1.
|
NAMES OF REPORTING PERSONS
|
Robert S. Pitts, Jr.
|
|
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
|
2,233,351
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
2,233,351
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
2,233,351
|
|
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
|
IN
|
1.
|
NAMES OF REPORTING PERSONS
|
Steadfast Capital Management LP
|
|
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
|
2,031,884
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
2,031,884
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
2,031,884
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
4.2%
|
|
12.
|
TYPE OF REPORTING PERSON
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
|
Steadfast Financial LP
|
|
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
|
87,653
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
87,653
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
87,653
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
Less than 1%
|
|
12.
|
TYPE OF REPORTING PERSON
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
|
Steadfast Long Financial LP
|
|
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
|
113,814
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
113,814
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
113,814
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
Less than 1%
|
|
12.
|
TYPE OF REPORTING PERSON
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
|
Steadfast Capital, 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
|
87,653
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
87,653
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
87,653
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
Less than 1%
|
|
12.
|
TYPE OF REPORTING PERSON
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
|
American Steadfast, 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
|
655,574
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
655,574
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
655,574
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
1.4%
|
|
12.
|
TYPE OF REPORTING PERSON
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
|
Steadfast International 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
|
1,293,383
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
1,293,383
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
1,293,383
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
2.7%
|
|
12.
|
TYPE OF REPORTING PERSON
|
CO
|
1.
|
NAMES OF REPORTING PERSONS
|
Steadfast Long Capital, 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
|
43,067
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
43,067
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
43,067
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
Less than 1%
|
|
12.
|
TYPE OF REPORTING PERSON
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
|
Steadfast Long Capital Master Fund, 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
|
Cayman Islands
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
70,747
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
70,747
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
70,747
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
Less than 1%
|
|
12.
|
TYPE OF REPORTING PERSON
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
|
SFO Master Fund, 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
|
82,927
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
82,927
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
82,927
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
Less than 1%
|
|
12.
|
TYPE OF REPORTING PERSON
|
PN
|
- |
Steadfast International Master Fund Ltd., a Cayman Islands exempted company (the “Offshore Fund”).
|
- |
Steadfast Long Capital Master Fund, L.P., a Cayman Islands exempted limited partnership (the “Long Offshore Fund”).
|
Item 2(b). |
Address of Principal Business Office or, if None, Residence:
|
Item 2(c). |
Citizenship:
|
Item 4. |
Ownership.
|
(a) |
Amount beneficially owned:
|
(i) |
Mr. Pitts beneficially owns 2,233,351 Ordinary Shares.
|
(ii) |
The Investment Manager beneficially owns 2,031,884 Ordinary Shares.
|
(iii) |
The Investment General Partner beneficially owns 87,653 Ordinary Shares.
|
(iv) |
The Long Investment Manager beneficially owns 113,814 Ordinary Shares.
|
(v) |
Steadfast Capital beneficially owns 87,653 Ordinary Shares.
|
(vi) |
American Steadfast beneficially owns 655,574 Ordinary Shares.
|
(vii) |
The Offshore Fund beneficially owns 1,293,383 Ordinary Shares.
|
(viii) |
Long Capital beneficially owns 43,067 Ordinary Shares.
|
(ix) |
The Long Offshore Fund beneficially owns 70,747 Ordinary Shares.
|
(x) |
The SFO Fund beneficially owns 82,927 Ordinary Shares.
|
(xi) |
Collectively, the Reporting Persons beneficially own 2,233,351 Ordinary Shares.
|
(b) |
Percent of class:
|
(i) |
Mr. Pitts’ beneficial ownership of 2,233,351 Ordinary Shares represents 4.6% of the outstanding Ordinary Shares.
|
(ii) |
The Investment Manager’s beneficial ownership of 2,031,884 Ordinary Shares represents 4.2% of the outstanding Ordinary Shares.
|
(iii) |
The Investment General Partner’s beneficial ownership of 87,653 Ordinary Shares represents less than 1% of the outstanding Ordinary Shares.
|
(iv) |
The Long Investment Manager’s beneficial ownership of 113,814 Ordinary Shares represents less than 1% of the outstanding Ordinary Shares.
|
(v) |
Steadfast Capital’s beneficial ownership of 87,653 Ordinary Shares represents less than 1% of the outstanding Ordinary Shares.
|
(vi) |
American Steadfast’s beneficial ownership of 655,574 Ordinary Shares represents 1.4% of the outstanding Ordinary Shares.
|
(vii) |
The Offshore Fund’s beneficial ownership of 1,293,383 Ordinary Shares represents 2.7% of the outstanding Ordinary Shares.
|
(viii) |
Long Capital’s beneficial ownership of 43,067 Ordinary Shares represents less than 1% of the outstanding Ordinary Shares.
|
(ix) |
The Long Offshore Fund’s beneficial ownership of 70,747 Ordinary Shares represents less than 1% of the outstanding Ordinary Shares.
|
(x) |
The SFO Fund’s beneficial ownership of 82,927 Ordinary Shares represents less than 1% of the outstanding Ordinary Shares.
|
(xi) |
Collectively, the Reporting Persons’ beneficial ownership of 2,233,351 Ordinary Shares represents 4.6% of the outstanding Ordinary Shares.
|
(c) |
Number of shares as to which such person has:
|
(i) |
Sole power to vote or to direct the vote of Ordinary Shares:
|
(ii) |
Shared power to vote or to direct the vote of Ordinary Shares:
|
(iii) |
Sole power to dispose or to direct the disposition of Ordinary Shares:
|
(iv) |
Shared power to dispose or to direct the disposition of Ordinary Shares:
|
Item 5. |
Ownership of Five Percent or Less of a Class.
|
Item 8. |
Identification and Classification of Members of the Group.
|
Item 10. |
Certification.
|
Dated: |
February 14, 2019
|
STEADFAST CAPITAL MANAGEMENT LP
|
|||
By:
|
/s/ Robert S. Pitts, Jr.
|
||
Robert S. Pitts, Jr.
|
|||
President
|
|||
STEADFAST FINANCIAL LP
|
|||
By:
|
/s/ Robert S. Pitts, Jr.
|
||
Robert S. Pitts, Jr.
|
|||
President
|
|||
STEADFAST LONG FINANCIAL LP
|
|||
By:
|
/s/ Robert S. Pitts, Jr.
|
||
Robert S. Pitts, Jr.
|
|||
President
|
|||
STEADFAST CAPITAL, L.P.
|
|||
By: STEADFAST ADVISORS LP, as Managing General Partner
|
|||
By:
|
/s/ Robert S. Pitts, Jr.
|
||
Robert S. Pitts, Jr.
|
|||
President
|
|||
AMERICAN STEADFAST, L.P.
|
|||
By: STEADFAST CAPITAL MANAGEMENT LP, Attorney-in-Fact
|
|||
By:
|
/s/ Robert S. Pitts, Jr.
|
||
Robert S. Pitts, Jr.
|
|||
President
|
|||
STEADFAST INTERNATIONAL MASTER FUND LTD.
|
|||
By:
|
/s/ Robert S. Pitts, Jr.
|
||
Robert S. Pitts, Jr.
|
|||
Director
|
|||
STEADFAST LONG CAPITAL, L.P.
By: STEADFAST LONG FINANCIAL LP, Attorney-in-Fact
|
||
By:
|
/s/ Robert S. Pitts, Jr.
|
|
Robert S. Pitts, Jr.
|
||
President
|
||
STEADFAST LONG CAPITAL MASTER FUND, L.P.
By: STEADFAST LONG FINANCIAL LP, Attorney-in-Fact
|
||
By:
|
/s/ Robert S. Pitts, Jr.
|
|
Robert S. Pitts, Jr.
|
||
President
|
SFO MASTER FUND, L.P.
By: SFOF ADVISORS LP, as General Partner
|
||
By:
|
/s/ Robert S. Pitts, Jr.
|
|
Robert S. Pitts, Jr.
|
||
President
|
/s/ Robert S. Pitts, Jr.
|
|
Robert S. Pitts, Jr.
|