UNITED STATES
|
SECURITIES AND EXCHANGE
COMMISSION
|
Washington, D.C. 20549
|
SCHEDULE 13D/A
|
Denise M. Parent
LIN TV Corp.
One West Exchange Street, Suite 5A
Providence, RI 02903
(401) 454-2880
|
Glenn D. West
Weil, Gotshal & Manges LLP
200 Crescent Court, Suite 300
Dallas, Texas 75201
(214) 746-7700
|
CUSIP No. 532774 10 6
|
|||||
1.
|
Names of Reporting Persons. Hicks, Muse, Tate & Furst Equity Fund III, L.P.
|
||||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||||
(a)
|
o
|
||||
(b)
|
ý
|
||||
3.
|
SEC Use Only
|
||||
4.
|
Source of Funds (See Instructions)
N/A
|
||||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
|
||||
6.
|
Citizenship or Place of Organization
Delaware
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|||
8.
|
Shared Voting Power
18,122,111
(see Item 5)
|
||||
9.
|
Sole Dispositive Power
0
|
||||
10.
|
Shared Dispositive Power
18,122,111
(see Item 5)
|
||||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
18,122,111 (see Item 5))
|
||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
||||
13.
|
Percent of Class Represented by Amount in Row (11)
33.7% (see Item 5)
|
||||
14.
|
Type of Reporting Person (See Instructions)
PN
|
||||
*Voluntary, not mandatory
|
CUSIP No. 532774 10 6
|
|||||
1.
|
Names of Reporting Persons. HM3/GP Partners, L.P.
|
||||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||||
(a)
|
o
|
||||
(b)
|
ý
|
||||
3.
|
SEC Use Only
|
||||
4.
|
Source of Funds (See Instructions)
N/A
|
||||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
|
||||
6.
|
Citizenship or Place of Organization
Texas
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|||
8.
|
Shared Voting Power
18,122,111 (see Item 5)
|
||||
9.
|
Sole Dispositive Power
0
|
||||
10.
|
Shared Dispositive Power
18,122,111 (see Item 5)
|
||||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
18,122,111 (see Item 5)
|
||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
||||
13.
|
Percent of Class Represented by Amount in Row (11)
33.7% (see Item 5)
|
||||
14.
|
Type of Reporting Person (See Instructions)
PN
|
||||
*Voluntary, not mandatory
|
CUSIP No. 532774 10 6
|
|||||
1.
|
Names of Reporting Persons. Hicks Muse GP Partners III, L.P.
|
||||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||||
(a)
|
o
|
||||
(b)
|
ý
|
||||
3.
|
SEC Use Only
|
||||
4.
|
Source of Funds (See Instructions)
N/A
|
||||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
|
||||
6.
|
Citizenship or Place of Organization
Texas
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|||
8.
|
Shared Voting Power
18,359,091 (see Item 5)
|
||||
9.
|
Sole Dispositive Power
0
|
||||
10.
|
Shared Dispositive Power
18,359,091 (see Item 5)
|
||||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
18,359,091 (see Item 5)
|
||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
||||
13.
|
Percent of Class Represented by Amount in Row (11)
34.1% (see Item 5)
|
||||
14.
|
Type of Reporting Person (See Instructions)
PN
|
||||
*Voluntary, not mandatory
|
CUSIP No. 532774 10 6
|
|||||
1.
|
Names of Reporting Persons. Hicks Muse Fund III Incorporated
|
||||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||||
(a)
|
o
|
||||
(b)
|
ý
|
||||
3.
|
SEC Use Only
|
||||
4.
|
Source of Funds (See Instructions)
N/A
|
||||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
|
||||
6.
|
Citizenship or Place of Organization
Texas
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|||
8.
|
Shared Voting Power
18,359,091 (see Item 5)
|
||||
9.
|
Sole Dispositive Power
0
|
||||
10.
|
Shared Dispositive Power
18,359,091 (see Item 5)
|
||||
11.
|
Aggregate Amount Owned by Each Reporting Person
18,359,091 (see Item 5)
|
||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
||||
13.
|
Percent of Class Represented by Amount in Row (11)
34.1% (see Item 5)
|
||||
14.
|
Type of Reporting Person (See Instructions)
CO
|
||||
*Voluntary, not mandatory
|
CUSIP No. 532774 10 6
|
|||||
1.
|
Names of Reporting Persons. HM3 Coinvestors, L.P.
|
||||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||||
(a)
|
o
|
||||
(b)
|
ý
|
||||
3.
|
SEC Use Only
|
||||
4.
|
Source of Funds (See Instructions)
N/A
|
||||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
|
||||
6.
|
Citizenship or Place of Organization
Delaware
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|||
8.
|
Shared Voting Power
236,980 (see Item 5)
|
||||
9.
|
Sole Dispositive Power
0
|
||||
10.
|
Shared Dispositive Power
236,980 (see Item 5)
|
||||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
236,980 (see Item 5)
|
||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
||||
13.
|
Percent of Class Represented by Amount in Row (11)
0.4% (see Item 5)
|
||||
14.
|
Type of Reporting Person (See Instructions)
PN
|
||||
*Voluntary, not mandatory
|
CUSIP No. 532774 10 6
|
|||||
1.
|
Names of Reporting Persons. Hicks, Muse & Co. Partners, L.P.
|
||||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||||
(a)
|
o
|
||||
(b)
|
ý
|
||||
3.
|
SEC Use Only
|
||||
4.
|
Source of Funds (See Instructions)
N/A
|
||||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
|
||||
6.
|
Citizenship or Place of Organization
Delaware
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|||
8.
|
Shared Voting Power
123,466 (see Item 5)
|
||||
9.
|
Sole Dispositive Power
0
|
||||
10.
|
Shared Dispositive Power
123,466 (see Item 5)
|
||||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
123,466 (see Item 5)
|
||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
||||
13.
|
Percent of Class Represented by Amount in Row (11)
0.2% (see Item 5)
|
||||
14.
|
Type of Reporting Person (See Instructions)
PN
|
||||
*Voluntary, not mandatory
|
CUSIP No. 532774 10 6
|
|||||
1.
|
Names of Reporting Persons. HM Partners Inc.
|
||||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||||
(a)
|
o
|
||||
(b)
|
ý
|
||||
3.
|
SEC Use Only
|
||||
4.
|
Source of Funds (See Instructions)
N/A
|
||||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
|
||||
6.
|
Citizenship or Place of Organization
Delaware
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|||
8.
|
Shared Voting Power
123,466 (see Item 5)
|
||||
9.
|
Sole Dispositive Power
0
|
||||
10.
|
Shared Dispositive Power
123,466 (see Item 5)
|
||||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
123,466 (see Item 5)
|
||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
||||
13.
|
Percent of Class Represented by Amount in Row (11)
0.2% (see Item 5)
|
||||
14.
|
Type of Reporting Person (See Instructions)
CO
|
||||
*Voluntary, not mandatory
|
CUSIP No. 532774 10 6
|
|||||
1.
|
Names of Reporting Persons. Hicks, Muse Fund IV, LLC
|
||||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||||
(a)
|
o
|
||||
(b)
|
ý
|
||||
3.
|
SEC Use Only
|
||||
4.
|
Source of Funds (See Instructions)
N/A
|
||||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
|
||||
6.
|
Citizenship or Place of Organization
Delaware
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|||
8.
|
Shared Voting Power
94,165 (see Item 5)
|
||||
9.
|
Sole Dispositive Power
0
|
||||
10.
|
Shared Dispositive Power
94,165 (see Item 5)
|
||||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
94,165 (see Item 5)
|
||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
||||
13.
|
Percent of Class Represented by Amount in Row (11)
0.2% (see Item 5)
|
||||
14.
|
Type of Reporting Person (See Instructions)
OO
|
||||
*Voluntary, not mandatory
|
CUSIP No. 532774 10 6
|
|||||
1.
|
Names of Reporting Persons. Hicks, Muse GP Partners IV, L.P.
|
||||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||||
(a)
|
o
|
||||
(b)
|
ý
|
||||
3.
|
SEC Use Only
|
||||
4.
|
Source of Funds (See Instructions)
N/A
|
||||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
|
||||
6.
|
Citizenship or Place of Organization
Delaware
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|||
8.
|
Shared Voting Power
94,165 (see Item 5)
|
||||
9.
|
Sole Dispositive Power
0
|
||||
10.
|
Shared Dispositive Power
94,165 (see Item 5)
|
||||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
94,165 (see Item 5)
|
||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
||||
13.
|
Percent of Class Represented by Amount in Row (11)
0.2% (see Item 5)
|
||||
14.
|
Type of Reporting Person (See Instructions)
PN
|
||||
*Voluntary, not mandatory
|
CUSIP No. 532774 10 6
|
|||||
1.
|
Names of Reporting Persons. HM4-EQ Coinvestors, L.P.
|
||||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||||
(a)
|
o
|
||||
(b)
|
ý
|
||||
3.
|
SEC Use Only
|
||||
4.
|
Source of Funds (See Instructions)
N/A
|
||||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
|
||||
6.
|
Citizenship or Place of Organization
Delaware
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|||
8.
|
Shared Voting Power
72,820 (see Item 5)
|
||||
9.
|
Sole Dispositive Power
0
|
||||
10.
|
Shared Dispositive Power
72,820 (see Item 5)
|
||||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
72,820 (see Item 5)
|
||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
||||
13.
|
Percent of Class Represented by Amount in Row (11)
0.1% (see Item 5)
|
||||
14.
|
Type of Reporting Person (See Instructions)
PN
|
||||
*Voluntary, not mandatory
|
CUSIP No. 532774 10 6
|
|||||
1.
|
Names of Reporting Persons. HM 4-P Coinvestors, L.P.
|
||||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||||
(a)
|
o
|
||||
(b)
|
ý
|
||||
3.
|
SEC Use Only
|
||||
4.
|
Source of Funds (See Instructions)
N/A
|
||||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
|
||||
6.
|
Citizenship or Place of Organization
Delaware
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|||
8.
|
Shared Voting Power
8,329 (see Item 5)
|
||||
9.
|
Sole Dispositive Power
0
|
||||
10.
|
Shared Dispositive Power
8,329 (see Item 5)
|
||||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
8,329 (see Item 5)
|
||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
||||
13.
|
Percent of Class Represented by Amount in Row (11)
0.0% (see Item 5)
|
||||
14.
|
Type of Reporting Person (See Instructions)
PN
|
||||
*Voluntary, not mandatory
|
CUSIP No. 532774 10 6
|
|||||
1.
|
Names of Reporting Persons. HM 4-EN Coinvestors, L.P.
|
||||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||||
(a)
|
o
|
||||
(b)
|
ý
|
||||
3.
|
SEC Use Only
|
||||
4.
|
Source of Funds (See Instructions)
N/A
|
||||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
|
||||
6.
|
Citizenship or Place of Organization
Delaware
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|||
8.
|
Shared Voting Power
13,016 (see Item 5)
|
||||
9.
|
Sole Dispositive Power
0
|
||||
10.
|
Shared Dispositive Power
13,016 (see Item 5)
|
||||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
13,016 (see Item 5)
|
||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
||||
13.
|
Percent of Class Represented by Amount in Row (11)
0.0% (see Item 5)
|
||||
14.
|
Type of Reporting Person (See Instructions)
PN
|
||||
CUSIP No. 532774 10 6
|
|||||
1.
|
Names of Reporting Persons. Hicks, Muse Latin America Fund I Incorporated
|
||||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||||
(a)
|
o
|
||||
(b)
|
ý
|
||||
3.
|
SEC Use Only
|
||||
4.
|
Source of Funds (See Instructions)
N/A
|
||||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
|
||||
6.
|
Citizenship or Place of Organization
Delaware
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|||
8.
|
Shared Voting Power
4,724,018 (see Item 5)
|
||||
9.
|
Sole Dispositive Power
0
|
||||
10.
|
Shared Dispositive Power
4,724,018 (see Item 5)
|
||||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
4,724,018 (see Item 5)
|
||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
||||
13.
|
Percent of Class Represented by Amount in Row (11)
8.8% (see Item 5)
|
||||
14.
|
Type of Reporting Person (See Instructions)
CO
|
||||
*Voluntary, not mandatory
|
CUSIP No. 532774 10 6
|
|||||
1.
|
Names of Reporting Persons. Hicks, Muse GP Partners L.A., L.P.
|
||||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||||
(a)
|
o
|
||||
(b)
|
ý
|
||||
3.
|
SEC Use Only
|
||||
4.
|
Source of Funds (See Instructions)
N/A
|
||||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
|
||||
6.
|
Citizenship or Place of Organization
Delaware
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|||
8.
|
Shared Voting Power
4,724,018 (see Item 5)
|
||||
9.
|
Sole Dispositive Power
0
|
||||
10.
|
Shared Dispositive Power
4,724,018 (see Item 5)
|
||||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
4,724,018 (see Item 5)
|
||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
||||
13.
|
Percent of Class Represented by Amount in Row (11)
8.8% (see Item 5)
|
||||
14.
|
Type of Reporting Person (See Instructions)
PN
|
||||
*Voluntary, not mandatory
|
CUSIP No. 532774 10 6
|
|||||
1.
|
Names of Reporting Persons. HM 1-FOF Coinvestors, L.P.
|
||||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||||
(a)
|
o
|
||||
(b)
|
ý
|
||||
3.
|
SEC Use Only
|
||||
4.
|
Source of Funds (See Instructions)
N/A
|
||||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
|
||||
6.
|
Citizenship or Place of Organization
Delaware
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|||
8.
|
Shared Voting Power
127 (see Item 5)
|
||||
9.
|
Sole Dispositive Power
0
|
||||
10.
|
Shared Dispositive Power
127 (see Item 5)
|
||||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
127 (see Item 5)
|
||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
||||
13.
|
Percent of Class Represented by Amount in Row (11)
0.0% (see Item 5)
|
||||
14.
|
Type of Reporting Person (See Instructions)
PN
|
||||
*Voluntary, not mandatory
|
CUSIP No. 532774 10 6
|
|||||
1.
|
Names of Reporting Persons. HM4 Partners, L.P.
|
||||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||||
(a)
|
o
|
||||
(b)
|
ý
|
||||
3.
|
SEC Use Only
|
||||
4.
|
Source of Funds (See Instructions)
N/A
|
||||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
|
||||
6.
|
Citizenship or Place of Organization
Delaware
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|||
8.
|
Shared Voting Power
4,723,891 (see Item 5)
|
||||
9.
|
Sole Dispositive Power
0
|
||||
10.
|
Shared Dispositive Power
4,723,891 (see Item 5)
|
||||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
4,723,891 (see Item 5)
|
||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
||||
13.
|
Percent of Class Represented by Amount in Row (11)
8.8% (see Item 5)
|
||||
14.
|
Type of Reporting Person (See Instructions)
PN
|
||||
*Voluntary, not mandatory
|
CUSIP No. 532774 10 6
|
|||||
1.
|
Names of Reporting Persons. Hicks, Muse, Tate & Furst Equity Fund IV, L.P.
|
||||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||||
(a)
|
o
|
||||
(b)
|
ý
|
||||
3.
|
SEC Use Only
|
||||
4.
|
Source of Funds (See Instructions)
N/A
|
||||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
|
||||
6.
|
Citizenship or Place of Organization
Delaware
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|||
8.
|
Shared Voting Power
4,692,329 (see Item 5)
|
||||
9.
|
Sole Dispositive Power
0
|
||||
10.
|
Shared Dispositive Power
4,692,329(see Item 5)
|
||||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
4,692,329 (see Item 5)
|
||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
||||
13.
|
Percent of Class Represented by Amount in Row (11)
8.7% (see Item 5)
|
||||
14.
|
Type of Reporting Person (See Instructions)
PN
|
||||
*Voluntary, not mandatory
|
CUSIP No. 532774 10 6
|
|||||
1.
|
Names of Reporting Persons. Hicks, Muse, Tate & Furst Private Equity Fund IV, L.P.
|
||||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||||
(a)
|
o
|
||||
(b)
|
ý
|
||||
3.
|
SEC Use Only
|
||||
4.
|
Source of Funds (See Instructions)
N/A
|
||||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
|
||||
6.
|
Citizenship or Place of Organization
Delaware
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|||
8.
|
Shared Voting Power
31,562 (see Item 5)
|
||||
9.
|
Sole Dispositive Power
0
|
||||
10.
|
Shared Dispositive Power
31,562 (see Item 5)
|
||||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
31,562 (see Item 5)
|
||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
||||
13.
|
Percent of Class Represented by Amount in Row (11)
0.1% (see Item 5)
|
||||
14.
|
Type of Reporting Person (See Instructions)
PN
|
||||
*Voluntary, not mandatory
|
CUSIP No. 532774 10 6
|
|||||
1.
|
Names of Reporting Persons.
John R. Muse
|
||||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||||
(a)
|
o
|
||||
(b)
|
ý
|
||||
3.
|
SEC Use Only
|
||||
4.
|
Source of Funds (See Instructions)
N/A
|
||||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
|
||||
6.
|
Citizenship or Place of Organization
United States of America
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
64,097 (see Item 5)
|
|||
8.
|
Shared Voting Power
23,312,229 (see Item 5)
|
||||
9.
|
Sole Dispositive Power
64,097 (see Item 5)
|
||||
10.
|
Shared Dispositive Power
23,312,229 (see Item 5)
|
||||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
23,376,326 (see Item 5)
|
||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
||||
13.
|
Percent of Class Represented by Amount in Row (11)
43.4%
|
||||
14.
|
Type of Reporting Person (See Instructions)
IN
|
||||
*Voluntary, not mandatory
|
CUSIP No. 532774 10 6
|
|||||
1.
|
Names of Reporting Persons.
Andrew S. Rosen
|
||||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||||
(a)
|
o
|
||||
(b)
|
ý
|
||||
3.
|
SEC Use Only
|
||||
4.
|
Source of Funds (See Instructions)
N/A
|
||||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
|
||||
6.
|
Citizenship or Place of Organization
United States of America
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0
|
|||
8.
|
Shared Voting Power
23,300,740 (see Item 5)
|
||||
9.
|
Sole Dispositive Power
0
|
||||
10.
|
Shared Dispositive Power
23,300,740 (see Item 5)
|
||||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
23,300,740 (see Item 5)
|
||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
||||
13.
|
Percent of Class Represented by Amount in Row (11)
43.3%
|
||||
14.
|
Type of Reporting Person (See Instructions)
IN
|
||||
*Voluntary, not mandatory
|
Filing Person
|
Date of Transaction
|
Amount of Securities
|
Price Per Share
|
How and Where Effected
|
||
John R. Muse
|
September 18, 2012
|
Option to purchase 100,000 shares of the Class A Common Stock
|
N/A
|
In connection with Mr. Muse’s appointment as a member of the board of directors of the Company, the Company issued him an option to purchase 100,000 shares of the Class A Common Stock.
|
September 28, 2012
|
HICKS, MUSE, TATE & FURST EQUITY
FUND III, L.P.
|
|
By:
|
HM3/GP Partners, L.P.,
|
|
its general partner
|
||
By:
|
Hicks, Muse GP Partners III, L.P.,
|
|
its general partner
|
||
By:
|
Hicks Muse Fund III Incorporated,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
September 28, 2012
|
HM3/GP PARTNERS, L.P.
|
|
By:
|
Hicks, Muse GP Partners III, L.P.,
|
|
its general partner
|
||
By:
|
Hicks Muse Fund III Incorporated,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
September 28, 2012
|
HICKS MUSE GP PARTNERS III, L.P.
|
|
By:
|
Hicks Muse Fund III Incorporated,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
September 28, 2012
|
HICKS MUSE FUND III INCORPORATED
|
|
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
September 28, 2012
|
HM3 COINVESTORS, L.P.
|
|
By:
|
Hicks Muse GP Partners III, L.P.,
|
|
its general partner
|
||
By:
|
Hicks Muse Fund III Incorporated,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
September 28, 2012
|
HICKS, MUSE & CO. PARTNERS, L.P.
|
|
By:
|
HM Partners Inc.,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
September 28, 2012
|
HM PARTNERS INC
|
|
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
SIGNATURE
|
September 28, 2012
|
HICKS, MUSE FUND IV, LLC
|
|
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
September 28, 2012
|
HICKS, MUSE GP PARTNERS IV, L.P.
|
|
By:
|
Hicks, Muse Fund IV, LLC,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
September 28, 2012
|
HM4-EQ COINVESTORS, L.P.
|
|
By:
|
Hicks, Muse GP Partners IV, L.P.,
|
|
its general partner
|
||
By:
|
Hicks, Muse Fund IV, LLC,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
September 28, 2012
|
HM 4-P COINVESTORS, L.P.
|
|
By:
|
Hicks, Muse GP Partners IV, L.P.,
|
|
its general partner
|
||
By:
|
Hicks, Muse Fund IV, LLC,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
September 28, 2012
|
HM 4-EN COINVESTORS, L.P.
|
|
By:
|
Hicks, Muse GP Partners IV, L.P.,
|
|
its general partner
|
||
By:
|
Hicks, Muse Fund IV, LLC,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
September 28, 2012
|
HICKS, MUSE LATIN AMERICA FUND I
INCORPORATED
|
|
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
September 28, 2012
|
HICKS, MUSE GP PARTNERS L.A., L.P.
|
|
By:
|
Hicks, Muse Latin America Fund I
Incorporated,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
September 28, 2012
|
HM 1-FOF COINVESTORS, L.P.
|
|
By:
|
Hicks, Muse GP Partners L.A., L.P.,
|
|
its general partner
|
||
By:
|
Hicks, Muse Latin America Fund I
Incorporated,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
September 28, 2012
|
HM4 PARTNERS, L.P.
|
|
By:
|
Hicks, Muse GP Partners L.A., L.P.,
|
|
its general partner
|
||
By:
|
Hicks, Muse Latin America Fund I
Incorporated,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
September 28, 2012
|
HICKS, MUSE, TATE & FURST EQUITY FUND
IV, L.P.
|
|
By:
|
HM4 Partners, L.P.,
|
|
its general partner
|
||
By:
|
Hicks, Muse GP Partners L.A., L.P.,
|
|
its general partner
|
||
By:
|
Hicks, Muse Latin America Fund I
Incorporated,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
September 28, 2012
|
HICKS, MUSE, TATE & FURST PRIVATE
EQUITY FUND IV, L.P.
|
|
By:
|
HM4 Partners, L.P.,
|
|
its general partner
|
||
By:
|
Hicks, Muse GP Partners L.A., L.P.,
|
|
its general partner
|
||
By:
|
Hicks, Muse Latin America Fund I
Incorporated, |
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
September 28, 2012
|
|
/s/ John R. Muse
|
|
John R. Muse
|
September 28, 2012
|
|
/s/ Andrew S. Rosen
|
|
Andrew S. Rosen
|
1
|
Joint Filing Agreement by and among Hicks, Muse, Tate & Furst Equity Fund III, L.P., HM3/GP Partners, L.P., Hicks Muse GP Partners III, L.P., Hicks Muse Fund III Incorporated, HM3 Coinvestors, L.P., Hicks, Muse & Co. Partners, L.P., HM Partners Inc., Hicks, Muse Fund IV, LLC, Hicks, Muse GP Partners IV, L.P., HM4-EQ Coinvestors, L.P., HM 4-P Coinvestors, L.P., HM 4-EN Coinvestors, L.P., Hicks, Muse Latin America Fund I Incorporated, Hicks, Muse GP Partners L.A., L.P., HM 1-FOF Coinvestors, L.P., HM4 Partners, L.P., Hicks, Muse, Tate & Furst Equity Fund IV, L.P., Hicks, Muse, Tate & Furst Private Equity Fund IV, L.P., John R. Muse and Andrew S. Rosen, dated September 28, 2012.
|
|
HICKS, MUSE, TATE & FURST EQUITY
FUND III, L.P.
|
|
By:
|
HM3/GP Partners, L.P.,
|
|
its general partner
|
||
By:
|
Hicks, Muse GP Partners III, L.P.,
|
|
its general partner
|
||
By:
|
Hicks Muse Fund III Incorporated,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
|
HM3/GP PARTNERS, L.P.
|
|
By:
|
Hicks, Muse GP Partners III, L.P.,
|
|
its general partner
|
||
By:
|
Hicks Muse Fund III Incorporated,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
|
HICKS MUSE GP PARTNERS III, L.P.
|
|
By:
|
Hicks Muse Fund III Incorporated,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
|
HICKS MUSE FUND III INCORPORATED
|
|
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
|
HM3 COINVESTORS, L.P.
|
|
By:
|
Hicks Muse GP Partners III, L.P.,
|
|
its general partner
|
||
By:
|
Hicks Muse Fund III Incorporated,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
|
HICKS, MUSE & CO. PARTNERS, L.P.
|
|
By:
|
HM Partners Inc.,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
|
HM PARTNERS INC
|
|
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
|
HICKS, MUSE FUND IV, LLC
|
|
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
|
HICKS, MUSE GP PARTNERS IV, L.P.
|
|
By:
|
Hicks, Muse Fund IV, LLC,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
|
HM4-EQ COINVESTORS, L.P.
|
|
By:
|
Hicks, Muse GP Partners IV, L.P.,
|
|
its general partner
|
||
By:
|
Hicks, Muse Fund IV, LLC,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
|
HM 4-P COINVESTORS, L.P.
|
|
By:
|
Hicks, Muse GP Partners IV, L.P.,
|
|
its general partner
|
||
By:
|
Hicks, Muse Fund IV, LLC,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
|
HM 4-EN COINVESTORS, L.P.
|
|
By:
|
Hicks, Muse GP Partners IV, L.P.,
|
|
its general partner
|
||
By:
|
Hicks, Muse Fund IV, LLC,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
|
HICKS, MUSE LATIN AMERICA FUND I
INCORPORATED
|
|
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
|
HICKS, MUSE GP PARTNERS L.A., L.P.
|
|
By:
|
Hicks, Muse Latin America Fund I
Incorporated,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
|
HM 1-FOF COINVESTORS, L.P.
|
|
By:
|
Hicks, Muse GP Partners L.A., L.P.,
|
|
its general partner
|
||
By:
|
Hicks, Muse Latin America Fund I
Incorporated,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
|
HM4 PARTNERS, L.P.
|
|
By:
|
Hicks, Muse GP Partners L.A., L.P.,
|
|
its general partner
|
||
By:
|
Hicks, Muse Latin America Fund I
Incorporated,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
|
HICKS, MUSE, TATE & FURST EQUITY FUND
IV, L.P.
|
|
By:
|
HM4 Partners, L.P.,
|
|
its general partner
|
||
By:
|
Hicks, Muse GP Partners L.A., L.P.,
|
|
its general partner
|
||
By:
|
Hicks, Muse Latin America Fund I
Incorporated,
|
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
|
HICKS, MUSE, TATE & FURST PRIVATE
EQUITY FUND IV, L.P.
|
|
By:
|
HM4 Partners, L.P.,
|
|
its general partner
|
||
By:
|
Hicks, Muse GP Partners L.A., L.P.,
|
|
its general partner
|
||
By:
|
Hicks, Muse Latin America Fund I
Incorporated, |
|
its general partner
|
||
By:
|
/s/ David W. Knickel
|
|
David W. Knickel
|
||
Vice President, Chief Financial Officer and Secretary
|
|
|
/s/ John R. Muse
|
|
John R. Muse
|
|
|
/s/ Andrew S. Rosen
|
|
Andrew S. Rosen
|