Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
- Peter Lynch
What is insider trading>>
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, DC 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
OMNOVA SOLUTIONS INC.
| (Name of Issuer) |
|
Common Stock, par value $0.10 per share |
| (Title of Class of Securities) |
682129101 |
| (CUSIP Number) |
|
|
| December 31, 2019 |
| (Date of Event Which Requires Filing of this Statement) |
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
x Rule 13d-1(c)
o Rule 13d-1(d)
*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 the disclosures provided in a prior cover page.
The information required in 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. 682129101
|
SCHEDULE 13G/A
|
Page 2
of 12 Pages
|
|
1
|
NAME OF REPORTING PERSONS
ARP Americas LP
|
|||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
|
|
||
|
3
|
SEC USE ONLY
|
|||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
New York
|
|||
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
2,877,791
|
||
|
6
|
SHARED VOTING POWER
|
|||
|
7
|
SOLE DISPOSITIVE POWER
2,877,791
|
|||
|
8
|
SHARED DISPOSITIVE POWER
|
|||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.42%
|
|||
|
12
|
TYPE OF REPORTING PERSON
IV
|
|||
|
CUSIP No. 682129101
|
SCHEDULE 13G/A
|
Page
3 of 12 Pages
|
|
1
|
NAME OF REPORTING PERSONS
Asset Management Exchange Master ICAV
|
|||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
|
|
||
|
3
|
SEC USE ONLY
|
|||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Ireland
|
|||
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
2,311,877
|
||
|
6
|
SHARED VOTING POWER
|
|||
|
7
|
SOLE DISPOSITIVE POWER
2,311,877
|
|||
|
8
|
SHARED DISPOSITIVE POWER
|
|||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.15%
|
|||
|
12
|
TYPE OF REPORTING PERSON
OO
|
|||
|
CUSIP No. 682129101
|
SCHEDULE 13G/A
|
Page 4
of 12 Pages
|
|
1
|
NAME OF REPORTING PERSONS
CRO ARC AAL, LLC
|
|||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
|
|
||
|
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
356,449
|
||
|
6
|
SHARED VOTING POWER
|
|||
|
7
|
SOLE DISPOSITIVE POWER
356,449
|
|||
|
8
|
SHARED DISPOSITIVE POWER
|
|||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.79%
|
|||
|
12
|
TYPE OF REPORTING PERSON
OO
|
|||
|
CUSIP No. 682129101
|
SCHEDULE 13G/A
|
Page 5
of 12 Pages
|
|
1
|
NAME OF REPORTING PERSONS
LMAP 902 Limited
|
|||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
|
|
||
|
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
149,292
|
||
|
6
|
SHARED VOTING POWER
|
|||
|
7
|
SOLE DISPOSITIVE POWER
149,292
|
|||
|
8
|
SHARED DISPOSITIVE POWER
|
|||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.33%
|
|||
|
12
|
TYPE OF REPORTING PERSON
OO
|
|||
|
CUSIP No. 682129101
|
SCHEDULE 13G/A
|
Page 6
of 12 Pages
|
|
1
|
NAME OF REPORTING PERSONS
ARP Alternative Risk Premia 2X Master Fund Ltd.
|
|||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
|
|
||
|
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
44,916
|
||
|
6
|
SHARED VOTING POWER
|
|||
|
7
|
SOLE DISPOSITIVE POWER
44,916
|
|||
|
8
|
SHARED DISPOSITIVE POWER
|
|||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.10%
|
|||
|
12
|
TYPE OF REPORTING PERSON
OO
|
|||
|
CUSIP No. 682129101
|
SCHEDULE 13G/A
|
Page 7
of 12 Pages
|
|
1
|
NAME OF REPORTING PERSONS
ARP Alternative Risk Premia Master Fund Ltd.
|
|||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
|
|
||
|
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
15,257
|
||
|
6
|
SHARED VOTING POWER
|
|||
|
7
|
SOLE DISPOSITIVE POWER
15,257
|
|||
|
8
|
SHARED DISPOSITIVE POWER
|
|||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.03%
|
|||
|
12
|
TYPE OF REPORTING PERSON
OO
|
|||
|
CUSIP
No. 682129101
|
SCHEDULE 13G/A
|
Page 8
of 12 Pages
|
| Item 1. | (a) Name of Issuer |
OMNOVA Solutions Inc.
| Item 1. | (b) Address of Issuer’s Principal Executive Offices |
25435 Harvard Road
Beechwood, OH 44122-6201
| Item 2. | (a) Name of Person Filing |
ARP Americas LP
Asset Management Exchange Master ICAV
CRO ARC AAL, LLC
LMAP 902 Limited
ARP Alternative Risk Premia 2X Master Fund Ltd.
ARP Alternative Risk Premia Master Fund Ltd.
| (b) Address of Principal Business Office, or, if none, Residence |
ARP Americas LP
1120 Avenue of the Americas, 15th Floor
New York, NY 10036
Asset Management Exchange Master ICAV
Riverside One, 37 - 42 Sir John Rogerson’s Quay
Grand Canal Dock
Dublin 2, D02 X576 Ireland
CRO ARC AAL, LLC
C/O FRM Investment Management (USA) LLC
452 Fifth Avenue, 26th Floor
New York, NY 10018
LMAP 902 Limited
Lighthouse Investment Partners, LLC
3801 PGA Boulevard, Suite 500
Palm Beach Gardens, FL 33410
ARP Alternative Risk Premia 2X Master Fund Ltd.
Paget - Brown Trust Company Ltd.
P.O. Box 1111
Boundary Hall
Cricket Square, Grand Cayman Islands
ARP Alternative Risk Premia Master Fund Ltd.
Paget - Brown Trust Company Ltd.
P.O. Box 1111
Boundary Hall
Cricket Square, Grand Cayman Islands
| (c) Citizenship |
ARP Americas LP
New York
Asset Management Exchange Master ICAV
Ireland
CRO ARC AAL, LLC
Delaware
LMAP 902 Limited
Cayman Islands
ARP Alternative Risk Premia 2X Master Fund Ltd.
Cayman Islands
ARP Alternative Risk Premia Master Fund Ltd.
Cayman Islands
| Item 2. | (d) Title of Class of Securities |
Common Stock, par value $0.10 per share (the “Common Stock”)
| Item 2. | (e) CUSIP No.: |
682129101
|
CUSIP No. 682129101
|
SCHEDULE 13G/A
|
Page 9
of 12 Pages
|
Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) | ¨ | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); | |
| (b) | ¨ | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); | |
| (c) | ¨ | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); | |
| (d) | ¨ | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); | |
| (e) | o | An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); | |
| (f) | ¨ | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); | |
| (g) | ¨ | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); | |
| (h) | ¨ | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | |
| (i) | ¨ | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); | |
| (j) | ¨ | A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J); | |
| (k) | ¨ | A group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: | |
|
CUSIP
No. 682129101
|
SCHEDULE 13G/A
|
Page
10 of 12 Pages
|
Item 4. Ownership
Information with respect to the Reporting Persons' ownership of the Common Stock as of December 31, 2019, is incorporated by reference to items (5) - (9) and (11) of the cover page of the respective Reporting Person.
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ].
Item 6. Ownership of More Than Five Percent on Behalf of Another Person
Not Applicable.
Item 7. Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company or Control Person
Not Applicable.
Item 8. Identification and Classification of Members of the Group
Not Applicable.
Item 9. Notice of Dissolution of Group
Not Applicable.
Item 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are 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.
|
CUSIP No. 682129101
|
SCHEDULE 13G/A
|
Page
11 of 12 Pages
|
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.
Dated: January 27, 2020
ARP Americas LP | |||
| By: | /s/ Andrew Flynn | ||
| Andrew Flynn, Chief Operating Officer | |||
Asset Management Exchange Master ICAV | |||
| By: | /s/ Andre Brewer | ||
| Andre Brewer, Director | |||
CRO ARC AAL, LLC | |||
| By: | /s/ Andrew Flynn | ||
| Andrew Flynn, Chief Operating Officer | |||
LMAP 902 Limited | |||
| By: | /s/ Andrew Flynn | ||
| Andrew Flynn, Chief Operating Officer | |||
ARP Alternative Risk Premia 2X Master Fund Ltd. | |||
| By: | /s/ Andrew Flynn | ||
| Andrew Flynn, Director | |||
ARP Alternative Risk Premia Master Fund Ltd. | |||
| By: | /s/ Andrew Flynn | ||
| Andrew Flynn, Director | |||
|
CUSIP No. 682129101
|
SCHEDULE 13G/A
|
Page 12
of 12 Pages
|
Exhibit I
JOINT FILING STATEMENT
PURSUANT TO RULE 13d-1(k)
The undersigned acknowledge and agree that the foregoing statement on Schedule 13G/A, is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G/A, shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.
Dated: January 27, 2020
ARP Americas LP | |||
| By: | /s/ Andrew Flynn | ||
| Andrew Flynn, Chief Operating Officer | |||
Asset Management Exchange Master ICAV | |||
| By: | /s/ Andre Brewer | ||
| Andre Brewer, Director | |||
CRO ARC AAL, LLC | |||
| By: | /s/ Andrew Flynn | ||
| Andrew Flynn, Chief Operating Officer | |||
LMAP 902 Limited | |||
| By: | /s/ Andrew Flynn | ||
| Andrew Flynn, Chief Operating Officer | |||
ARP Alternative Risk Premia 2X Master Fund Ltd. | |||
| By: | /s/ Andrew Flynn | ||
| Andrew Flynn, Director | |||
ARP Alternative Risk Premia Master Fund Ltd. | |||
| By: | /s/ Andrew Flynn | ||
| Andrew Flynn, Director | |||