0001209191-13-033717.txt : 20130626 0001209191-13-033717.hdr.sgml : 20130626 20130626124138 ACCESSION NUMBER: 0001209191-13-033717 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20121112 FILED AS OF DATE: 20130626 DATE AS OF CHANGE: 20130626 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: RADIO ONE, INC. CENTRAL INDEX KEY: 0001041657 STANDARD INDUSTRIAL CLASSIFICATION: RADIO BROADCASTING STATIONS [4832] IRS NUMBER: 521166660 STATE OF INCORPORATION: DE FISCAL YEAR END: 0529 BUSINESS ADDRESS: STREET 1: 5900 PRINCESS GARDEN PARKWAY STREET 2: 7TH FL CITY: LANHAM STATE: MD ZIP: 20706 BUSINESS PHONE: 3013061111 MAIL ADDRESS: STREET 1: 5900 PRINCESS GARDEN PARKWAY STREET 2: 7TH FL CITY: LANHAM STATE: MD ZIP: 20706 FORMER COMPANY: FORMER CONFORMED NAME: RADIO ONE INC DATE OF NAME CHANGE: 19970626 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BlueMountain Long Short Grasmoor Fund Ltd. CENTRAL INDEX KEY: 0001573588 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-25969 FILM NUMBER: 13933881 BUSINESS ADDRESS: STREET 1: C/O CITCO TRUSTEES (CAYMAN) LIMITED STREET 2: 89 NEXUS WAY, CAMANA BAY CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1205 BUSINESS PHONE: 212-905-3900 MAIL ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 5TH FLOOR EAST CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BlueMountain Long/Short Credit & Distressed Reflection Fund, a sub fund of AAI BlueMountain Fund PLC CENTRAL INDEX KEY: 0001546863 STATE OF INCORPORATION: L2 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-25969 FILM NUMBER: 13933882 BUSINESS ADDRESS: STREET 1: BEAUX LANE HOUSE, MERCER STREET LOWER CITY: DUBLIN STATE: L2 ZIP: DUBLIN 2 BUSINESS PHONE: 212-905-3900 MAIL ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 5TH FLOOR EAST CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BlueMountain GP Holdings, LLC CENTRAL INDEX KEY: 0001540859 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-25969 FILM NUMBER: 13933883 BUSINESS ADDRESS: STREET 1: 280 PARK AVENUE, 5TH FLOOR EAST CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-905-3900 MAIL ADDRESS: STREET 1: 280 PARK AVENUE, 5TH FLOOR EAST CITY: NEW YORK STATE: NY ZIP: 10017 4 1 c560285_4x0.xml MAIN DOCUMENT DESCRIPTION X0306 4 2012-11-12 0001041657 RADIO ONE, INC. ROIAK 0001540859 BlueMountain GP Holdings, LLC 280 PARK AVENUE 5TH FLOOR EAST NEW YORK NY 10017 0 0 1 0 0001546863 BlueMountain Long/Short Credit & Distressed Reflection Fund, a sub fund of AAI BlueMountain Fund PLC 280 PARK AVENUE 5TH FLOOR EAST NEW YORK NY 10017 0 0 1 0 0001573588 BlueMountain Long Short Grasmoor Fund Ltd. 280 PARK AVENUE 5TH FLOOR EAST NEW YORK NY 10017 0 0 1 0 Class D Common Stock 2012-11-12 4 P 0 18445 0.83 A 2441563 D Class D Common Stock 2012-11-12 4 P 0 6577 0.83 A 823850 D Class D Common Stock 2012-11-12 4 P 0 834 0.83 A 129534 D Class D Common Stock 2012-11-12 4 P 0 738 0.83 A 114588 D Class D Common Stock 2012-11-12 4 P 0 26594 0.83 A 4173675 I See Explanations and Responses Class D Common Stock 2013-06-21 4 S 0 1146 2.3575 D 2863556 D Class D Common Stock 2013-06-21 4 S 0 124 2.3575 D 309677 D Class D Common Stock 2013-06-21 4 S 0 409 2.3575 D 1020919 D Class D Common Stock 2013-06-21 4 S 0 124 2.3575 D 309477 D Class D Common Stock 2013-06-21 4 S 0 52 2.3575 D 129482 D Class D Common Stock 2013-06-21 4 S 0 99 2.3575 D 247746 D Class D Common Stock 2013-06-21 4 S 0 46 2.3575 D 114542 D Class D Common Stock 2013-06-21 4 S 0 2000 2.3575 D 4995399 I See Explanations and Responses Class D Common Stock 2013-06-21 4 S 0 229 2.36 D 2863327 D Class D Common Stock 2013-06-21 4 S 0 25 2.36 D 309652 D Class D Common Stock 2013-06-21 4 S 0 82 2.36 D 1020837 D Class D Common Stock 2013-06-21 4 S 0 25 2.36 D 309652 D Class D Common Stock 2013-06-21 4 S 0 10 2.36 D 129472 D Class D Common Stock 2013-06-21 4 S 0 20 2.36 D 247726 D Class D Common Stock 2013-06-21 4 S 0 9 2.36 D 114533 D Class D Common Stock 2013-06-21 4 S 0 400 2.36 D 4994999 I See Explanations and Responses Class D Common Stock 2013-06-24 4 S 0 80254 2.30 D 2783073 D Class D Common Stock 2013-06-24 4 S 0 8679 2.30 D 300973 D Class D Common Stock 2013-06-24 4 S 0 28612 2.30 D 992225 D Class D Common Stock 2013-06-24 4 S 0 8673 2.30 D 300779 D Class D Common Stock 2013-06-24 4 S 0 3629 2.30 D 125843 D Class D Common Stock 2013-06-24 4 S 0 6943 2.30 D 240783 D Class D Common Stock 2013-06-24 4 S 0 3210 2.30 D 111323 D Class D Common Stock 2013-06-24 4 S 0 140000 2.30 D 4854999 I See Explanations and Responses Equity Total Return Swap 2013-03-25 4 J 1 423139 1.68 A 2013-06-25 Class D Common Stock 423139 2864702 D Equity Total Return Swap 2013-03-25 4 J 1 197478 1.68 A 2013-06-25 Class D Common Stock 197478 1021328 D Equity Total Return Swap 2013-03-25 4 J 1 126941 1.68 A 2013-06-25 Class D Common Stock 126941 309801 D Equity Total Return Swap 2013-03-25 4 J 1 76166 1.68 A 2013-06-25 Class D Common Stock 76166 309601 D Equity Total Return Swap 2013-03-25 4 J 1 823724 1.68 A 2013-06-25 Class D Common Stock 823724 4997399 I See explanation and responses The filing of this Form 4 shall not be construed as an admission that BlueMountain Capital Management, LLC ("BMCM"), GP Holdings (as defined in footnote 7 below) or any of the General Partners (as defined in Footnote 4 below) is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise the beneficial owner of any of the shares of Class D Common Stock, par value $0.001 per share (the "Common Stock") of Radio One, Inc. (the "Issuer"). Pursuant to Rule 16a-1(a)(4) of the Exchange Act, BMCM, GP Holdings and the General Partners disclaim such beneficial ownership, except to the extent of their pecuniary interest. BMCM is the investment manager of each of (i) Blue Mountain Credit Alternatives Master Fund L.P. ("BMCA"), which is the direct beneficial owner of 2,423,118 shares of Common Stock, (ii) BlueMountain Long/Short Credit Master Fund L.P. ("Long/Short Credit") is the direct beneficial owner of 817,273 shares of Common Stock, (iii) BlueMountain Equity Alternatives Master Fund L.P. ("BMEA"), is the direct beneficial owner of 233,435 shares of Common Stock, (iv) BlueMountain Kicking Horse Fund L.P. ("Kicking Horse"), is the direct beneficial owner of 247,845 shares of Common Stock, (cont'd in Footnote 3) (v) BlueMountain Timberline Ltd. ("Timberline"), is the direct beneficial owner of 182,860 shares of Common Stock; (vi) BlueMountain Long/Short Credit & Distressed Reflection Fund, a sub fund of AAI BlueMountain Fund PLC ("AAI"), is the direct beneficial owner of128,700 shares of Common Stock and (vii) BlueMountain Long Short Grasmoor Fund Ltd. ("Grasmoor" and together with BMCA, Long/Short Credit, BMEA, Kicking Horse, Timberline and AAI, the "BlueMountain Funds") is the direct beneficial owner of 113,850 shares of Common Stock. The shareholding information set forth in Footnote 2 and this Footnote 3 is as of November 11, 2012. BMCM, although it directs the voting and disposition of the Common Stock held by the BlueMountain Funds, only receives an asset-based fee relating to such shares of Common Stock. (i) Blue Mountain CA Master Fund GP, Ltd. ("BMCA GP") is the general partner of BMCA and has an indirect profits interest in the Common Stock beneficially owned by BMCA; (ii) BlueMountain Long/Short Credit GP, LLC ("Long/Short Credit GP") is the general partner of Long/Short Credit and has an indirect profits interest in the Common Stock beneficially owned by Long/Short Credit; (iii) BlueMountain Equity GP, LLC ("Equity GP") is the general partner of BMEA and has an indirect profits interest in the Common Stock beneficially owned by BMEA; and (iv) BlueMountain Kicking Horse Fund GP, LLC ("Kicking Horse GP", and together with BMCA GP, Long/Short Credit GP and BMEA GP, the "General Partners") is the general partner of Kicking Horse and has an indirect profits interest in the Common Stock beneficially owned by Kicking Horse. BlueMountain GP Holdings, LLC ("GP Holdings") is the sole owner of each of the General Partners, and thus has an indirect profits interest in the Common Stock beneficially owned by each of BMCA, Long/Short Credit, BMEA and Kicking Horse. The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16(a)-3(j) under the Exchange Act. The Form 4 for certain additional Reporting Persons is being filed separately and simulaneously with this Form 3 due to the limitation of ten Reporting Persons per each filing. On November 12, 2012, BMCA purchased 18,445 shares of Common Stock. On November 12, 2012, Long/Short Credit purchased 6,577 shares of Common Stock. On November 12, 2012, AAI purchased 834 shares of Common Stock. On November 12, 2012, Grasmoor purchased 738 shares of Common Stock. On March 25, 2013, BMCA entered into an equity total return swap with respect to 423,139 shares of Common Stock. On March 25, 2013, Long/Short Credit entered into an equity total return swap with respect to 197,478 shares of Common Stock. On March 25, 2013, Timberline entered into an equity total return swap with respect to 126,941 shares of Common Stock. On March 25, 2013, BMEA entered into an equity total return swap with respect to 76,166 shares of Common Stock. On June 21, 2013, BMCA sold 1,375 shares of Common Stock. On June 21, 2013, Long/Short Credit sold 491 shares of Common Stock. On June 21, 2013, Timberline sold 149 shares of Common Stock. On June 21, 2013, BMEA sold 206 shares of Common Stock. On June 21, 2013, AAI sold 62 shares of Common Stock. On June 21, 2013, Kicking Horse sold 119 shares of Common Stock. On June 21, 2013, Grasmoor sold 55 shares of Common Stock. On June 24, 2013, BMCA sold 80,254 shares of Common Stock. On June 24, 2013, Long/Short Credit sold 28,612 shares of Common Stock. On June 24, 2013, Timberline sold 8,679 shares of Common Stock. On June 24, 2013, BMEA sold 8,673 shares of Common Stock. On June 24, 2013, AAI sold 3,629 shares of Common Stock. On June 24, 2013, Kicking Horse sold 6,943 shares of Common Stock. On June 24, 2013, Grasmoor sold 3,210 shares of Common Stock. The relevant Reporting Persons entered into an equity total return swap transaction which is neither exercisable nor convertible. BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer 2013-06-26 BlueMountain Long/Short Credit & Distressed Reflection Fund, a sub fund of AAI BlueMountain Fund PLC By: BlueMountain Capital Management, LLC By: /s/ Paul Friedman, Chief Compliance Officer 2013-06-26 BlueMountain Long Short Grasmoor Fund Ltd. By: BlueMountain Capital Management, LLC By: /s/ Paul Friedman, Chief Compliance Officer 2013-06-26