Amended Statement of Ownership (sc 13g/a)
15 February 2018 - 9:52AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE
13G/A
(Rule
13d-102)
(Amendment No. 1)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES
13d-1(b),
(c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE
13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Independence
Realty Trust, Inc.
(Name of Issuer)
Common Stock
(Title of
Class of Securities)
45378A106
(CUSIP Number)
December 31, 2017
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to
designate the rule pursuant to which this Schedule is filed:
☒ Rule
13d-1(b)
☐ Rule
13d-1(c)
☐ Rule
13d-1(d)
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CUSIP No. 45378A106
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13G/A
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Page 2 of 7
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1
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NAME OF
REPORTING PERSONS
Highland Capital Management Fund Advisors, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a) ☐ (b) ☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
0
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6
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SHARED VOTING POWER
1,823,405**
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7
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SOLE DISPOSITIVE POWER
0
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8
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SHARED DISPOSITIVE POWER
1,823,405**
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,823,405**
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES*
☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9
2.2%**
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12
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TYPE OF REPORTING PERSON*
IA, PN
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*
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SEE INSTRUCTIONS BEFORE FILLING OUT
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CUSIP No. 45378A106
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13G/A
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Page 3 of 7
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1
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NAME OF
REPORTING PERSONS
Strand Advisors XVI, Inc.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a) ☐ (b) ☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
0
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6
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SHARED VOTING POWER
1,823,405**
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7
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SOLE DISPOSITIVE POWER
0
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8
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SHARED DISPOSITIVE POWER
1,823,405**
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,823,405**
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES*
☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9
2.2%**
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12
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TYPE OF REPORTING PERSON*
HC, CO
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*
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SEE INSTRUCTIONS BEFORE FILLING OUT
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CUSIP No. 45378A106
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13G/A
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Page 4 of 7
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1
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NAME OF
REPORTING PERSONS
James D. Dondero
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a) ☐ (b) ☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF
ORGANIZATION
United States
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
0
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6
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SHARED VOTING POWER
2,464,406**
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7
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SOLE DISPOSITIVE POWER
0
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8
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SHARED DISPOSITIVE POWER
2,464,406**
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,464,406**
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES*
☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9
3.0%**
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12
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TYPE OF REPORTING PERSON*
HC, IN
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*
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SEE INSTRUCTIONS BEFORE FILLING OUT
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SCHEDULE 13G/A
This Amendment No. 1 to Schedule 13G (this Amendment) is being filed on behalf of Highland Capital Management Fund Advisors,
L.P., a Delaware limited partnership (Highland Fund Advisors), Strand Advisors XVI, Inc., a Delaware corporation (Strand XVI), and James D. Dondero (collectively, the Reporting Persons). This Amendment modifies
the original Schedule 13G filed with the Securities and Exchange Commission on February 10, 2017 (the Original 13G) by the Reporting Persons.
Brad Ross is the President of Strand XVI. Strand XVI is the general partner of Highland Fund Advisors. Highland Fund Advisors is the
investment advisor to certain funds and managed accounts (the Highland Funds). This Amendment relates to the Common Stock (the Common Stock) of Independence Realty Trust, Inc., a Maryland corporation (the Issuer),
held by (i) the Highland Funds and (ii) certain other private funds and managed accounts ultimately advised by James D. Dondero (together with the Highland Funds, the Funds).
Item 4 Ownership.
Item 4 of the Original 13G is
hereby amended and restated to read as follows:
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(a)
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Highland Fund Advisors, as the investment advisor to the Highland Funds, and Strand XVI, as the general partner of Highland Fund Advisors, may be deemed the beneficial owners of the 1,823,405 shares of Common Stock held
by the Highland Funds.
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Mr. Dondero may be deemed the beneficial owner of the 2,464,406 shares of Common Stock held by
the Funds.
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(b)
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Highland Fund Advisors and Strand XVI may be deemed the beneficial owners of 2.2% of the outstanding shares of Common Stock held by the Highland Funds. This percentage was determined by dividing 1,823,405, the number of
shares of Common Stock held directly by the Highland Funds, by 83,518,602, which is the number of shares of Common Stock outstanding as of October 30, 2017 according to the Issuers Form
10-Q
filed
with the Securities Exchange Commission on October 31, 2017.
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Mr. Dondero may be deemed the beneficial owner of
3.0% of the outstanding Common Stock held by the Funds. This percentage was determined by dividing 2,464,406, the number of shares of Common Stock held directly by the Funds, by 83,518,602, which is the number of shares of Common Stock outstanding
as of October 30, 2017 according to the Issuers Form
10-Q
filed with the Securities Exchange Commission on October 31, 2017.
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(c)
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Highland Fund Advisors and Strand XVI have the shared power to vote and dispose of the 1,823,405 shares of Common Stock held by the Highland Funds.
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Mr. Dondero has the the shared power to vote and dispose of the 2,464,406 shares of Common
Stock held by the Funds.
Item 5 Ownership of Five Percent or Less of a Class.
Item 5 of the Original 13G is hereby amended and restated to read as follows:
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 owners
of more than five percent of the class of securities, check the following ☒.
Item 10 Certification.
By signing below each of the Reporting Persons certifies that, to the best of such persons knowledge and belief, the securities referred
to above were acquired and held in the ordinary course of business and were not acquired and were 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.
Date: February 14, 2018
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HIGHLAND CAPITAL MANAGEMENT FUND ADVISORS, L.P.
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By:
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Strand Advisors XVI, Inc., its general partner
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By:
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/s/ Dustin Norris
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Name: Dustin Norris
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Title: Secretary
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STRAND ADVISORS XVI, INC.
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By:
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/s/ Dustin Norris
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Name:
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Dustin Norris
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Title:
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Secretary
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/s/ James D. Dondero
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James D. Dondero
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