0001062993-19-001998.txt : 20190503
0001062993-19-001998.hdr.sgml : 20190503
20190503175346
ACCESSION NUMBER: 0001062993-19-001998
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190501
FILED AS OF DATE: 20190503
DATE AS OF CHANGE: 20190503
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HIGHFIELDS CAPITAL I LP
CENTRAL INDEX KEY: 0001075385
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-53354
FILM NUMBER: 19797517
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON ST
STREET 2: JOHN HANCOCK TOWER
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617-850-7500
MAIL ADDRESS:
STREET 1: 200 CLARENDON ST
STREET 2: JOHN HANCOCK TOWER
CITY: BOSTON
STATE: MA
ZIP: 02116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HIGHFIELDS CAPITAL II LP
CENTRAL INDEX KEY: 0001075665
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-53354
FILM NUMBER: 19797518
BUSINESS ADDRESS:
STREET 1: JOHN HANCOCK TOWER, 200 CLARENDON STREET
STREET 2: 59TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: (617) 850-7572
MAIL ADDRESS:
STREET 1: JOHN HANCOCK TOWER, 200 CLARENDON STREET
STREET 2: 59TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Highfields Capital III L.P.
CENTRAL INDEX KEY: 0001429876
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-53354
FILM NUMBER: 19797519
BUSINESS ADDRESS:
STREET 1: SUITE 3307, GARDENIA COURT
STREET 2: 45 MARKET ST., CAMANA BAY, PO BOX 896
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1103
BUSINESS PHONE: (345) 949-6770
MAIL ADDRESS:
STREET 1: SUITE 3307, GARDENIA COURT
STREET 2: 45 MARKET ST., CAMANA BAY, PO BOX 896
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1103
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Highfields Associates LLC
CENTRAL INDEX KEY: 0001343765
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-53354
FILM NUMBER: 19797520
BUSINESS ADDRESS:
STREET 1: JOHN HANCOCK TOWER
STREET 2: 200 CLARENDON STREET, 51ST FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617-850-7500
MAIL ADDRESS:
STREET 1: JOHN HANCOCK TOWER
STREET 2: 200 CLARENDON STREET, 51ST FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HIGHFIELDS CAPITAL MANAGEMENT LP
CENTRAL INDEX KEY: 0001079563
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-53354
FILM NUMBER: 19797521
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET 59TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 6178507500
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET 59TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HIGHFIELDS GP LLC
CENTRAL INDEX KEY: 0001343484
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-53354
FILM NUMBER: 19797522
BUSINESS ADDRESS:
STREET 1: C/O HIGHFIELDS CAPITAL MANAGEMENT LP
STREET 2: 200 CLARENDON ST, 51ST FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617-850-7500
MAIL ADDRESS:
STREET 1: C/O HIGHFIELDS CAPITAL MANAGEMENT LP
STREET 2: 200 CLARENDON ST, 51ST FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
FORMER NAME:
FORMER CONFORMED NAME: Highfields GP LLC
DATE OF NAME CHANGE: 20051103
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: iHeartMedia, Inc.
CENTRAL INDEX KEY: 0001400891
STANDARD INDUSTRIAL CLASSIFICATION: RADIO BROADCASTING STATIONS [4832]
IRS NUMBER: 260241222
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 20880 STONE OAK PARKWAY
CITY: SAN ANTONIO
STATE: TX
ZIP: 78258
BUSINESS PHONE: 210-822-2828
MAIL ADDRESS:
STREET 1: 20880 STONE OAK PARKWAY
CITY: SAN ANTONIO
STATE: TX
ZIP: 78258
FORMER COMPANY:
FORMER CONFORMED NAME: CC Media Holdings Inc
DATE OF NAME CHANGE: 20090721
FORMER COMPANY:
FORMER CONFORMED NAME: C C Media Holdings Inc
DATE OF NAME CHANGE: 20070730
FORMER COMPANY:
FORMER CONFORMED NAME: BT Triple Crown Capital Holdings III, Inc.
DATE OF NAME CHANGE: 20070524
4
1
form4.xml
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
X0306
4
2019-05-01
1
0001400891
iHeartMedia, Inc.
IHRTQ
0001075385
HIGHFIELDS CAPITAL I LP
200 CLARENDON ST, 59TH FLOOR
BOSTON
MA
02116
1
0
0
0
0001075665
HIGHFIELDS CAPITAL II LP
C/O HIGHFIELDS CAPITAL MANAGEMENT LP
200 CLARENDON ST., 59TH FLOOR
BOSTON
MA
02116
1
0
0
0
0001429876
Highfields Capital III L.P.
P.O. BOX 896, I NEXUS WAY - SUITE #5203
HELICONIA COURTYARD, CAMANA BAY
GRAND CAYMAN
E9
KY1-1103
CAYMAN ISLANDS
1
0
0
0
0001343765
Highfields Associates LLC
C/O HIGHFIELDS CAPITAL MANAGEMENT LP
200 CLARENDON ST, 59TH FLOOR
BOSTON
MA
02116
1
0
0
0
0001079563
HIGHFIELDS CAPITAL MANAGEMENT LP
200 CLARENDON ST., 59TH FLOOR
BOSTON
MA
02116
1
0
0
0
0001343484
HIGHFIELDS GP LLC
C/O HIGHFIELDS MANAGEMENT
200 CLARENDON ST., 59TH FLOOR
BOSTON
MA
02116
1
0
0
0
New Class A Common Stock
2019-05-01
4
A
0
43457
0
A
43457
D
New Class A Common Stock
2019-05-01
4
A
0
146919
0
A
146919
D
New Class A Common Stock
2019-05-01
4
A
0
43334
0
A
43334
D
New Class A Common Stock
2019-05-01
4
A
0
0
0
A
0
I
See footnote
New Class A Common Stock
2019-05-01
4
A
0
0
0
A
0
I
See footnote
New Class A Common Stock
2019-05-01
4
A
0
0
0
A
0
I
See footnote
Special Warrants
0.01
2019-05-01
4
A
0
325613
0
A
2019-05-01
2039-05-01
New Class A Common Stock or New Class B Common Stock
325613
325613
D
Special Warrants
0.01
2019-05-01
4
A
0
0
0
A
2019-05-01
2039-05-01
New Class A Common Stock or New Class B Common Stock
0
0
I
See footnote
Special Warrants
0.01
2019-05-01
4
A
0
0
0
A
2019-05-01
2039-05-01
New Class A Common Stock or New Class B Common Stock
0
0
I
See footnote
Special Warrants
0.01
2019-05-01
4
A
0
0
0
A
2019-05-01
2039-05-01
New Class A Common Stock or New Class B Common Stock
0
0
I
See footnote
On March 14, 2018, iHeartMedia, Inc. (the "Issuer") and certain of its direct and indirect domestic subsidiaries (collectively, the "Debtors") filed voluntary petitions in the United States Bankruptcy Court for the Southern District of Texas, Houston Division (the "Bankruptcy Court"), seeking relief under the provisions of Chapter 11 of Title 11 of the United States Bankruptcy Code. On January 22, 2019, the Bankruptcy Court entered an order confirming the Debtors' Modified Fifth Amended Joint Chapter 11 Plan of Reorganization (as amended, modified or supplemented from time to time, the "Plan"), and on May 1, 2019 (the "Effective Date"), the Plan became effective pursuant to its terms and the Debtors emerged from bankruptcy.
These shares were acquired or are held, as applicable, directly by Highfields I LP. Represents shares of the Issuer's Class A common stock, par value $0.001 per share (the "New Class A Common Stock"), issued to the Reporting Person on the Effective Date pursuant to the Plan, in exchange for various principal amounts of Term Loan D Due 2019, Term Loan E Due 2019 and 9% PGN Due 2019 of the Issuer held by the Reporting Person.
These shares were acquired or are held, as applicable, directly by Highfields II LP. Represents shares of New Class A Common Stock issued to the Reporting Person on the Effective Date pursuant to the Plan, in exchange for various principal amounts of Term Loan D Due 2019, Term Loan E Due 2019 and 9% PGN Due 2019 of the Issuer held by the Reporting Person.
These shares were acquired or are held, as applicable, directly by Highfields III L.P. Represents shares of New Class A Common Stock and Special Warrants to Purchase New Class A Common Stock or New Class B Common Stock issued to the Reporting Person on the Effective Date pursuant to the Plan, in exchange for various principal amounts of Term Loan D Due 2019, Term Loan E Due 2019 and 9% PGN Due 2019of the Issuer held by the Reporting Person.
Highfields Associates LLC is the general partner of each of Highfields Capital I LP, Highfields Capital II LP and Highfields Capital III L.P. (collectively, the "Funds") and disclaims beneficial ownership of the shares acquired or held by the Funds except to the extent of any pecuniary interest it may have by virtue of its general partner interest in each of the Funds.
Highfields Capital Management LP ("Highfields Capital Management") is the investment manager to each of the Funds. Highfields Capital Management reports no beneficial ownership of the shares acquired or held by the Funds in reliance on the exclusion for asset-based fees under Rule 16a-1(a)(2).
Highfields GP is the general partner of Highfields Capital Management and reports no beneficial ownership of the shares acquired or held by the Funds arising from its general partner interest in Highfields Capital Management because Highfields Capital Management reports no beneficial ownership of the shares.
Upon effectiveness of the Plan, Jonathon Jacobson, who was deputized by the Reporting Persons to the board of directors of the Issuer, resigned.
/s/ Scott D. Pomfret as attorney-in-fact
2019-05-03