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SC 13D/A
SPORTS DIRECT INTERNATIONAL PLC filed this Form SC 13D/A on 07/13/2017
Entire Document
 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D/A

(Rule 13d-101)

Under the Securities Exchange Act of 1934

 

(Amendment No. 13)*

 

FINISH LINE INC

 

 

(Name of Issuer)

 

 

Common Stock

 

 

 (Title of Class of Securities)

 

317923100

 

 

 (CUSIP Number)

 

 

Cameron Olsen
Unit A, Brook Park East
Shirebrook
NG20 8RY
United Kingdom
+44 845 1299 289

 

 

 (Name, Address and Telephone Number of Person Authorized

to Receive Notices and Communications)

 

July 12, 2017

 

 

(Date of Event Which Requires Filing of this Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that 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).

 

 

 

  

 CUSIP No. 317923100    

 

1

NAME OF REPORTING PERSON

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 

Sports Direct International plc

 

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐

(b) ☒

3 SEC USE ONLY
4

SOURCE OF FUNDS

 

WC

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

United Kingdom

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7

SOLE VOTING POWER 

 

*

8

SHARED VOTING POWER

 

*

9

SOLE DISPOSITIVE POWER 

 

*

10

SHARED DISPOSITIVE POWER

 

*

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

7,768,438*

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

19.4%*

14

TYPE OF REPORTING PERSON

 

CO

 

* Beneficial ownership is disclaimed as interests are economic interests held through contracts for differences, the terms of which do not confer voting rights or dispositive power.

  

 

 

  

The following constitutes Amendment No. 13 (“Amendment No. 13”) to the Schedule 13D filed by the undersigned on April 14, 2017 as amended by Amendment No. 1 thereto filed on May 19, 2017, Amendment No. 2 thereto filed on May 22, 2017, Amendment No. 3 thereto filed on May 25, 2017, Amendment No. 4 thereto filed on June 5, 2017, Amendment No. 5 thereto filed on June 7, 2017, Amendment No. 6 thereto filed on June 19, 2017, Amendment No. 7 thereto filed on June 20, 2017, Amendment No. 8 thereto filed on June 22, 2017, Amendment No. 9 thereto filed on June 23, 2017, Amendment No. 10 thereto filed on June 27, 2017, Amendment No. 11 thereto filed on July 7, 2017 and Amendment No. 12 thereto filed on July 11, 2017 (the “Schedule 13D”). This Amendment No. 13 amends the Schedule 13D as specifically set forth.

 

Item 5. Interest in Securities of the Issuer

 

Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows:

 

(a) The Reporting Person has an indirect economic interest in 7,768,438 Shares, representing a 19.35% economic interest in the Shares. Such interest is held through the CFDs with ETX Capital listed in paragraph (c) of this Item 5.

(b) Pursuant to the CFDs, the Reporting Person does not have the power to vote or direct the vote, or power to dispose or direct the disposition, of any of the Shares and, accordingly, beneficial ownership is disclaimed pursuant to Rules 13d-4 and 16a-1(a)(4) for Section13(d) and Section 16(a) purposes.

(c) The following table lists each of the purchases and sales by the Reporting Person of CFDs in respect of the Shares during the past 60 days. Each of these CFDs were entered into with ETX Capital and provide that the parties will exchange the difference in the value of the Shares at the time at which the contract is agreed and the time at which it is closed.

 

Date of

transaction

Type of

transaction

Number of

Shares subject

to the CFD

Price per

Share at the

time CFD

agreed (USD)

16 May 2017 Purchase 245,151 13.86
17 May 2017 Purchase 278,911 13.75
18 May 2017 Purchase 182,929 13.67
19 May 2017 Purchase 1,600,622 13.32
22 May 2017 Purchase 53,800 13.96
23 May 2017 Purchase 285,212 13.99
24 May 2017 Purchase 102,682 13.91
25 May 2017 Purchase 27,425 14.00
26 May 2017 Purchase 69,609 13.98
30 May 2017 Purchase 53,078 14.03
31 May 2017 Purchase 202,879 13.99
1 June 2017 Purchase 7,100 13.98
2 June 2017 Purchase 721,321 13.85
5 June 2017 Purchase 67,075 13.91
6 June 2017 Purchase 478,408 13.90
7 June 2017 Purchase 130,391 13.84
14 June 2017 Purchase 55,500 13.95
15 June 2017 Purchase 134,404 13.94
16 June 2017 Purchase 80,000 13.60
23 June 2017 Sale 7,093 14.01
28 June 2017 Sale 13,438 14.60
29 June 2017 Sale 38,905 14.73
29 June 2017 Sale 59,469 14.73
30 June 2017 Sale 4,000 14.53
3 July 2017 Sale 45,994 14.66
5 July 2017 Sale 31,101 14.70

 

(d) Not known.

(e) Not applicable.

 

 

 

 

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

 

Item 6 of the Schedule 13D is hereby amended and restated in its entirety as follows:

 

The following table lists put options referencing Shares of the Issuer sold by the Reporting Person.

 

Date of

transaction

Number of

Shares

referenced by

put option

Strike price

(USD)

Exercise date

16 June 2017 65,000 14.00 21 July 2017
16 June 2017 248,800 14.00 18 August 2017
16 June 2017 333,800 14.00 17 November 2017
19 June 2017 100,000 14.00 17 November 2017
20 June 2017 202,700 14.00 17 November 2017
20 June 2017 100 14.00 17 November 2017
20 June 2017 10,000 14.00 17 November 2017
21 June 2017 94,500 14.00 17 November 2017
21 June 2017 50,000 14.00 17 November 2017
21 June 2017 5,500 14.00 17 November 2017
21 June 2017 100,000 14.00 17 November 2017
21 June 2017 57,500 14.00 17 November 2017
21 June 2017 42,500 14.00 17 November 2017
21 June 2017 50,000 14.00 17 November 2017
22 June 2017 593,400 12.00 17 November 2017
22 June 2017 44,900 12.00 17 November 2017
23 June 2017 188,000 14.00 17 November 2017
23 June 2017 12,000 14.00 17 November 2017
26 June 2017 150,000 14.00 17 November 2017
26 June 2017 26,800 14.00 17 November 2017
26 June 2017 19,700 14.00 21 July 2017
26 June 2017 870,600 14.00 18 August 2017
26 June 2017 1,000 14.00 18 August 2017
26 June 2017 6,400 14.00 18 August 2017
6 July 2017 235,700 14.00 21 July 2017
6 July 2017 50,000 14.00 21 July 2017
6 July 2017 300,000 14.00 21 July 2017
6 July 2017 144,700 14.00 21 July 2017
10 July 2017 500,000 14.00 21 July 2017
10 July 2017 1,000,000 14.00 21 July 2017
10 July 2017 64,800 14.00 21 July 2017
11 July 2017 100,000 14.00 21 July 2017
11 July 2017 900 14.00 18 August 2017
11 July 2017 220,000 14.00 16 February 2018
12 July 2017 201,800 14.00 21 July 2017
12 July 2017 4,000 14.00 18 August 2017

 

Except for the arrangements described herein, to the best knowledge of the Reporting Person, there are no other contracts, arrangements, understandings or relationships (legal or otherwise) among the person named in Item 2 and between such persons and any other person with respect to any securities of the Issuer, including but not limited to, transfer or voting of any of the securities, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies.

 

 

 

 

SIGNATURE

 

After reasonable inquiry and to the best of each of the undersigned’s knowledge and belief, such person hereby certifies that the information set forth in this statement is true, complete and correct.

 

Dated: July 13, 2017

 

 Sports Direct International plc
    
    
By: /s/ Cameron Olsen          
   Name: Cameron Olsen
   Title: Company Secretary