomas, and
Eric Wepsic,
acting individually, as my agent and attorney-in-fact, with full
power of substitution, for the purpose of, from time to time, (i) executing in my name and/or my capacity as President of D. E. Shaw
& Co., Inc. (acting for itself or as the general partner of D. E. Shaw & Co., L.P. and general partner, managing
member, or manager of other entities, any of which in turn may be acting for itself or other entities) all documents, certificates,
instruments, statements, other filings, and amendments to the foregoing (collectively, “documents”) determined by such
person to be necessary or appropriate to comply with any registration or regulatory disclosure requirements and/or ownership or
control-person reporting requirements imposed by any United States or non-United States governmental or regulatory authority, including
without limitation Form ADV, Forms 3, 4, 5, and 13F, and Schedules 13D and 13G required to be filed with the United States Securities
and Exchange Commission, and (ii) delivering, furnishing, or filing any such documents to or with the appropriate governmental
or regulatory authority. Any such determination shall be conclusively evidenced by such person’s execution, delivery, furnishing,
and/or filing of the applicable document.
This power of attorney shall be valid from the date hereof and replaces
the power granted on June 22, 2012, which is hereby cancelled.
IN WITNESS HEREOF, I have executed this instrument as of the date
set forth below.
Date: December 16, 2014
DAVID E. SHAW, as President of
D. E. Shaw & Co., Inc.
/s/ David E. Shaw
New York, New York
Exhibit 2
POWER OF ATTORNEY
FOR CERTAIN REGULATORY FILINGS
INCLUDING CERTAIN FILINGS
UNDER THE SECURITIES EXCHANGE ACT OF 1934
AND THE INVESTMENT ADVISERS ACT OF 1940
I, David E. Shaw, hereby make, constitute, and appoint each of:
Anne Dinning,
Julius Gaudio,
John Liftin,
Maximilian Stone,
Nathan Thomas, and
Eric Wepsic,
acting individually, as my agent and attorney-in-fact, with full
power of substitution, for the purpose of, from time to time, (i) executing in my name and/or my capacity as President of D. E. Shaw
& Co. II, Inc. (acting for itself or as the managing member of D. E. Shaw & Co., L.L.C. and general partner,
managing member, or manager of other entities, any of which in turn may be acting for itself or other entities) all documents,
certificates, instruments, statements, other filings, and amendments to the foregoing (collectively, “documents”) determined
by such person to be necessary or appropriate to comply with any registration or regulatory disclosure requirements and/or ownership
or control-person reporting requirements imposed by any United States or non-United States governmental or regulatory authority,
including without limitation Form ADV, Forms 3, 4, 5, and 13F, and Schedules 13D and 13G required to be filed with the United States
Securities and Exchange Commission, and (ii) delivering, furnishing, or filing any such documents to or with the appropriate governmental
or regulatory authority. Any such determination shall be conclusively evidenced by such person’s execution, delivery, furnishing,
and/or filing of the applicable document.
This power of attorney shall be valid from the date hereof and replaces
the power granted on June 22, 2012, which is hereby cancelled.
IN WITNESS HEREOF, I have executed this instrument as of the date
set forth below.
Date: December 16, 2014
DAVID E. SHAW, as President of
D. E. Shaw & Co. II, Inc.
/s/ David E. Shaw
New York, New York
Exhibit 3
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k)(1) under the Securities Exchange
Act of 1934, as amended, each of the undersigned Reporting Persons hereby agrees to the joint filing, along with all other such
Reporting Persons, on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the
Common Stock, par value $0.01 per share, of Alon USA Energy, Inc., and that this agreement be included as an Exhibit to such joint
filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the
same instrument.
IN WITNESS WHEREOF, each of the undersigned hereby executes this
Agreement as of this 22nd day of July, 2015.
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D. E. Shaw Kalon Portfolios, L.L.C. |
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|
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By: |
/s/ Nathan Thomas |
| |
|
Nathan Thomas |
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|
Authorized Signatory |
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|
|
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D. E. Shaw Heliant Manager, L.L.C. |
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|
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By: |
/s/ Nathan Thomas |
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|
Nathan Thomas |
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Authorized Signatory |
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|
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D. E. Shaw Heliant Adviser, L.L.C. |
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|
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By: |
/s/ Nathan Thomas |
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|
Nathan Thomas |
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|
Chief Compliance Officer |
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|
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D. E. Shaw & Co., L.L.C. |
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|
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By: |
/s/ Nathan Thomas |
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|
Nathan Thomas |
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Authorized Signatory |
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|
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D. E. Shaw & Co., L.P. |
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|
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By: |
/s/ Nathan Thomas |
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|
Nathan Thomas |
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|
Chief Compliance Officer |
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|
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David E. Shaw |
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|
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By: |
/s/ Nathan Thomas |
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|
Nathan Thomas |
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|
Attorney-in-Fact for David E. Shaw |
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