SC 13G/A 1 horizon2012.txt SCHEDULE 13G U.S. SECURITIES EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 4) Horizon Lines, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 44044K309 (CUSIP Number) December 31, 2012 Date of Event Which Requires Filing of this Statement Check the appropriate box to designate the rule pursuant to which this Schedule is filed [X] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) 1) Name of Reporting Person: Pioneer Global Asset Management S.p.A. (PGAM) 2) Check the Appropriate Box (a) of A Member of Group (See Instructions) (b) 3) SEC Use Only 4) Citizenship of Place of Organization Italy Number of (5)Sole Voting Shares Power 0 Beneficially Owned by Each Reporting Person With (6)Shared Voting Power 125,264,987 [See Item 4 below.] (7)Sole Disposi- tive Power 0 (8)Shared Disposi- tive Power 125,264,987 [See Item 4 below.] 9) Aggregate Amount Beneficially 125,264,987 Owned by Each [See Item 4 below.] Reporting Person 10) Check if the aggregate Amount in Row (9) Exclude Certain Shares (See Instructions) 11) Percent of Class Represented By Amount in Row 9. 83.6% 12) Type of Reporting Person (See Instructions) FI 1) Name of Reporting Person: Pioneer Investment Management, Inc. (PIM) 2) Check the Appropriate Box (a) of A Member of Group (See Instructions) (b) 3) SEC Use Only 4) Citizenship of Place of Organization Delaware Number of (5)Sole Voting Shares Power 0 Beneficially Owned by Each Reporting Person With (6)Shared Voting Power 13,728,525 [See Item 4 below.] (7)Sole Disposi- tive Power 0 (8)Shared Disposi- tive Power 119,666,358 [See Item 4 below.] 9) Aggregate Amount Beneficially 119,666,358 Owned by Each [See Item 4 below.] Reporting Person 10) Check if the aggregate Amount in Row (9) Exclude Certain Shares (See Instructions) 11) Percent of Class Represented By Amount in Row 9. 79.81% 12) Type of Reporting Person (See Instructions) IA 1) Name of Reporting Person: Pioneer Asset Management SA, Inc. (PAMSA) 2) Check the Appropriate Box (a) of A Member of Group (See Instructions) (b) 3) SEC Use Only 4) Citizenship of Place of Organization Luxembourg Number of (5)Sole Voting Shares Power 105,937,833 Beneficially Owned by Each Reporting Person With (6)Shared Voting Power 0 [See Item 4 below.] (7)Sole Disposi- tive Power 0 (8)Shared Disposi- tive Power 105,937,833 [See Item 4 below.] 9) Aggregate Amount Beneficially 105,937,833 Owned by Each [See Item 4 below.] Reporting Person 10) Check if the aggregate Amount in Row (9) Exclude Certain Shares (See Instructions) 11) Percent of Class Represented By Amount in Row 9. 70.7% 12) Type of Reporting Person (See Instructions) FI 1) Name of Reporting Person: Pioneer Institutional Asset Management, Inc. (PIAM) 2) Check the Appropriate Box (a) of A Member of Group (See Instructions) (b) 3) SEC Use Only 4) Citizenship of Place of Organization Delaware Number of (5)Sole Voting Shares Power 0 Beneficially Owned by Each Reporting Person With (6)Shared Voting Power 0 (7)Sole Disposi- tive Power 0 (8)Shared Disposi- tive Power 23,225,185 [See Item 4 below.] 9) Aggregate Amount Beneficially 23,225,185 Owned by Each [See Item 4 below.] Reporting Person 10) Check if the aggregate Amount in Row (9) Exclude Certain Shares (See Instructions) 11) Percent of Class Represented By Amount in Row 9. 15.5% 12) Type of Reporting Person (See Instructions) IA Item 1(a) Name of Issuer. Horizon Lines, Inc. Item 1(b) Address of Issuer's Principal Executive Offices: 4064 Colony Road Suite 200 Charlotte, NC 28211 United States Item 2(a) Name of Person Filing: PGAM, PIM PAMSA and PIAM Item 2(b) Address of Principal Business Office: The principal business office for PGAM is: Galleria San Carlo 6 Milan, Italy The principal business office for PIM is: 60 State Street Boston, MA 02109 The principal business office for PAMSA is: 4, rue Alphonse Weicker 2721 Luxembourg Luxembourg The principal business office for PIAM is: 60 State Street Boston, MA 02109 Item 2(c) Citizenship: PGAM is organized under the laws of Italy. PIM is a corporation organized under the laws of the State of Delaware. PAMSA is a corporation organized under the laws of Luxembourg. PIAM is a corporation organized under the laws of the State of Delaware. Item 2(d) Title of Class of Securities: Class A Common Stock Item 2(e) CUSIP Number: 44044K309 Item 3 The person filing this statement pursuant to Rule 13d-1(b) or 13d-2(b) is: PGAM is a non-U.S. Institution in accordance with Section 240.13d-1(b)(1)(ii)(J) PIM is an investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E). PAMSA is a non-U.S. Institution in accordance with Section 240.13d-1(b)(1)(ii)(J) PIAM is an investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E). Item 4. Ownership. (a) Amount Beneficially Owned:** PGAM: 125,264,987 PIM: 119,666,358 PAMSA: 105,937,833 PIAM: 23,225,185 (b) Percent of Class: PGAM: 94.5% PIM: 87.9% PAMSA: 70.7% PIAM: 15.5% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: ** PAMSA: 105,937,833 (ii) shared power to vote or to direct vote: ** PGAM: 125,264,987 PIM: 13,728,525 (iii) sole power to dispose or to direct disposition of:0 (iv) shared power to dispose or to direct disposition:** PGAM: 125,264,987 PIM: 119,666,358 PAMSA: 105,937,833 PIAM: 23,225,185 **Shares reported on this Schedule 13G (the Shares) are owned by (i) collective investment vehicles (Funds) advised by PIM and (ii) Funds advised by other advisors that are direct or indirect wholly-owned subsidiaries of PGAM (Additional PGAM Subsidiaries). In their roles as investment manager or adviser to the Funds, PIM and the Additional PGAM Subsidiaries possess investment and/or voting control over the Shares. In addition, PAMSA has a right to vote certain Shares beneficially owned by Funds advised by PIM. In accordance with Rule 13d-1(d)(1), shares reported herein as beneficially reported by PGAM, PIM and PAMSA include shares issuable upon the exercise of warrants owned by the Funds. The 125,264,987 shares reported with respect to PGAM include 27,394,729 shares of Class A Common Stock, and 27,203,181 shares issuable upon the exercise of warrants. The 119,666,358 shares reported with respect to PIM include 9,720,574 shares of Class A Common Stock, and 4,007,951 shares issuable upon the exercise of warrants. The 105,937,833 shares reported with respect to PAMSA include 17,644,200 shares of Class A Common Stock, and 88,293,633 shares issuable upon the exercise of warrants. Shares reported with respect to PAMSA are also included in the Shares reported with respect to PIM. The 23,225,185 shares reported with respect to PIAM include 29,995 shares of Class A Common Stock, and 23,195,230 shares issuable upon the exercise of warrants. PIM, PAMSA and PIAM are a direct subsidiary of PGAM. PGAM is a limited liability company and the holding company incorporating all of the Pioneer Investments asset management business (including PIM, PAMSA, PIAM, and the Additional PGAM Subsidiaries) and may therefore, be deemed to beneficially own the Shares. PGAM, PIM, PAMSA, PIAM and the Additional PGAM Subsidiaries disclaim beneficial ownership of the Shares except to the extent or their respective pecuniary interests therein,if any. The filing of this Schedule 13G shall not be construed as an admission that the Reporting Persons are the beneficial owners of the Shares for any other purposes than Section 13(d) of the Securities Exchange Act of 1934. This filing reflects the securities that may be deemed to be beneficially owned by the Reporting Persons, each of which is a directly or indirectly owned subsidiary of Unicredit S.p.A. ("Unicredit"). This filing does not reflect securities, if any, beneficially owned by Unicredit or any other subsidiaries of Unicredit whose ownership is disaggregated from that of the Reporting Persons in accordance with Securities and Exchange Commission Release 34-39538. 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 here: Item 6. Ownership of More than Five Percent on Behalf of Another Person. Various persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Class A Common Stock of Horizon Lines, Inc. The interests of Pioneer Funds - Global High Yield, Pioneer Funds - Strategic Income, Pioneer Funds - US High Yield, Pioneer Institutional Solutions - Credit Opportunities and White Mountain Sub-Acct. 193 Fd in the Class A of Horizon of Horizon Lines, Inc., respectively, amountinf to 32,430,721, 19,962,142, 26,230,639, 9,670,131 and 13,152,628 shoares or 21.6%, 13.3%, 17.5%, 6.5% and 8.8% of the total outstanding Class A Common Stock at December31, 2012. These values assume the excercise of warrants held to acquire 32,430,721, 19,962,142, 26,230,639, 9,670,131 and 13,152,628 shares within Pioneer Funds - Global High Yield, Pioneer Funds - Strategic Income, Pioneer Funds - US High Yield, Pioneer Institutional Solutions - Credit Opportunities and White Mountain Sub-Acct. 193 Fd, respectively. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported On By the Parent Holding Company. See Item 4. Item 8. Identification and Classification of Members of the Group. Inapplicable. Item 9. Notice of Dissolution of the Group. Inapplicable. Item 10. Certification. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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 oras a participant in any transaction having that purpose or effect. By signing below PGAM certifies that to the best of its knowledge and belief, the foreign regulatory scheme applicable to it as a sub-holding company for the asset management division in the UniCredit Banking Group,the latter being regulated by the Bank of Italy and the Commissione Nazionale per le Societa`e la Borsa (CONSOB),is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). PGAM also undertakes to furnish to the Commission staff,upon request,information that would otherwise be disclosed in a Schedule 13D. By signing below PAMSA certifies that to the best of its knowledge and belief, the foreign regulatory scheme applicable to it as an asset manager, regulated by the Commission de Surveillance du Secteur Financier (CSSF), is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). PAMSA also undertakes to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D. 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: February 13, 2013 Pioneer Global Asset Management S.p.A By: /s/ Sandro Pierri Name: Sandro Pierri Title: CEO; Head of Asset Management Division Pioneer Investment Management, Inc. By: /s/ Jean M. Bradley Name: Jean M. Bradley Title: Chief Compliance Officer Pioneer Asset Management, SA By: /s/ David Harte Name: David Harte Title: Director Pioneer Institutional Asset Management, Inc. By: /s/ Jean M. Bradley Name: Jean M. Bradley Title: Chief Compliance Officer EXHIBIT JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, the undersigned agree to the joint filing of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock of Horizon Lines, Inc. and further agree to the filing of this agreement as an Exhibit thereto. Each party to this Agreement expressly authorizes each other party to this Agreement to file on its behalf any and all amendments to such Statement on Schedule 13G. Date: February 13, 2013 Pioneer Global Asset Management S.p.A By: /s/ Sandro Pierri Name: Sandro Pierri Title: CEO; Head of Asset Management Division Pioneer Investment Management, Inc. By: /s/ Jean M. Bradley Name: Jean M. Bradley Title: Chief Compliance Officer Pioneer Asset Management, SA By: /s/ David Harte Name: David Harte Title: Director Pioneer Institutional Asset Management, Inc. By: /s/ Jean M. Bradley Name: Jean M. Bradley Title: Chief Compliance Officer