Item 1.
Security and Issuer
This Schedule 13D is being filed by the undersigned, pursuant to §240.13d-1(a),
with respect to
the common stock, par value $1.00 per share (the "Shares"), of Atwood Oceanics Inc. (the "Issuer"), whose principal executive offices are located at
15011 Katy Freeway, Suite 800, Houston, Texas, TX 77094.
Item 2.
Identity and Background
(a-c, f) This Schedule 13D
is filed on behalf of OxFORD Asset Management LLP ("OxFORD" or the "Reporting Person").
This Schedule 13D relates to Shares
held for the account of OxAM Quant Fund Limited, a Cayman Islands exempted company ("OxAM"). OxAM has in place an Investment Advisory Agreement with OxFORD, pursuant to which Oxford serves as the investment adviser to OxAM. In such capacity, OxFORD may be deemed to exercise the voting and dispositive power over the Shares held for the account of OxAM.
The address of the principal business office of OxFORD is OxAM House, 6 George Street, Oxford, United Kingdom, OX1 2BW. OxFORD is a limited liability partnership incorporated in England and Wales.
(d) During the last five years, the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) During the last five years, the Reporting Person has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
Item 3.
Source and Amount of Funds or Other Consideration
The funds used for the purchase of the Shares reported herein by the Reporting Person were working capital or margin account borrowings of OxAM made in the ordinary course of business of OxAM. In such instances, the positions held in the margin accounts are pledged as collateral security for the repayment of debit balances in the account, which may exist from time to time. Because other securities are held in the margin accounts, it is not possible to determine the amounts, if any, of margin used to purchase the Shares reported herein. A total of approximately $34,548,000, including commissions, was paid to acquire the Shares reported herein.
Item 4.
Purpose of Transaction
The Reporting Person acquired the Shares for investment purposes and in the ordinary course of its business, pursuant to investment strategies, because OxFORD, as investment adviser, believed that the Shares, when purchased, represented an attractive investment opportunity. The investment opportunity arose in connection with the proposed merger of the Issuer with Ensco PLC. Upon consummation of the proposed merger, holders of Shares will receive 1.6 shares of Ensco PLC common stock for every one Share, and the Shares will be cancelled.
The Reporting Person expects to review from time to time its investment in the Issuer and may, depending on the market and other conditions: (i) purchase additional Shares, options or related derivatives in the open market, in privately negotiated transactions or otherwise and (ii) sell all
or a portion of the Shares, options or related derivatives now beneficially owned or hereafter acquired by them.
Except as set forth above, the Reporting Person does not have any plans or proposals which relate to, or could result in, any of the matters referred to in paragraphs (a) through (j), inclusive, of the instructions to Item 4 of Schedule 13D. The Reporting Person may, at any time and from time to time, review or reconsider their position and/or change their purpose and/or formulate plans or proposals with respect thereto.
Item 5.
Interest in Securities of the Issuer
(a) As of July 21, 2017, OxFORD may be deemed to be the beneficial owner of 4,279,024 Shares held for the account of OxAM, which equates to approximately 5.3% of the total number of Shares outstanding.
The percentages noted herein are based on 80,519,422 Shares reported as outstanding as of May 1, 2017, in the Issuer's quarterly report on Form 10-Q, dated March 31, 2017.
(b) The beneficial ownership figure reported in Item 5(a) reflects the Reporting Person's sole power to vote or to direct the vote the Shares and sole power to dispose or to direct the disposition of the Shares.
(c)
The trading dates, number of Shares acquired and disposed of, the price per share and how the transactions were effected for all transactions in the Shares by the Reporting Person within the past sixty days are set forth in Exhibit A.
(d) OxAM has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares covered by this Statement.
(e) This Item 5(e) is not applicable.
Item 6.
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
The response to Item 4 of this Schedule 13D is incorporated by reference herein.
Item 7.
Material to be Filed as Exhibits.
Exhibit A:
Schedule of Transactions, in response to Item 5(c)