0000904454-15-000534.txt : 20150819 0000904454-15-000534.hdr.sgml : 20150819 20150819164138 ACCESSION NUMBER: 0000904454-15-000534 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140922 FILED AS OF DATE: 20150819 DATE AS OF CHANGE: 20150819 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HC2 Holdings, Inc. CENTRAL INDEX KEY: 0001006837 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 541708481 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 505 HUNTMAR PARK DRIVE STREET 2: #325 CITY: HERNDON STATE: VA ZIP: 20170 BUSINESS PHONE: 703-456-4100 MAIL ADDRESS: STREET 1: 505 HUNTMAR PARK DRIVE STREET 2: #325 CITY: HERNDON STATE: VA ZIP: 20170 FORMER COMPANY: FORMER CONFORMED NAME: PTGi HOLDING, INC. DATE OF NAME CHANGE: 20131108 FORMER COMPANY: FORMER CONFORMED NAME: PRIMUS TELECOMMUNICATIONS GROUP INC DATE OF NAME CHANGE: 19960814 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Gahan Thomas CENTRAL INDEX KEY: 0001610124 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-35210 FILM NUMBER: 151064501 MAIL ADDRESS: STREET 1: 9 WEST 57TH STREET, SUITE 4700 CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CREAMER GLENN M CENTRAL INDEX KEY: 0001084355 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-35210 FILM NUMBER: 151064502 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SALEM PAUL J CENTRAL INDEX KEY: 0001084356 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-35210 FILM NUMBER: 151064503 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NELSON JONATHAN M CENTRAL INDEX KEY: 0001035233 STATE OF INCORPORATION: RI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-35210 FILM NUMBER: 151064504 MAIL ADDRESS: STREET 1: C/O WESTERN WIRELESS CORP STREET 2: 3650 131ST AVE SE #400 CITY: BELLEVUE STATE: WA ZIP: 98006 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Providence Equity Capital Markets L.L.C. CENTRAL INDEX KEY: 0001564222 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-35210 FILM NUMBER: 151064505 BUSINESS ADDRESS: STREET 1: 9 WEST 57TH STREET, SUITE 4700 CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-588-6700 MAIL ADDRESS: STREET 1: 9 WEST 57TH STREET, SUITE 4700 CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Benefit Street Partners LLC CENTRAL INDEX KEY: 0001543160 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-35210 FILM NUMBER: 151064506 BUSINESS ADDRESS: STREET 1: 9 WEST 57TH STREET, SUITE 4700 CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 401-751-1700 MAIL ADDRESS: STREET 1: 9 WEST 57TH STREET, SUITE 4700 CITY: NEW YORK STATE: NY ZIP: 10019 4/A 1 edgar.xml PRIMARY DOCUMENT X0306 4/A 2014-09-22 2014-09-24 0001006837 HC2 Holdings, Inc. HCHC 0001543160 Benefit Street Partners LLC 9 WEST 57TH STREET SUITE 4920 NEW YORK NY 10019 0 0 1 0 0001564222 Providence Equity Capital Markets L.L.C. 9 WEST 57TH STREET SUITE 4920 NEW YORK NY 10019 0 0 1 0 0001035233 NELSON JONATHAN M 50 KENNEDY PLAZA 18TH FLOOR PROVIDENCE RI 02903 0 0 1 0 0001084356 SALEM PAUL J 50 KENNEDY PLAZA 18TH FLOOR PROVIDENCE RI 02903 0 0 1 0 0001084355 CREAMER GLENN M 50 KENNEDY PLAZA 18TH FLOOR PROVIDENCE RI 02903 0 0 1 0 0001610124 Gahan Thomas 9 WEST 57TH STREET SUITE 4920 NEW YORK NY 10019 0 0 1 0 Series A Convertible Participating Preferred Stock Common Stock 1325038 5611.5 I By Providence Debt Fund L.P. Series A Convertible Participating Preferred Stock Common Stock 705672 2988.5 I By Providence Debt Fund III Master (Non-US) L.P. Series A Convertible Participating Preferred Stock Common Stock 693629 2937.5 I By PECM Strategic Funding L.P. Series A Convertible Participating Preferred Stock Common Stock 227274 962.5 I By Benefit Street Partners SMA LM L.P. On September 24, 2014 the reporting persons filed a Form 4 reporting an amendment to the terms of the outstanding shares of Series A Convertible Participating Preferred Stock to, among other things, reduce the initial conversion price from $4.25 per share to $4.00 per share. The reporting persons later learned that the amendment to the certificate of designations of the registrant had not been validly authorized by the shareholders of the registrant. On August 5, 2015, the registrant filed a certificate of correction with the secretary of state of the state of Delaware to correct the invalidly approved amendment and restore the terms of the certificate of designations to those initially approved by the board of directors of the registrant in accordance with the provisions of its certificate of incorporation. Accordingly, the reporting persons are filing this amendment to correct the information provided by the reporting person on September 24, 2014 and to correctly (continued) The shares are held by Providence Debt Fund III L.P., Providence Debt Fund III Master (Non-US) L.P., PECM Strategic Funding L.P. and Benefit Street Partners SMA LM L.P. (collectively, the "Providence Funds"). Benefit Street Partners L.L.C. ("BSP") is the investment manager of each of Providence Debt Fund III L.P., Providence Debt Fund III Master (Non-US) L.P. and Benefit Street Partners SMA LM L.P. Providence Equity Capital Markets L.L.C. ("PECM") is the investment manager of PECM Strategic Funding L.P. Messrs. Creamer, Gahan, Nelson and Salem collectively control each of BSP and PECM through their indirect ownership of membership interests of BSP and PECM (continued in footnote 3). (continued from footnote 2) As a result, each of Messrs. Creamer, Gahan, Nelson and Salem and BSP may be deemed to share beneficial ownership of the shares held by each of Providence Debt Fund III L.P., Providence Debt Fund III Master (Non-US) L.P. and Benefit Street Partners SMA LM L.P., and each of Messrs. Creamer, Gahan, Nelson and Salem and PECM may be deemed to share beneficial ownership of the shares held by the Providence Funds, except to the extent of its or his pecuniary interest therein. The Series A Convertible Participating Preferred Stock is convertible at the option of the holder of the security and will be convertible at the option of the Company, beginning on the third anniversary of the date of issuance, in each case at the then applicable conversion rate. The conversion rate is generally determined by dividing the then applicable accrued value of a share of Series A Convertible Participating Preferred Stock by the then applicable conversion price. Represents shares of Series A Convertible Participating Preferred Stock at the adjusted conversion rate of approximately 236.129. This adjusted conversion rate reflects the conversion price of $4.25 per share as well as the receipt of quarterly accreting dividends on the shares of Series A Convertible Participating Preferred Stock that are payable by means of an increase in the accrued value of each outstanding share of Series A Convertible Participating Preferred Stock. Par value $0.001 per share. Footnote 1 continued - report the number of shares of common stock underlying the Series A Convertible Participating Preferred Stock held by the reporting person as of such date based on the terms of the validly approved certificate of designations. /s/ Bryan R. Martoken, Authorized Signatory, Benefit Street Partners L.L.C. 2015-08-19 /s/ Bryan R. Martoken, Authorized Signatory, Providence Equity Capital Markets L.L.C. 2015-08-19 /s/ Jonathan M. Nelson 2015-08-19 /s/ Paul J. Salem 2015-08-19 /s/ Glenn M. Creamer 2015-08-19 /s/ Thomas J. Gahan 2015-08-19