1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
Paulson & Co. Inc.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
51,736,360
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
51,736,360
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
51,736,360
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES* [ ]
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
15.8%
|
|
12.
|
TYPE OF REPORTING PERSON*
|
IA
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
Paulson Advantage Master Ltd.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Caymand Islands
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
877,249
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
877,249
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
877,249
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES* [ ]
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
0.3%
|
|
12.
|
TYPE OF REPORTING PERSON*
|
CO
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
Paulson Advantage Plus Master Ltd.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Cayman Islands
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
1,435,307
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
1,435,307
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
1,435,307
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES* [ ]
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
0.4%
|
|
12.
|
TYPE OF REPORTING PERSON*
|
CO
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
Paulson Credit Opportunities Master Ltd.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Cayman Islands
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
19,290,419
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
19,290,419
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
19,290,419
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES* [ ]
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
5.9%
|
|
12.
|
TYPE OF REPORTING PERSON*
|
CO
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
Paulson International Ltd.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Cayman Islands
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
5,307,180
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
5,307,180
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
5,307,180
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES* [ ]
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
1.6%
|
|
12.
|
TYPE OF REPORTING PERSON*
|
CO
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
Paulson Enhanced Ltd.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Cayman Islands
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
15,220,149
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
15,220,149
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
15,220,149
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES* [ ]
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
4.6%
|
|
12.
|
TYPE OF REPORTING PERSON*
|
CO
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
Paulson Recovery Master Fund Ltd.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Cayman Islands
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
3,382,165
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
3,382,165
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
3,382,165
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES* [ ]
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
1.0%
|
|
12.
|
TYPE OF REPORTING PERSON*
|
CO
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
Paulson Partners L.P.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
1,540,999
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
1,540,999
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
1,540,999
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES* [ ]
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
0.5%
|
|
12.
|
TYPE OF REPORTING PERSON*
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
Paulson Partners Enhanced, L.P.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
4,077,624
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
4,077,624
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
4,077,624
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES* [ ]
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
1.2%
|
|
12.
|
TYPE OF REPORTING PERSON*
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
John Paulson
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
United States
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
51,736,360
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
51,736,360
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
51,736,360
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES* [ ]
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
15.8%
|
|
12.
|
TYPE OF REPORTING PERSON*
|
IN
|
·
|
Paulson & Co. Inc. (“Paulson & Co.”);
|
·
|
Paulson Advantage Master Ltd. (“Advantage Master”);
|
·
|
Paulson Advantage Plus Master Ltd. (“Advantage Plus Master”);
|
·
|
Paulson Credit Opportunities Master Ltd. (“Credit Master”);
|
·
|
Paulson International Ltd. (“International”);
|
·
|
Paulson Enhanced Ltd. (“Enhanced Ltd.”);
|
·
|
Paulson Recovery Master Fund Ltd. (“Recovery Master”);
|
·
|
Paulson Partners L.P. (“Paulson Partners”);
|
·
|
Paulson Partners Enhanced, L.P. (“Enhanced LP”); and
|
·
|
John Paulson
|
(a)
|
[ ]
|
Broker or dealer registered under Section 15 of the Exchange Act.
|
(b)
|
[ ]
|
Bank as defined in Section 3(a)(6) of the Exchange Act.
|
(c)
|
[ ]
|
Insurance company defined in Section 3(a)(19) of the Exchange Act.
|
(d)
|
[ ]
|
Investment company registered under Section 8 of the Investment Company Act.
|
(e)
|
[ ]
|
An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E).
|
(f)
|
[ ]
|
An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F).
|
(g)
|
[ ]
|
A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G).
|
(h)
|
[ ]
|
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.
|
(i)
|
[ ]
|
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
|
(j)
|
[ ]
|
Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
|
|
If this statement is filed pursuant to Rule 13d-1(c), check this box [x]
|
I.
|
Advantage Master
|
|
(a)
|
Amount individually beneficially owned: 877,249
|
|
(b)
|
Percent of class: 0.3%
|
|
(c)
|
Number of shares of Common Stock as to which Advantage Master has:
|
|
(i)
|
Sole power to vote or direct the vote: 0
|
|
(ii)
|
Shared power to vote or direct the vote: 877,249 (See Note 1.)
|
|
(iii)
|
Sole power to dispose or direct the disposition: 0
|
|
(iv)
|
Shared power to dispose or direct the disposition: 877,249 (See Note 1.)
|
II.
|
Advantage Plus Master
|
|
(a)
|
Amount individually beneficially owned: 1,435,307
|
|
(b)
|
Percent of class: 0.4%
|
|
(c)
|
Number of shares of Common Stock as to which Advantage Plus Master has:
|
|
(i)
|
Sole power to vote or direct the vote: 0
|
|
(ii)
|
Shared power to vote or direct the vote: 1,435,307 (See Note 1.)
|
|
(iii)
|
Sole power to dispose or direct the disposition: 0
|
|
(iv)
|
Shared power to dispose or direct the disposition: 1,435,307 (See Note 1.)
|
III.
|
Credit Master
|
|
(a)
|
Amount individually beneficially owned: 19,290,419
|
|
(b)
|
Percent of class: 5.9%
|
|
(c)
|
Number of shares of Common Stock as to which Credit Master has:
|
|
(i)
|
Sole power to vote or direct the vote: 0
|
|
(ii)
|
Shared power to vote or direct the vote: 19,290,419 (See Note 1.)
|
|
(iii)
|
Sole power to dispose or direct the disposition: 0
|
|
(iv)
|
Shared power to dispose or direct the disposition: 19,290,419 (See Note 1.)
|
IV.
|
International
|
|
(a)
|
Amount individually beneficially owned: 5,307,180
|
|
(b)
|
Percent of class: 1.6%
|
|
(c)
|
Number of shares of Common Stock as to which International has:
|
|
(i)
|
Sole power to vote or direct the vote: 0
|
|
(ii)
|
Shared power to vote or direct the vote: 5,307,180 (See Note 1.)
|
|
(iii)
|
Sole power to dispose or direct the disposition: 0
|
|
(iv)
|
Shared power to dispose or direct the disposition: 5,307,180 (See Note 1.)
|
V.
|
Enhanced Ltd.
|
|
(a)
|
Amount individually beneficially owned: 15,220,149
|
|
(b)
|
Percent of class: 4.6%
|
|
(c)
|
Number of shares of Common Stock as to which Enhanced Ltd. has:
|
|
(i)
|
Sole power to vote or direct the vote: 0
|
|
(ii)
|
Shared power to vote or direct the vote: 15,220,149 (See Note 1.)
|
|
(iii)
|
Sole power to dispose or direct the disposition: 0
|
|
(iv)
|
Shared power to dispose or direct the disposition: 15,220,149 (See Note 1.)
|
VI.
|
Recovery Master
|
|
(a)
|
Amount individually beneficially owned: 3,382,165
|
|
(b)
|
Percent of class: 1.0%
|
|
(c)
|
Number of shares of Common Stock as to which Recovery Master has:
|
|
(i)
|
Sole power to vote or direct the vote: 0
|
|
(ii)
|
Shared power to vote or direct the vote: 3,382,165 (See Note 1.)
|
|
(iii)
|
Sole power to dispose or direct the disposition: 0
|
|
(iv)
|
Shared power to dispose or direct the disposition: 3,382,165 (See Note 1.)
|
VII.
|
Paulson Partners
|
|
(a)
|
Amount individually beneficially owned: 1,540,999
|
|
(b)
|
Percent of class: 0.5%
|
|
(c)
|
Number of shares of Common Stock as to which Paulson Partners has:
|
|
(i)
|
Sole power to vote or direct the vote: 0
|
|
(ii)
|
Shared power to vote or direct the vote: 1,540,999 (See Note 1.)
|
|
(iii)
|
Sole power to dispose or direct the disposition: 0
|
|
(iv)
|
Shared power to dispose or direct the disposition: 1,540,999 (See Note 1.)
|
VIII.
|
Enhanced LP
|
|
(a)
|
Amount individually beneficially owned: 4,077,624
|
|
(b)
|
Percent of class: 1.2%
|
|
(c)
|
Number of shares of Common Stock as to which Enhanced LP has:
|
|
(i)
|
Sole power to vote or direct the vote: 0
|
|
(ii)
|
Shared power to vote or direct the vote: 4,077,624 (See Note 1.)
|
|
(iii)
|
Sole power to dispose or direct the disposition: 0
|
|
(iv)
|
Shared power to dispose or direct the disposition: 4,077,624 (See Note 1.)
|
IX.
|
Paulson’s Separately Managed Accounts
|
|
(a)
|
Amount individually beneficially owned: 605,268
|
|
(b)
|
Percent of class: 0.2%
|
|
(c)
|
Number of shares of Common Stock as to which the Separately Managed Accounts hold:
|
|
(i)
|
Sole power to vote or direct the vote: 0
|
|
(ii)
|
Shared power to vote or direct the vote: 605,268 (See Note 1.)
|
|
(iii)
|
Sole power to dispose or direct the disposition: 0
|
|
(iv)
|
Shared power to dispose or direct the disposition: 605,268 (See Note 1.)
|
X.
|
Paulson & Co.
|
|
(a)
|
Amount beneficially owned: 51,736,360
|
|
(b)
|
Percent of class: 15.8%
|
|
(c)
|
Number of shares of Common Stock as to which Paulson & Co. holds:
|
|
(i)
|
Sole power to vote or direct the vote: 0
|
|
(ii)
|
Shared power to vote or direct the vote: 51,736,360 (See Note 1.)
|
|
(iii)
|
Sole power to dispose or direct the disposition: 0
|
|
(iv)
|
Shared power to dispose or direct the disposition: 51,736,360 (See Note 1.)
|
XI.
|
John Paulson
|
|
(a)
|
Amount beneficially owned: 51,736,360
|
|
(b)
|
Percent of class: 15.8%
|
|
(c)
|
Number of shares of Common Stock as to which John Paulson holds:
|
|
(i)
|
Sole power to vote or direct the vote: 0
|
|
(ii)
|
Shared power to vote or direct the vote: 51,736,360 (See Note 1.)
|
|
(iii)
|
Sole power to dispose or direct the disposition: 0
|
|
(iv)
|
Shared power to dispose or direct the disposition: 51,736,360 (See Note 1.)
|