-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Q9rmiEaietCPCgtSjTS21o/3IWNjEUjIpySUAolik+GJRZZcPic/VS3OJxxI4ABN AQ918XKzam5sj55Y8LIhvA== 0001104659-08-009931.txt : 20080213 0001104659-08-009931.hdr.sgml : 20080213 20080213161300 ACCESSION NUMBER: 0001104659-08-009931 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080213 DATE AS OF CHANGE: 20080213 GROUP MEMBERS: LB HOLDINGS INTERMEDIATE 1 LTD. GROUP MEMBERS: LB HOLDINGS INTERMEDIATE 2 LTD. GROUP MEMBERS: LEHMAN BROTHERS HOLDINGS PLC. GROUP MEMBERS: LEHMAN BROTHERS INC. GROUP MEMBERS: LEHMAN BROTHERS INTERNATIONAL (EUROPE) GROUP MEMBERS: LEHMAN BROTHERS U.K. HOLDINGS (DELAWARE) INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: VIATEL HOLDING BERMUDA LTD CENTRAL INDEX KEY: 0001175597 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 000000000 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-79534 FILM NUMBER: 08604914 BUSINESS ADDRESS: STREET 1: C/O VTL (UK) LTD, INBUCON HOUSE STREET 2: WICK ROAD, EGHAM, SURREY CITY: UNITED KINGDOM STATE: X0 ZIP: TW200HR BUSINESS PHONE: 011441784494200 MAIL ADDRESS: STREET 1: C/O VTL (UK) LTD, INBUCON HOUSE STREET 2: WICK ROAD, EGHAM, SURREY CITY: UNITED KINGDOM STATE: X0 ZIP: TW20 0HR FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LEHMAN BROTHERS HOLDINGS INC CENTRAL INDEX KEY: 0000806085 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 133216325 STATE OF INCORPORATION: DE FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: LEHMAN BROTHERS STREET 2: 745 SEVENTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2125267000 MAIL ADDRESS: STREET 1: LEHMAN BROTHERS STREET 2: 745 SEVENTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 FORMER COMPANY: FORMER CONFORMED NAME: SHEARSON LEHMAN HUTTON HOLDINGS INC DATE OF NAME CHANGE: 19901017 SC 13G 1 a08-4900_33sc13g.htm SC 14D9

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No.     )*

 

VIATEL HOLDING (BERMUDA) LIMITED

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

G93447103

(CUSIP Number)

 

July 31, 2006

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

x

Rule 13d-1(c)

o

Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 



 

CUSIP No. G93447103

 

 

1.

Names of Reporting Persons
Lehman Brothers Holdings Inc.

 

 

S.S. or I.R.S. Identification No. of Above Person

13-3216325

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
541,423 (1)

 

6.

Shared Voting Power
-0-

 

7.

Sole Dispositive Power
541,423 (1)

 

8.

Shared Dispositive Power
-0-

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
541,423 (1)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
5.1%(2)

 

 

12.

Type of Reporting Person (See Instructions)
HC/CO

 


(1)   As of July 31, 2006.

 

(2)   Based on 10,630,000 shares of common stock outstanding on December 19, 2007 as reported on Schedule 13E-3 filed by the issuer on December 19, 2007.

 

2



 

CUSIP No. G93447103

 

 

1.

Names of Reporting Persons
Lehman Brothers Inc.

 

 

S.S. or I.R.S. Identification No. of Above Person

13-2518466

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
319,924 (1)

 

6.

Shared Voting Power
-0-

 

7.

Sole Dispositive Power
319,924 (1)

 

8.

Shared Dispositive Power
-0-

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
319,924 (1)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
3.0% (2)

 

 

12.

Type of Reporting Person (See Instructions)
BD/CO

 


(1)   As of July 31, 2006.

 

(2)   Based on 10,630,000 shares of common stock outstanding on December 19, 2007 as reported on Schedule 13E-3 filed by the issuer on December 19, 2007.

 

3



 

CUSIP No. G93447103

 

 

1.

Names of Reporting Persons
Lehman Brothers U.K. Holdings
(Delaware) Inc.

 

 

S.S. or I.R.S. Identification No. of Above Person

22-3335453

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
221,499 (1)

 

6.

Shared Voting Power
-0-

 

7.

Sole Dispositive Power
221,499 (1)

 

8.

Shared Dispositive Power
-0-

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
221,499 (1)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
2.1% (2)

 

 

12.

Type of Reporting Person (See Instructions)
CO

 


(1)   As of July 31, 2006.

 

(2)   Based on 10,630,000 shares of common stock outstanding on December 19, 2007 as reported on Schedule 13E-3 filed by the issuer on December 19, 2007.

 

4



 

CUSIP No. G93447103

 

 

1.

Names of Reporting Persons
Lehman Brothers Holdings Plc.

 

 

S.S. or I.R.S. Identification No. of Above Person

52-2038706

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United Kingdom

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
221,499 (1)

 

6.

Shared Voting Power
-0-

 

7.

Sole Dispositive Power
221,499 (1)

 

8.

Shared Dispositive Power
-0-

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
221,499 (1)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
2.1% (2)

 

 

12.

Type of Reporting Person (See Instructions)
OO

 


(1)   As of July 31, 2006.

 

(2)   Based on 10,630,000 shares of common stock outstanding on December 19, 2007 as reported on Schedule 13E-3 filed by the issuer on December 19, 2007.

 

5



 

CUSIP No. G93447103

 

 

1.

Names of Reporting Persons
LB Holdings Intermediate 1 Ltd.

 

 

S.S. or I.R.S. Identification No. of Above Person

N/A

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
England

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
221,499 (1)

 

6.

Shared Voting Power
-0-

 

7.

Sole Dispositive Power
221,499 (1)

 

8.

Shared Dispositive Power
-0-

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
221,499 (1)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
2.1% (2)

 

 

12.

Type of Reporting Person (See Instructions)
OO

 


(1)   As of July 31, 2006.

 

(2)   Based on 10,630,000 shares of common stock outstanding on December 19, 2007 as reported on Schedule 13E-3 filed by the issuer on December 19, 2007.

 

6



 

CUSIP No. G93447103

 

 

1.

Names of Reporting Persons
LB Holdings Intermediate 2 Ltd.

 

 

S.S. or I.R.S. Identification No. of Above Person

N/A

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
England

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
221,499 (1)

 

6.

Shared Voting Power
-0-

 

7.

Sole Dispositive Power
221,499 (1)

 

8.

Shared Dispositive Power
-0-

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
221,499 (1)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
2.1% (2)

 

 

12.

Type of Reporting Person (See Instructions)
OO

 


(1)   As of July 31, 2006.

 

(2)   Based on 10,630,000 shares of common stock outstanding on December 19, 2007 as reported on Schedule 13E-3 filed by the issuer on December 19, 2007.

 

7



 

CUSIP No. G93447103

 

 

1.

Names of Reporting Persons
Lehman Brothers International (Europe)

 

 

S.S. or I.R.S. Identification No. of Above Person

98-0338449

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United Kingdom

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
221,499 (1)

 

6.

Shared Voting Power
-0-

 

7.

Sole Dispositive Power
221,499 (1)

 

8.

Shared Dispositive Power
-0-

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
221,499 (1)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
2.1% (2)

 

 

12.

Type of Reporting Person (See Instructions)
OO

 


(1)   As of July 31, 2006.

 

(2)   Based on 10,630,000 shares of common stock outstanding on December 19, 2007 as reported on Schedule 13E-3 filed by the issuer on December 19, 2007.

 

8



 

Item 1.

 

(a)

Name of Issuer
Viatel Holding (Bermuda) Limited

 

(b)

Address of Issuer’s Principal Executive Offices
Inbucon House

Wick Road

Egham, Surrey TW20 0HR

United Kingdom

 

Item 2.

 

(a)

Name of Person Filing
Lehman Brothers Holdings Inc.

Lehman Brothers Inc.

Lehman Brothers U.K. Holdings (Delaware) Inc.

Lehman Brothers Holdings Plc.

LB Holdings Intermediate 1 Ltd.

LB Holdings Intermediate 2 Ltd.

Lehman Brothers International (Europe)

 

(b)

Address of Principal Business Office or, if none, Residence

 

 

 

Lehman Brothers Holdings Inc.

745 Seventh Avenue

New York, New York 10019

 

 

Lehman Brothers Inc.

745 Seventh Avenue

New York, New York 10019

 

 

Lehman Brothers U.K. Holdings (Delaware) Inc.

745 Seventh Avenue

New York, New York 10019

 

 

Lehman Brothers Holdings Plc.

25 Bank Street

London, E14 5LE, England

 

 

LB Holdings Intermediate 1 Ltd.

25 Bank Street

London, E14 5LE, England

 

9



 

 

 

LB Holdings Intermediate 2 Ltd.

25 Bank Street

London, E14 5LE, England

 

 

Lehman Brothers International (Europe)

25 Bank Street

London, E14 5LE, England

 

(c)

Citizenship

 

 

 

Lehman Brothers Holdings Inc. (“Holdings”) is a corporation organized under the laws of the State of Delaware.

 

 

Lehman Brothers Inc. (“LBI”) is a corporation organized under the laws of the State of Delaware.

 

 

Lehman Brothers U.K. Holdings (Delaware) Inc., (“LB UK Holdings Inc.”) is a corporation organized under the laws of the State of Delaware.

 

 

Lehman Brothers Holdings Plc (“LB Holdings Plc”) is a public limited company formed under the laws of the United Kingdom.

 

 

LB Holdings Intermediate 1 Ltd. (“LBH Intermediate 1”) is a limited company formed under the laws of England.

 

 

LB Holdings Intermediate 2 Ltd. (“LBH Intermediate 2”) is a limited company formed under the laws of England.

 

 

Lehman Brothers International (Europe) (“LBIE”) is a unlimited liability company formed under the laws of the United Kingdom.

 

 

 

 

(d)

Title of Class of Securities
Common Stock

 

 

(e)

CUSIP Number
G93447103

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

 

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

(g)

o

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

 

(h)

o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j)

o

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

10



 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount beneficially owned:   

See Item 9 of cover pages.

 

(b)

Percent of class:   

See Item 11 of cover pages.

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

Sole power to vote or to direct the vote   

 

 

 

(ii)

Shared power to vote or to direct the vote    

 

 

 

(iii)

Sole power to dispose or to direct the disposition of   

 

 

 

(iv)

Shared power to dispose or to direct the disposition of   

 

 

 

 

See Items 5-8 of cover pages.

 

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 the following   o.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Not Applicable

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

LBI is the actual owner of 319,924 shares of common stock reported herein.  LBI, a broker-dealer registered under Section 15 of the Act, is a wholly-owned subsidiary of Holdings.

Under the rules and regulations of the Securities and Exchange Commission, Holdings may be deemed to be the beneficial owner of the common stock owned by LBI.

LBIE is the actual owner of 221,499 shares of common stock reported herein.  LBIE is wholly-owned by LBH Intermediate 2, a majority of which is owned by LBH Intermediate 1.  LBH Intermediate I is wholly-owned by LB Holdings Plc, a majority of which owned LB UK Holdings Inc. LB UK Holdings Inc. is a wholly-owned subsidiary of Holdings.

 

11



 

 

Under the rules and regulations of the Securities and Exchange Commission, LBH Intermediate 2, LBH Intermediate 1, LB Holdings Plc, LB UK Holdings Inc. and Holdings may be deemed to be the beneficial owners of the common stock owned by LBIE.

 

Item 8.

Identification and Classification of Members of the Group

Not Applicable

 

Item 9.

Notice of Dissolution of Group

Not Applicable

 

Item 10.

Certification

o

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 or as a participant in any transaction having that purpose or effect.

x

By signing below I hereby certify that, to the best of my knowledge and belief, the securities referred to above 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 or as a participant in any transaction having that purpose or effect.

 

12



 

Signature

 

After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned hereby certifies that the information set forth in this statement is true, complete and correct.

 

Dated: February 13, 2008

 

LEHMAN BROTHERS HOLDINGS INC.

 

By:

  /s/ Barrett S. DiPaolo

 

 

  Name:  Barrett S. DiPaolo

 

  Title:    Vice President

 

LEHMAN BROTHERS INC.

 

By:

  /s/ Barrett S. DiPaolo

 

 

  Name:  Barrett S. DiPaolo

 

  Title:    Senior Vice President

 

 

LEHMAN BROTHERS U.K. HOLDINGS
(DELAWARE) INC.

 

By:

  /s/ Barrett S. DiPaolo

 

 

  Name:  Barrett S. DiPaolo

 

  Title:    Vice President

 

LEHMAN BROTHERS HOLDINGS PLC

 

By:

  /s/ Barrett S. DiPaolo

 

 

  Name:  Barrett S. DiPaolo

 

  Title:    Authorized Signatory

 

LB HOLDINGS INTERMEDIATE 1 LTD

 

By:

  /s/ Barrett S. DiPaolo

 

 

  Name:  Barrett S. DiPaolo

 

  Title:    Authorized Signatory

 

LB HOLDINGS INTERMEDIATE 2 LTD

 

By:

  /s/ Barrett S. DiPaolo

 

 

  Name:  Barrett S. DiPaolo

 

  Title:    Authorized Signatory

 

LEHMAN BROTHERS
INTERNATIONAL (EUROPE)

 

By:

  /s/ Barrett S. DiPaolo

 

 

  Name:  Barrett S. DiPaolo

 

  Title:    Authorized Signatory

 

13



 

EXHIBIT A - JOINT FILING AGREEMENT

 

The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(k) (1) under the Securities Exchange Act of 1934, as amended, on behalf of each such person.

 

Dated: February 13, 2008

 

LEHMAN BROTHERS HOLDINGS INC.

 

By:

  /s/ Barrett S. DiPaolo

 

 

  Name:  Barrett S. DiPaolo

 

  Title:    Vice President

 

LEHMAN BROTHERS INC.

 

By:

  /s/ Barrett S. DiPaolo

 

 

  Name:  Barrett S. DiPaolo

 

  Title:    Senior Vice President

 

 

LEHMAN BROTHERS U.K. HOLDINGS
(DELAWARE) INC.

 

By:

  /s/ Barrett S. DiPaolo

 

 

  Name:  Barrett S. DiPaolo

 

  Title:    Vice President

 

LEHMAN BROTHERS HOLDINGS PLC

 

By:

  /s/ Barrett S. DiPaolo

 

 

  Name:  Barrett S. DiPaolo

 

  Title:    Authorized Signatory

 

LB HOLDINGS INTERMEDIATE 1 LTD

 

By:

  /s/ Barrett S. DiPaolo

 

 

  Name:  Barrett S. DiPaolo

 

  Title:    Authorized Signatory

 

LB HOLDINGS INTERMEDIATE 2 LTD

 

By:

  /s/ Barrett S. DiPaolo

 

 

  Name:  Barrett S. DiPaolo

 

  Title:    Authorized Signatory

 

LEHMAN BROTHERS
INTERNATIONAL (EUROPE)

 

By:

  /s/ Barrett S. DiPaolo

 

 

  Name:  Barrett S. DiPaolo

 

  Title:    Authorized Signatory

 

14


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