SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

 

SCHEDULE 13G

(Rule 13d-102)

 

Information to be Included in Statements Filed Pursuant

to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed

Pursuant to § 240.13d-2

 

Under the Securities Exchange Act of 1934
(Amendment No. 1 – Exit Filing)*

 

Union Bankshares Corporation

(Name of Issuer)

Common Stock

(Title of Class of Securities)

90539J109

(CUSIP Number)

January 24, 2018

(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. 90539J109

Schedule 13G

 

 

 

1

Names of Reporting Persons
ANCHORAGE ADVISORS MANAGEMENT, L.L.C.

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

o

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
0

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares 
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0%

 

 

12

Type of Reporting Person
OO, HC

 

1


 

CUSIP No. 90539J109

Schedule 13G

 

 

 

1

Names of Reporting Persons
ANCHORAGE CAPITAL GROUP, L.L.C.

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

o

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
0

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares 
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0%

 

 

12

Type of Reporting Person
OO, IA

 

2


 

CUSIP No. 90539J109

Schedule 13G

 

 

 

1

Names of Reporting Persons
ANCHORAGE CAPITAL MASTER OFFSHORE, LTD.

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

o

 

 

3

SEC Use Only

 

 

4

Citizen 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
0

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
0

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares 
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0%

 

 

12

Type of Reporting Person
OO

 

3


 

CUSIP No. 90539J109

Schedule 13G

 

 

 

1

Names of Reporting Persons
ACMO-HR, L.L.C.

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

o

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
0

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares 
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0%

 

 

12

Type of Reporting Person
PN

 

4


 

CUSIP No. 90539J109

Schedule 13G

 

 

 

1

Names of Reporting Persons
KEVIN M. ULRICH

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

o

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
Canada

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
0

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares 
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0%

 

 

12

Type of Reporting Person
IN, HC

 

5


 

CUSIP No. 90539J109

Schedule 13G

 

 

Item 1.

 

(a)

Name of Issuer:
Union Bankshares Corporation (the “Issuer”)

 

(b)

Address of Issuer’s Principal Executive Offices:
1051 East Cary Street,

Suite 1200,

Richmond, Virginia 23219

 

Item 2.

 

(a)

Name of Person Filing:
Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons.” This statement is filed on behalf of:

 

Anchorage Advisors Management, L.L.C. (“Management”);

Anchorage Capital Group, L.L.C. (“Capital Group”);

Anchorage Capital Master Offshore, Ltd. (“ACMO”);

ACMO-HR, L.L.C. (“ACMO-HR”); and

Kevin M. Ulrich (“Mr. Ulrich”).

 

(b)

Address of Principal Business Office:
The address of the principal business office of each of the Reporting Persons is 610 Broadway, 6th Floor, New York NY 10012.

 

(c)

Citizenship of each Reporting Person is:
i) Management is a Delaware limited liability company;

ii) Capital Group is a Delaware limited liability company;

iii) ACMO is a Cayman Islands exempted company incorporated with limited liability;

iv) ACMO-HR is a Delaware limited liability company; and

iii) Mr. Ulrich is a citizen of Canada.

 

(d)

Title of Class of Securities:
Common stock, $1.33 par value per share (the “Shares”).

 

(e)

CUSIP Number:
90539J109

 

Item 3.

 

 

 

Not applicable.

 

6


 

CUSIP No. 90539J109

Schedule 13G

 

 

Item 4.

Ownership.

 

 

Item 4(a)

 

Amount beneficially owned:   

As of January 26, 2018, each of the Reporting Persons may be deemed the beneficial owner of 0 Shares.

Item 4(b)

 

Percentage of class:   

As of January 26, 2018, each of the Reporting Persons may be deemed the beneficial owner of

0% of Shares outstanding.

Item 4(c)

 

Number of shares of which such person has:

Management, Capital Group, ACMO, ACMO-HR and Mr. Ulrich:

 

 

(i)

Sole power to vote or direct the vote:   

0

 

 

(ii)

Shared power to vote or direct the vote:    

0

 

 

(iii)

Sole power to dispose or direct the disposition of:   

0

 

 

(iv)

Shared power to dispose or direct the disposition of:   

0

 

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  x

 

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.

See disclosure in Item 2.

 

Item 8.

Identification and Classification of Members of the Group.

Not applicable.

 

Item 9.

Notice of Dissolution of Group.

Not applicable.

 

7


 

CUSIP No. 90539J109

Schedule 13G

 

 

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, other than activities solely in connection with a nomination under §240.14a-11.

 

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: January 26, 2018

 

 

 

 

 

 

ANCHORAGE ADVISORS MANAGEMENT, L.L.C.

 

 

 

 

By:

/s/ Kevin M. Ulrich

 

Name:

Kevin M. Ulrich

 

Title:

Senior Managing Member

 

 

 

 

ANCHORAGE CAPITAL GROUP, L.L.C.

 

 

 

 

 

 

 

By:

/s/ Kevin M. Ulrich

 

Name:

Kevin M. Ulrich

 

Title:

Chief Executive Officer

 

 

 

 

ANCHORAGE CAPITAL MASTER OFFSHORE, LTD.

 

 

 

 

 

 

 

By:

/s/ Natalie Birrell

 

Name:

Natalie Birrell

 

Title:

Director

 

 

 

 

ACMO-HR, L.L.C.

 

By: Anchorage Capital Master Offshore, Ltd.,

 

its sole member

 

 

 

By: Anchorage Capital Group, L.L.C.,

 

its investment manager

 

 

 

 

 

 

 

By:

/s/ Natalie Birrell

 

Name:

Natalie Birrell

 

Title:

Chief Operating Officer

 

 

 

 

KEVIN M. ULRICH

 

 

 

 

By:

/s/ Kevin M. Ulrich

 

8