CUSIP No. N/A
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13G
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1
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NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
TPG ALST VoteCo, L.L.C.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) o
(b) o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF
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5
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SOLE VOTING POWER
- 0 -
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SHARES
BENEFICIALLY
OWNED BY
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6
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SHARED VOTING POWER
85,086
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EACH
REPORTING
PERSON
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7
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SOLE DISPOSITIVE POWER
- 0 -
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WITH:
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8
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SHARED DISPOSITIVE POWER
85,086
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
85,086
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
19.7% (1)
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12
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TYPE OF REPORTING PERSON*
CO
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*SEE INSTRUCTIONS BEFORE FILLING OUT
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CUSIP No. N/A
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13G
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1
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NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
David Bonderman
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) o
(b) o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF
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5
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SOLE VOTING POWER
- 0 -
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SHARES
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
85,086
|
|||
EACH
REPORTING
PERSON
|
7
|
SOLE DISPOSITIVE POWER
- 0 -
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|||
WITH:
|
8
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SHARED DISPOSITIVE POWER
85,086
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
85,086
|
||||
10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
19.7% (2)
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12
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TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT
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CUSIP No. N/A
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13G
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1
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NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
James G. Coulter
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) o
(b) o
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3
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SEC USE ONLY
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||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF
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5
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SOLE VOTING POWER
- 0 -
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|||
SHARES
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
85,086
|
|||
EACH
REPORTING
PERSON
|
7
|
SOLE DISPOSITIVE POWER
- 0 -
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|||
WITH:
|
8
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SHARED DISPOSITIVE POWER
85,086
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|||
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
85,086
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||||
10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
19.7% (3)
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12
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TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT
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Item 1(a).
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Name of Issuer: | ||||
ALST Casino Holdco, LLC (the “Issuer”).
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Item 1(b).
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Address of Issuer’s Principal Executive Offices:
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2711 Centerville Road, Suite 400, Wilmington, DE 19808.
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Item 2(a).
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Name of Person Filing: | ||||
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This Schedule 13G is being filed jointly on behalf of TPG ALST VoteCo, L.L.C., a Delaware limited liability company (“VoteCo”), David Bonderman and James G. Coulter (each, a “Reporting Person” and, together, the “Reporting Persons”), pursuant to an Agreement of Joint Filing incorporated by reference herein in accordance with Rule 13d-1(k)(1) under the Act.
Messrs. Bonderman and Coulter are the managing members of VoteCo, which is the managing member of TPG ALST HoldCo, L.L.C. (“HoldCo”), a Delaware limited liability company, which directly holds the shares of Common Units of the Issuer (the “Shares”) reported herein. Because of VoteCo’s relationship to HoldCo, the Reporting Persons may be deemed to beneficially own the Shares. Messrs. Bonderman and Coulter disclaim beneficial ownership of the Shares except to the extent of their pecuniary interest therein.
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Item 2(b).
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Address of Principal Business Office or, if none, Residence:
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The principal business address of each of the Reporting Persons is as follows:
c/o TPG Global, LLC
301 Commerce Street, Suite 3300
Forth Worth, Texas 76102
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Item 2(c).
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Citizenship:
See responses to Item 4 on each cover page.
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Item 2(d).
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Title of Class of Securities:
Common Units, no par value (“Common Units”).
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Item 2(e).
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CUSIP Number:
Not Applicable.
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Item 3.
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If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a(n):
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(a)
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Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o).
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(b)
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Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
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(e)
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Investment adviser in accordance with §240.13d-1(b)(1)(ii)(E).
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(f)
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Employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).
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(g)
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Parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).
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(h)
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Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (13 U.S.C. 1813).
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(i)
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Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3).
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(j)
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Non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J).
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(k)
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Group in accordance with §240.13d-1(b)(1)(ii)(K).
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If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution: ______________
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Item 4. | Ownership. | ||
(a) |
Amount Beneficially Owned:
See responses to Item 9 on each cover page.
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(b) | Percent of Class: | ||
See responses to Item 11 on each cover page.
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(c) | Number of shares as to which such person has: | ||
(i) | Sole power to vote or to direct the vote: | ||
See responses to Item 5 on each cover page.
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(ii) | Shared power to vote or to direct the vote: | ||
See responses to Item 6 on each cover page. | |||
(iii) | Sole power to dispose or to direct the disposition of: | ||
See responses to Item 7 on each cover page.
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(iv) | Shared power to dispose or direct the disposition of: | ||
See responses to Item 8 on each cover page.
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Item 5. |
Ownership of Five Percent or Less of a Class.
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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.
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Item 6. |
Ownership of More than Five Percent on Behalf of Another Person.
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Not Applicable.
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Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
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See response to Item 2(a) above.
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Item 8. |
Identification and Classification of Members of the Group.
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Not Applicable.
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Item 9. |
Notice of Dissolution of Group.
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Not Applicable. | |||
Item 10.
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Certifications. | ||
Not Applicable.
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TPG ALST VoteCo, L.L.C.
By: /s/ Matthew Dillard
Name: Matthew Dillard Title: Vice President
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David Bonderman
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By: /s/ Ronald Cami
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Name: Ronald Cami, on behalf of David Bonderman (4) | ||
James G. Coulter
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By: /s/ Ronald Cami
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Name: Ronald Cami, on behalf of James G. Coulter (5) | ||
Exhibit 1
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Agreement of Joint Filing as required by Rule 13d-1(k)(1) under the Act.
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