CUSIP No. 453415309
|
|
Page 2 of 11 Pages
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
LOGEN ASSET MANAGEMENT LP
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(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
|
|
|
||
4,375,962
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
4,375,962
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
4,375,962
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
5.83% (1)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
IA, PN
|
|
|
|||
|
|
(1)
|
This percentage is based on a total of 75,005,422 Shares outstanding, which is the sum of (i) 38,252,765 Shares outstanding as of August 15, 2018, as reported in the Issuer’s Schedule 14A (as defined herein), plus (ii) 36,752,657 Shares issued in connection with the merger described in the Issuer’s Schedule 14A (as defined herein) and completed on October 1, 2018, as reported in the Issuer’s Current Report on Form 8-K, filed on October 2, 2018.
|
CUSIP No. 453415309
|
|
Page 3 of 11 Pages
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
LOGEN ASSET MANAGEMENT GP LLC
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(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
|
|
|
||
4,375,962
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
4,375,962
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
4,375,962
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
5.83% (1)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO, HC
|
|
|
|||
|
|
(1)
|
This percentage is based on a total of 75,005,422 Shares outstanding, which is the sum of (i) 38,252,765 Shares outstanding as of August 15, 2018, as reported in the Issuer’s Schedule 14A (as defined herein), plus (ii) 36,752,657 Shares issued in connection with the merger described in the Issuer’s Schedule 14A (as defined herein) and completed on October 1, 2018, as reported in the Issuer’s Current Report on Form 8-K, filed on October 2, 2018.
|
CUSIP No. 453415309
|
|
Page 4 of 11 Pages
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
STEVEN K. GENDAL
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
United States of America
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
4,375,962
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
4,375,962
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
4,375,962
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
5.83% (1)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
IN, HC
|
|
|
|||
|
|
(1)
|
This percentage is based on a total of 75,005,422 Shares outstanding, which is the sum of (i) 38,252,765 Shares outstanding as of August 15, 2018, as reported in the Issuer’s Schedule 14A (as defined herein), plus (ii) 36,752,657 Shares issued in connection with the merger described in the Issuer’s Schedule 14A (as defined herein) and completed on October 1, 2018, as reported in the Issuer’s Current Report on Form 8-K, filed on October 2, 2018.
|
CUSIP No. 453415309
|
|
Page 5 of 11 Pages
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
ANTHEM, INC.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Indiana
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
4,046,591
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
4,046,591
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
4,046,591
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
5.40% (1)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
CO
|
|
|
|||
|
|
(1)
|
This percentage is based on a total of 75,005,422 Shares outstanding, which is the sum of (i) 38,252,765 Shares outstanding as of August 15, 2018, as reported in the Issuer’s Schedule 14A (as defined herein), plus (ii) 36,752,657 Shares issued in connection with the merger described in the Issuer’s Schedule 14A (as defined herein) and completed on October 1, 2018, as reported in the Issuer’s Current Report on Form 8-K, filed on October 2, 2018.
|
|
|
Page 6 of 11 Pages
|
|
|
Page 7 of 11 Pages
|
Logen LP, Logen GP, and Mr. Gendal:
|
|
(i) Sole power to vote or direct the vote:
|
0
|
(ii) Shared power to vote or direct the vote:
|
4,375,962
|
(iii) Sole power to dispose or direct the disposition of:
|
0
|
(iv) Shared power to dispose or direct the disposition of:
|
4,375,962
|
Anthem:
|
|
(i) Sole power to vote or direct the vote:
|
0
|
(ii) Shared power to vote or direct the vote:
|
4,046,591
|
(iii) Sole power to dispose or direct the disposition of:
|
0
|
(iv) Shared power to dispose or direct the disposition of:
|
4,046,591
|
|
|
Page 8 of 11 Pages
|
Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security
Being Reported on By the Parent Holding Company or Control Person: |
|
|
Page 9 of 11 Pages
|
Logen Asset Management LP
|
|||
|
By:
|
/s/ Steven K. Gendal | |
Name: |
Steven K. Gendal
|
||
Title: |
Managing Partner
|
||
Logen Asset Management GP LLC
|
|||
|
By:
|
/s/ Steven K. Gendal | |
Name: |
Steven K. Gendal
|
||
Title: |
Member
|
||
Steven K. Gendal
|
|||
|
/s/ Steven K. Gendal | ||
|
|||
Anthem, Inc.
|
|||
|
By:
|
/s/ Kathleen S. Kiefer | |
Name: |
Kathleen S. Kiefer
|
||
Title: |
Vice President, Legal & Corporate Secretary
|
||
|
|
Page 10 of 11 Pages
|
Ex.
|
Page No..
|
|
A | Joint Filing Agreement | 11 |
|
|
Page 11 of 11 Pages
|
Logen Asset Management LP
|
|||
|
By:
|
/s/ Steven K. Gendal | |
Name: |
Steven K. Gendal
|
||
Title: |
Managing Partner
|
||
Logen Asset Management GP LLC
|
|||
|
By:
|
/s/ Steven K. Gendal | |
Name: |
Steven K. Gendal
|
||
Title: |
Member
|
||
Steven K. Gendal
|
|||
|
/s/ Steven K. Gendal | ||
|
|||
Anthem, Inc.
|
|||
|
By:
|
/s/ Kathleen S. Kiefer | |
Name: |
Kathleen S. Kiefer
|
||
Title: |
Vice President, Legal & Corporate Secretary
|
||