Edgar Filing: YRC Worldwide Inc.

Ownership Submission

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 OF SECURITIES

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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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

LASRY MARC

2. Issuer Name and Ticker or Trading Symbol
YRC Worldwide Inc. [YRCW]

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)

C/O AVENUE CAPITAL MANAGEMENT II, L.P.,, 399 PARK AVENUE, 6TH FLOOR

3. Date of Earliest Transaction (Month/Day/Year)
11/16/2016

(Street)

NEW YORK, NY 10022

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ 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 (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	11/16/2016		S		1,099,523	D	⁽¹⁾	2,359,089	I	See Footnotes ⁽²⁾ ⁽³⁾ ⁽⁶⁾
Common Stock	11/16/2016		S		500,477	D	⁽¹⁾	836,678	I	See Footnotes ⁽⁴⁾ ⁽⁵⁾ ⁽⁶⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

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
(Month/Day/Year)

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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
LASRY MARC C/O AVENUE CAPITAL MANAGEMENT II, L.P., 399 PARK AVENUE, 6TH FLOOR NEW YORK, NY 10022		X
Avenue Capital Management II GenPar, LLC 399 PARK AVENUE, 6TH FLOOR NEW YORK, NY 10022		X
Avenue Capital Management II, L.P. 399 PARK AVENUE, 6TH FLOOR NEW YORK, NY 10022		X
Avenue Special Situations Fund VI (Master), L.P. 399 PARK AVENUE, 6TH FLOOR NEW YORK, NY 10022		X
Avenue Capital Partners VI, LLC 399 PARK AVENUE, 6TH FLOOR NEW YORK, NY 10022		X
GL Partners VI, LLC 399 PARK AVENUE, 6TH FLOOR NEW YORK, NY 10022		X

Signatures

/s/ Eric Ross as Attorney-in-Fact for Marc Lasry		11/16/2016
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	On November 16, 2016, Avenue Special Situations Fund VI (Master), L.P., a Delaware limited partnership ("Avenue Spec VI") and Avenue Special Opportunities Fund I, L.P., a Delaware limited partnership ("Avenue Special Opportunities") (collectively, the "Selling Avenue Funds") and UBS Securities LLC ("Buyer") executed a secondary block trade. The Selling Avenue Funds sold an aggregate of 1,600,000 shares of Common Stock to Buyer at $11.31 per share, for an aggregate purchase price of $18,096,000.00.
(2)	These shares of Common Stock are held directly by Avenue Spec VI. Avenue Capital Partners VI, LLC, a Delaware limited liability company ("Avenue Capital VI"), is the general partner of Avenue Spec VI. GL Partners VI, LLC, a Delaware limited liability company ("GL VI"), is the managing member of Avenue Capital VI. Avenue Capital Management II, L.P., a Delaware limited partnership ("Avenue Capital Management II") is an investment adviser to Avenue Spec VI. Avenue Capital Management II Genpar, LLC, a Delaware limited liability company ("Genpar"), is the general partner of Avenue Capital Management II. Marc Lasry ("Lasry") is the managing member of GL VI and GenPar.
(3)	(Continued from footnote 2) In such capacity, Lasry is deemed to be the indirect beneficial owner of the securities reported by reason of his ability to direct the vote and/or disposition of such securities, and his pecuniary interest in such shares (within the meaning of Rule 16a-1(a)(2) under the Securities Exchange Act of 1934, as amended ) is a fractional indirect interest in such amount.
(4)	These shares of Common Stock are held directly by Avenue Special Opportunities. Avenue SO Capital Partners I, LLC, a Delaware limited liability company ("Avenue SO Capital Partners") is the general partner of Avenue Special Opportunities. GL SO Partners I, LLC, a Delaware limited liability company ("GL SO Partners I") is the managing member of Avenue SO Capital Partners. Avenue Capital Management II is an investment adviser to Avenue Special Opportunities. Genpar is the general partner of Avenue Capital Management II. Lasry is the managing member of GL SO Partners I and GenPar.
(5)	(Continued from Footnote 4) In such capacity, Lasry is deemed to be the indirect beneficial owner of the securities reported by reason of his ability to direct the vote and/or disposition of such securities, and his pecuniary interest in such shares (within the meaning of Rule 16a-1(a)(2) under the Securities Exchange Act of 1934, as amended ) is a fractional interest in such amount.
(6)	The filing of this Form 4 shall not be construed as an admission that Avenue Capital Management II, GenPar or Lasry (together, the "Controlling Persons") is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended, or otherwise the beneficial owner of any of the Common Stock held by the Selling Avenue Funds. Pursuant to Rule 16a-1, the Controlling Persons disclaim such beneficial ownership except to the extent of their pecuniary interest therein.

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