0001085146-16-002782.txt : 20160205 0001085146-16-002782.hdr.sgml : 20160205 20160204214759 ACCESSION NUMBER: 0001085146-16-002782 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20160205 DATE AS OF CHANGE: 20160204 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Townsquare Media, Inc. CENTRAL INDEX KEY: 0001499832 STANDARD INDUSTRIAL CLASSIFICATION: RADIO BROADCASTING STATIONS [4832] IRS NUMBER: 271996555 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-88259 FILM NUMBER: 161390040 BUSINESS ADDRESS: STREET 1: 240 GREENWICH AVE. CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 203-861-0900 MAIL ADDRESS: STREET 1: 240 GREENWICH AVE. CITY: GREENWICH STATE: CT ZIP: 06830 FORMER COMPANY: FORMER CONFORMED NAME: Townsquare Media, LLC DATE OF NAME CHANGE: 20100824 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Tricadia Capital Management, LLC CENTRAL INDEX KEY: 0001455452 IRS NUMBER: 202605420 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 780 THIRD AVENUE STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 646-388-5900 MAIL ADDRESS: STREET 1: 780 THIRD AVENUE STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 SC 13G/A 1 tsqa1_20416.htm TRICADIA CAPITAL MANAGEMENT LLC tsqa1_20416.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
TOWNSQUARE MEDIA, INC.
(Name of Issuer)
Class A Common Stock, Par Value $0.01 per share
(Title of Class of Securities)
892231101
(CUSIP Number)
December 31, 2015
(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)
* 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 Instructions).
CUSIP No.: 892231101
       
1
NAME OF REPORTING PERSON
Tricadia Capital Management, LLC
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
20-2605420
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [   ]
(b) [   ]
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
0
6
SHARED VOTING POWER
869,536
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
869,536
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
869,536 shares of Class A Common Stock
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[   ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.75%
12
TYPE OF REPORTING PERSON
IA
CUSIP No.: 892231101
       
1
NAME OF REPORTING PERSON
Tricadia Holdings, L.P.
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
20-2605373
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [   ]
(b) [   ]
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
0
6
SHARED VOTING POWER
869,536
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
869,536
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
869,536 shares of Class A Common Stock
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[   ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.75%
12
TYPE OF REPORTING PERSON
HC, PN
CUSIP No.: 892231101
       
1
NAME OF REPORTING PERSON
Tricadia Holdings GP, LLC
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
80-0168559
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [   ]
(b) [   ]
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
0
6
SHARED VOTING POWER
869,536
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
869,536
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
869,536 shares of Class A Common Stock
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[   ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.75%
12
TYPE OF REPORTING PERSON
HC
CUSIP No.: 892231101
       
1
NAME OF REPORTING PERSON
Arif Inayatullah
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [   ]
(b) [   ]
3 SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5
SOLE VOTING POWER
0
6
SHARED VOTING POWER
869,536
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
869,536
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
869,536 shares of Class A Common Stock
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[   ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.75%
12
TYPE OF REPORTING PERSON
HC, IN
CUSIP No.: 892231101
       
1
NAME OF REPORTING PERSON
Michael Barnes
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [   ]
(b) [   ]
3 SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5
SOLE VOTING POWER
0
6
SHARED VOTING POWER
869,536
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
869,536
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
869,536 shares of Class A Common Stock
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[   ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.75%
12
TYPE OF REPORTING PERSON
HC, IN
CUSIP No.: 892231101
ITEM 1(a). NAME OF ISSUER:
TOWNSQUARE MEDIA, INC.
ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
240 Greenwich Avenue
Greenwich, Connecticut 06830
ITEM 2(a). NAME OF PERSON FILING:
Tricadia Capital Management, LLC
Tricadia Holdings, L.P.
Tricadia Holdings GP, LLC
Arif Inayatullah
Michael Barnes
ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
780 Third Avenue, 29th Floor
New York, New York 10017
ITEM 2(c). CITIZENSHIP:
Delaware
Delaware
Delaware
United States of America
United States of America
ITEM 2(d). TITLE OF CLASS OF SECURITIES:
Class A Common Stock, Par Value $0.01 per share
ITEM 2(e). CUSIP NUMBER:
892231101
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SECTION 240.13d-1(b), or 13d-2(b) or (c) CHECK WHETHER THE PERSON FILING IS A:
(a)
[ ]		 Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78c);
(b)
[ ]		 Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
[ ]		 Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
[ ]		 Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8);
(e)
[X]		 An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);
(f)
[ ]		 An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F);
(g)
[X]		 A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G);
(h)
[ ]		 A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
[ ]		 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)
[ ]		 A non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J);
(k)
[ ]		 Group, in accordance with 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with 240.13d1(b)(1)(ii)(J), please specify the type of institution:
ITEM 4. OWNERSHIP
(a) Amount beneficially owned:
869,536 shares of Class A Common Stock
(b) Percent of class:
8.75%
(c) Number of shares as to which the person has:
(i) sole power to vote or to direct the vote:
Tricadia Capital Management, LLC - 0
Tricadia Holdings, L.P. - 0
Tricadia Holdings GP, LLC - 0
Arif Inayatullah - 0
Michael Barnes - 0
(ii) shared power to vote or to direct the vote:
Tricadia Capital Management, LLC - 869,536
Tricadia Holdings, L.P. - 869,536
Tricadia Holdings GP, LLC - 869,536
Arif Inayatullah - 869,536
Michael Barnes - 869,536
(iii) sole power to dispose or direct the disposition of:
Tricadia Capital Management, LLC - 0
Tricadia Holdings, L.P. - 0
Tricadia Holdings GP, LLC - 0
Arif Inayatullah - 0
Michael Barnes - 0
(iv) shared power to dispose or to direct the disposition of:
Tricadia Capital Management, LLC - 869,536
Tricadia Holdings, L.P. - 869,536
Tricadia Holdings GP, LLC - 869,536
Arif Inayatullah - 869,536
Michael Barnes - 869,536
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 [ ].
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
All securities reported in this schedule are owned by advisory clients of Tricadia Capital Management, LLC ("Tricadia"). To the knowledge of Tricadia, one such advisory client, Tricadia Credit Strategies Master Fund, Ltd., owns more than 5% of such class of securities and as such has the right to receive dividends from, or the proceeds from the sale of, such securities. In its role as investment adviser, Tricadia posseses voting and investment power over securities of the Issuer described in this schedule that are owned by Tricadia's advisory clients. Tricadia disclaims beneficial ownership of all such securities.

Tricadia Holdings, LP owns Tricadia Capital Management, LLC. Tricadia Holdings GP, LLC serves as the general partner of Tricadia Holdings, LP. Michael Barnes and Arif Inayatullah are the managing members of Tricadia Holdings GP, LLC. By virtue of these relationships, Tricadia Holdings, LP, Tricadia Holdings GP, LLC, Michael Barnes and Arif Inayatullah may be deemed to have indirect beneficial ownership of the securities beneficially owned by advisory clients of Tricadia Capital Management, LLC. These entities and individuals, however, disclaim beneficial ownership of all such securities.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY:
See Exhibit 1
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
N/A
ITEM 9. NOTICE OF DISSOLUTION OF GROUP:
N/A
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 or as a participant in any transaction having that purpose or effect.
CUSIP No.: 892231101
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.
February 04 2016
Tricadia Capital Management, LLC
By:
/s/ James McKee
Name:
James McKee
Title:
General Counsel and Chief Compliance Officer
Attention — Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001).
CUSIP No.: 892231101
PARENT HOLDING COMPANIES AND CONTROL PERSONS

Michael Barnes

Arif Inayatullah

Tricadia Holdings GP, LLC

Tricadia Holdings, LP

SUBSIDIARY - INVESTMENT ADVISER IN ACCORDANCE WITH RULE 13d-1(b)(1)(ii)(E)

Tricadia Capital Management, LLC
CUSIP No.: 892231101
Tricadia Capital Management, LLC

/s/ James E. McKee
By: James E. McKee
Title: General Counsel and CCO

Tricadia Holdings, LP

/s/ Arif Inayatullah
By: Arif Inayatullah
Title: Principal

Tricadia Holdings GP, LLC

/s/ Arif Inayatullah
By: Arif Inayatullah
Title: Managing Member


/s/ Arif Inayatullah
Arif Inayatullah


/s/ Michael Barnes
Michael Barnes


Dated: February 4, 2016