Amended Statement of Beneficial Ownership (sc 13d/a)
July 19 2019 - 4:39PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of
1934
(Amendment No. 8)*
Babcock
& Wilcox Enterprises, Inc.
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(Name of Issuer)
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Common Stock, par value $0.01 per share
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(Title of Class of Securities)
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05614L100
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(CUSIP Number)
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Vintage Capital Management, LLC
4705 S. Apopka Vineland Road, Suite 206
Orlando, FL 32819
(407) 909-8015
(Name, Address and Telephone Number of Person Authorized to
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Receive Notices and Communications)
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July 17, 2019
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(Date of Event which Requires Filing of this Statement)
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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 §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box:
¨
Note
. Schedules filed in paper format shall
include a signed original and five copies of the schedule, including all exhibits. See § 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).
Explanatory Note
This Amendment No. 8 (this “Amendment”)
amends and supplements the Schedule 13D filed on December 12, 2017, as amended on January 4, 2018, February 2, 2018, March 6,
2018, April 13, 2018, May 3, 2018, April 5, 2019 and May 2, 2019 (as amended, the “Schedule 13D”), by the Reporting
Persons relating to the Common Stock of Babcock & Wilcox Enterprises, Inc. (the “Issuer”). Information reported
in the Schedule 13D remains in effect except to the extent that it is amended, restated or superseded by information contained
in this Amendment. Capitalized terms used but not defined in this Amendment have the respective meanings set forth in the Schedule
13D. All references in the Schedule 13D and this Amendment to the “Statement” will be deemed to refer to the Schedule
13D as amended and supplemented by this Amendment.
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Item 4.
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Purpose of Transaction.
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Item 4 is amended to add the following:
On July 17, 2019,
Vintage Capital exercised subscription rights to acquire an aggregate of 24,751,352 shares of Common Stock in connection with
the Rights Offering, as described in the Issuer’s prospectus dated June 28, 2019 and filed with the Securities and Exchange
Commission on June 28, 2019, at the subscription price of $0.30 per whole share of Common Stock. The Rights Offering is expected
to close on July 23, 2019.
SIGNATURES
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.
Dated: July 19, 2019
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VINTAGE CAPITAL MANAGEMENT, LLC
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By:
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/s/ Brian R. Kahn
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Name:
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Brian R. Kahn
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Title:
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Manager
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KAHN CAPITAL MANAGEMENT, LLC
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By:
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/s/ Brian R. Kahn
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Name:
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Brian R. Kahn
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Title:
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Manager
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/s/ Brian R. Kahn
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Brian R. Kahn
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EXHIBIT INDEX
Exhibit
Number
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Description
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1
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Joint Filing Agreement (incorporated by reference to Exhibit 1 to the Schedule 13D/A filed by Vintage Capital Management, LLC on April 5, 2019).
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