SEC Info - Third Point LLC, et al. - ‘SC 13D/A’ on 7/1/15 re: Green Brick Partners, Inc.

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

(Amendment No. 8)

Under the Securities Exchange Act of 1934

Green Brick Partners, Inc.

(Name of Company)

Common Stock, $0.01 per share

(Title of Class of Securities)

392709 101

(CUSIP Number)

Joshua L. Targoff

Third Point LLC

390 Park Avenue, 19^th Floor

New York, NY 10022

(212) 715-3880

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

(with copies to)

Morgan D. Elwyn, Esq.

Willkie Farr & Gallagher LLP

787 Seventh Avenue

New York, NY 10019

(212) 728-8981

July 1, 2015

(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 Rule 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. 392709 101				Page 2 of 8 Pages
1	NAME OF REPORTING PERSON Third Point LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP				(a) ☐ (b) ☒
3	SEC USE ONLY
4	SOURCE OF FUNDS* AF
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER 0
		8	SHARED VOTING POWER 8,083,022 (see Item 5)
		9	SOLE DISPOSITIVE POWER 0
		10	SHARED DISPOSITIVE POWER 8,083,022 (see Item 5)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,083,022 (see Item 5)
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN ☐ SHARES (SEE INSTRUCTIONS)*
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 16.7%
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)* OO

CUSIP No. 392709 101				Page 3 of 8 Pages
1	NAME OF REPORTING PERSON Daniel S. Loeb
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP				(a) ☐ (b) ☒
3	SEC USE ONLY
4	SOURCE OF FUNDS* AF
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER 99,943
		8	SHARED VOTING POWER 8,083,022 (see Item 5)
		9	SOLE DISPOSITIVE POWER 99,943
		10	SHARED DISPOSITIVE POWER 8,083,022 (see Item 5)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,182,965 (see Item 5)
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN ☐ SHARES (SEE INSTRUCTIONS)*
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 16.9%
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)* IN

CUSIP No. 392709 101				Page 4 of 8 Pages
1	NAME OF REPORTING PERSON Third Point Partners LP
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP				(a) ☐ (b) ☒
3	SEC USE ONLY
4	SOURCE OF FUNDS* WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER 0
		8	SHARED VOTING POWER 2,690,647
		9	SOLE DISPOSITIVE POWER 0
		10	SHARED DISPOSITIVE POWER 2,690,647
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,690,647 (see Item 5)
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN ☐ SHARES (SEE INSTRUCTIONS)*
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.6%
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)* PN

CUSIP No. 392709 101				Page 5 of 8 Pages
1	NAME OF REPORTING PERSON Third Point Partners Qualified LP
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP				(a) ☐ (b) ☒
3	SEC USE ONLY
4	SOURCE OF FUNDS* WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER 0
		8	SHARED VOTING POWER 1,705,143
		9	SOLE DISPOSITIVE POWER 0
		10	SHARED DISPOSITIVE POWER 1,705,143
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,705,143 (see Item 5)
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN ☐ SHARES (SEE INSTRUCTIONS)*
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.5%
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)* PN

This Amendment No. 8 to Schedule 13D (this “Amendment No. 8”) is being filed with respect to the Common Stock, par value $0.01 per share (the “Common Stock”), of Green Brick Partners, Inc. (f/k/a BioFuel Energy Corp.), a Delaware corporation (the “Issuer”), to amend the Schedule 13D filed on June 25, 2007 (as amended by Amendment No. 1 thereto filed on December 31, 2008, Amendment No. 2 thereto filed on April 3, 2009, Amendment No. 3 thereto filed on September 28, 2010, Amendment No. 4 thereto filed on December 20, 2010, Amendment No. 5 thereto filed on February 9, 2011, Amendment No. 6 thereto filed on July 18, 2014, Amendment No. 7 thereto filed on October 31, 2014, and this Amendment No. 8, the “Schedule 13D”).

This Amendment No. 8 is being filed on behalf of Third Point LLC, a Delaware limited liability company (the “Management Company”), Daniel S. Loeb, an individual (“Mr. Loeb”), Third Point Partners LP, a Delaware limited partnership (“Third Point Partners”), and Third Point Partners Qualified LP, a Delaware limited partnership (“Third Point Partners Qualified”, and together with the Management Company, Mr. Loeb and Third Point Partners, the “Reporting Persons”).

The Management Company is the investment manager or adviser to a variety of hedge funds and managed accounts (such funds and accounts, collectively, including, but not limited to, Third Point Partners and Third Point Partners Qualified, the “Funds”). The Management Company and Mr. Loeb may be deemed to have beneficial ownership over shares of Common Stock directly beneficially owned by the Funds, by virtue of the authority granted to them by the Funds to vote and to dispose of the securities held by the Funds, including the Common Stock.

This Amendment No. 8 is being filed to amend Item 3, Item 4, Item 5, Item 6 and Item 7 of the Schedule 13D as follows:

Item 3. Source and Amount of Funds or Other Consideration.

Item 3 of the Schedule 13D is amended to reflect the following:

The net investment costs of the shares of Common Stock purchased by the Reporting Persons in connection with the Rights Offering (as defined below) were $28,408,980. The source of these funds was the working capital of the applicable Funds.

Item 4. Purpose of Transaction.

Item 4 of the Schedule 13D is amended to reflect the following:

The Issuer consummated a registered public offering (the “2015 Public Offering”) of Common Stock on July 1, 2015. Certain of the Funds purchased an aggregate of 2,840,898 shares of Common Stock in the 2015 Public Offering at a purchase price of $10.00 per share. Of the 2,840,898 shares of Common Stock acquired by the Funds, Third Point Partners acquired 945,668 shares and Third Point Partners Qualified acquired 599,298 shares.

The Reporting Persons acquired the shares of Common Stock for investment purposes. Consistent with the Reporting Persons’ investment purposes, each Reporting Person, at any time and from time to time, may acquire additional securities of the Issuer or dispose of any or all of its securities of the Issuer depending upon an ongoing evaluation of the investment in such securities, prevailing market conditions, other investment opportunities, liquidity requirements of the Reporting Persons and/or other investment considerations. No Reporting Person has made a determination regarding a maximum or minimum number of securities of the Issuer that it may hold at any point in time.

Also, consistent with their investment purposes, the Reporting Persons have engaged in, and intend to continue to engage in, communications with one or more of the Issuer’s stockholders, officers and/or members of the board of directors relating to topics including, but not limited to, the operations of the Issuer.

Item 5. Interest in Securities of the Issuer.

Items 5(a), (b) and (c) of the Schedule 13D are amended to reflect the following:

(a) As of the date of this Schedule 13D, the Management Company beneficially owns 8,083,022 shares of Common Stock (the “Third Point Shares”). The Third Point Shares represent approximately 16.7% of the Common Stock, based upon the 31,346,084 shares of Common Stock outstanding as of June 2, 2015 and the additional 17,000,000 shares of Common Stock offered in the 2015 Public Offering, each based on information provided by the Issuer (the “Outstanding Shares”).

As of the date of this Schedule 13D, Mr. Loeb beneficially owns 8,182,965 shares of Common Stock, representing approximately 16.9% of the Outstanding Shares; Third Point Partners beneficially owns 2,690,647 shares of Common Stock, representing approximately 5.6% of the Outstanding Shares; and Third Point Partners Qualified beneficially owns 1,705,143 shares of Common Stock, representing approximately 3.5% of the Outstanding Shares. None of the other individual Funds beneficially owns a number of shares of Common Stock representing more than 5% of the outstanding shares of Common Stock.

(b) The Management Company has the power to vote and dispose of 8,083,022 shares of Common Stock beneficially owned by it. Mr. Loeb has the power to vote and dispose of 8,182,965 shares of Common Stock beneficially owned by him. Third Point Partners has the power to vote and dispose of 2,690,647 shares of Common Stock beneficially owned by it. Third Point Partners Qualified has the power to vote and dispose of 1,705,143 shares of Common Stock beneficially owned by it.

(c) Other than as described in Item 4, during the past 60 days there were no transactions in the Common Stock effected by the Reporting Persons, nor, to the best of their knowledge, any of their directors, executive officers, general partners or members.

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

Item 6 of the Schedule 13D is hereby amended to add the following:

The information contained in Item 4 of this Amendment No. 8 is incorporated herein by reference.

In connection with the 2015 Public Offering, the Issuer and certain of the Funds (including, but not limited to, Third Point Partners and Third Point Partners Qualified) entered into a Waiver of the Backstop Registration Rights Agreement, dated as of June 19, 2015, waiving certain registration rights of such Funds with respect to the 2015 Public Offering. The foregoing description of the Waiver of the Backstop Registration Rights Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Waiver of the Backstop Registration Rights Agreement, a copy of which is attached hereto as Exhibit 10.6 and incorporated by reference herein.

In connection with the 2015 Public Offering, the Issuer, Mr. Loeb and certain of the Funds (including, but not limited to, Third Point Partners and Third Point Partners Qualified) also entered into a Lock-Up Agreement, dated as of June 25, 2015, pursuant to which Mr. Loeb and such Funds agreed, for a period of 90 days, subject to extension in certain circumstances, that they will not, subject to certain customary exceptions, offer, sell, contract to sell, pledge or otherwise dispose of, directly or indirectly, any shares of Common Stock or securities convertible into or exchangeable or exercisable for any shares of Common Stock, or enter into any transaction that would have the same effect. The foregoing description of the Lock-Up Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Lock-Up Agreement, a copy of which is attached hereto as Exhibit 10.7 and incorporated by reference herein.

Dated: July 1, 2015	THIRD POINT LLC


	By:	Daniel S. Loeb,
		Chief Executive Officer


	By:	/s/ *William Song*
		Name: William Song
		Title: Attorney-in-Fact


Dated: July 1, 2015	DANIEL S. LOEB


	By:	/s/ *William Song*
		Name: William Song
		Title: Attorney-in-Fact



Dated: July 1, 2015	THIRD POINT PARTNERS LP

	By:	Third Point Advisors LLC,
		its general partner

	By:	Daniel S. Loeb,
		Managing Member


	By:	/s/ *William Song*
		Name: William Song
		Title: Attorney-in-Fact


Dated: July 1, 2015	THIRD POINT PARTNERS QUALIFIED LP

	By:	Third Point Advisors LLC,
		its general partner

	By:	Daniel S. Loeb,
		Managing Member


	/s/ *William Song*_________________
	Name: William Song
	Title: Attorney-in-Fact

This ‘SC 13D/A’ Filing	Date	Other Filings

Filed on:	7/1/15	4, 8-K, SC 13D/A, SC 13G/A
	6/25/15	8-K
	6/19/15
	6/2/15
	10/31/14	3, 8-K, SC 13D/A
	7/18/14	SC 13D/A
	2/9/11	4, SC 13D/A, SC 13G/A
	12/20/10	4, SC 13D/A
	9/28/10	SC 13D/A
	4/3/09	SC 13D/A
	12/31/08	10-K, 13F-HR, 4, SC 13D/A
	6/25/07	SC 13D
		List all Filings

Third Point LLC, et al. – ‘SC 13D/A’ on 7/1/15 re: Green Brick Partners, Inc.

On: Wednesday, 7/1/15, at 5:09pm ET · Accession #: 899140-15-535 · File #: 5-82940

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Amendment to General Statement of Beneficial Ownership — Schedule 13D
Filing Table of Contents

SC 13D/A — Schedule 13D/A, #8

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