Sec Form 4 Filing - ELLIOTT INTERNATIONAL, L.P. @ MITEL NETWORKS CORP - 2017-08-23

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
ELLIOTT INTERNATIONAL, L.P.
2. Issuer Name and Ticker or Trading Symbol
MITEL NETWORKS CORP [ MITL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
40 WEST 57TH STREET, 30TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
08/23/2017
(Street)
NEW YORK, NY10019
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common shares, no par value ( 1 ) 08/23/2017 S 180,000 D $ 8.3 7,861,769 D ( 1 )
Common shares, no par value ( 1 ) 08/23/2017 S 1,380 D $ 8.3103 7,860,389 D ( 1 )
Common shares, no par value ( 1 ) 08/23/2017 S 10,897 D $ 8.3003 7,849,492 D ( 1 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Notional Principal Amount Derivative Agreements ( 1 ) ( 2 ) ( 2 ) ( 2 ) ( 2 ) Common shares, no par value ( 2 ) 2,547,446 D ( 1 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ELLIOTT INTERNATIONAL, L.P.
40 WEST 57TH STREET, 30TH FLOOR
NEW YORK, NY10019
X
Signatures
/s/ Elliott Greenberg, Vice President, Elliott International, L.P. and Elliottt International Capital Advisors Inc., as attorney-in-fact 08/25/2017
Signature of Reporting Person Date
/s/ Elliot Greenberg, Vice President, Elliott International Capital Advisors Inc. 08/25/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This Form 3 is filed jointly by Elliott International, L.P. ("Elliott International") and Elliott International Capital Advisors Inc. ("EICA" and, together with Elliott International, the "Reporting Persons"). EICA, as the investment manager of Elliott International, may be deemed to beneficially own the securities owned directly by Elliott International. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.
( 2 )Notional principal amount derivative agreements (the "Derivative Agreements") in the form of cash settled swaps expiring January 2, 2018 entered into by Elliott International at initial execution prices ranging from $6.1362 to $7.2235. The Derivative Agreements provide Elliott International with economic results that are comparable to the economic results of ownership but do not provide it with the power to vote or direct the voting or dispose of or direct the disposition of the shares that are referenced in the Derivative Agreements (such shares, the "Subject Shares"). Each of the Elliott International and EICA disclaim beneficial ownership in the Subject Shares. The counterparties to the Derivative Agreements are unaffiliated third party financial institutions.

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