Initial Statement of Beneficial Ownership (3)
January 07 2020 - 11:48AM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0104
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Avenue Europe International Management GenPar, LLC |
2. Date of Event Requiring Statement (MM/DD/YYYY)
12/31/2019
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3. Issuer Name and Ticker or Trading Symbol
PACIFIC DRILLING S.A. [PACD]
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(Last)
(First)
(Middle)
C/O AVENUE CAPITAL GROUP, 11 WEST 42ND STREET, 9TH FLOOR |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director ___X___ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Street)
NEW YORK, NY 10036
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4) | 2. Amount of Securities Beneficially Owned
(Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) | 4. Nature of Indirect Beneficial Ownership
(Instr. 5) |
| COMMON STOCK | 19259574 | I | SEE FOOTNOTE (1)(2)(3) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4) | 2. Date Exercisable and Expiration Date
(MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5) | 6. Nature of Indirect Beneficial Ownership
(Instr. 5) |
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Explanation of Responses: |
| (1) | Collectively, the securities (the "Common Shares") reported in this Form 3 are held directly by: (i) Avenue Energy Opportunities Fund, L.P., Avenue Energy Opportunities Fund II, L.P., Avenue PPF Opportunities Fund, L.P., Avenue Special Opportunities Fund II, L.P. and Avenue Strategic Opportunities Fund, L.P. (the "US Funds") and (ii) Avenue ASRS Europe Opportunities Fund, L.P., Avenue Europe Opportunities Master Fund, L.P., Avenue Europe Special Situations Fund III (Euro), L.P., and Avenue Europe Special Situations Fund III (U.S.), L.P. (the "Euro Funds") and together with the US Funds, the "Funds"). |
| (2) | Avenue Capital Management II, L.P. is the investment manager of the US Funds and may be deemed to have voting and dispositive power over the 13,973,624 Common Shares owned by such entities. Avenue Europe International Management, L.P. is the investment manager of the Euro Funds and may be deemed to have voting and dispositive power over the 5,285,950 Common Shares owned by such entities. |
| (3) | Marc Lasry is the managing member of Avenue Capital Management II GenPar, LLC and Avenue Europe International Management GenPar, LLC. Mr. Lasry may be deemed to be the indirect beneficial owner of the securities reported by the Funds by reason of his ability to direct the vote and/or disposition of such securities, and his pecuniary interest in such shares (within the meaning of Rule 16a-1(a)(2) under the Exchange Act) is a fractional interest in such amount. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Avenue Europe International Management GenPar, LLC
C/O AVENUE CAPITAL GROUP
11 WEST 42ND STREET, 9TH FLOOR
NEW YORK, NY 10036 |
| X |
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Avenue-ASRS Europe Opportunities Fund, L.P.
C/O AVENUE CAPITAL GROUP
11 WEST 42ND STREET, 9TH FLOOR
NEW YORK, NY 10036 |
| X |
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Signatures
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| AVENUE EUROPE INTERNATIONAL MANAGEMENT GENPAR, LLC
By: /s/ Andrew K. Schinder, Attorney-in-Fact for Marc Lasry, Managing Member | | 1/7/2020 |
| **Signature of Reporting Person | Date |
| AVENUE-ASRS EUROPE OPPORTUNITIES FUND, L.P.
By: Avenue-ASRS Europe Opportunities Fund GenPar, LLC, its General Partner
By: GL ASRS Europe Partners, LLC, its Sole Member
By: /s/ Andrew K. Schinder, Attorney-in-Fact for Marc Lasry, Managing Member | | 1/7/2020 |
| **Signature of Reporting Person | Date |
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