0000929638-21-000352.txt : 20210216 0000929638-21-000352.hdr.sgml : 20210216 20210216142155 ACCESSION NUMBER: 0000929638-21-000352 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20210216 DATE AS OF CHANGE: 20210216 GROUP MEMBERS: RBC TRUST CO (DELAWARE) LTD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Liberty Broadband Corp CENTRAL INDEX KEY: 0001611983 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 471211994 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-88414 FILM NUMBER: 21636231 BUSINESS ADDRESS: STREET 1: 12300 LIBERTY BLVD CITY: ENGLEWOOD STATE: CO ZIP: 80112 BUSINESS PHONE: 720-875-5400 MAIL ADDRESS: STREET 1: 12300 LIBERTY BLVD CITY: ENGLEWOOD STATE: CO ZIP: 80112 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RBC Capital Markets, LLC CENTRAL INDEX KEY: 0000050916 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 411416330 STATE OF INCORPORATION: MN FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 200 VESEY STREET CITY: NEW YORK STATE: NY ZIP: 10281 BUSINESS PHONE: 612-313-1314 MAIL ADDRESS: STREET 1: 60 SOUTH 6TH STREET CITY: MINNEAPOLIS STATE: MN ZIP: 55402 FORMER COMPANY: FORMER CONFORMED NAME: RBC Capital Markets CORP DATE OF NAME CHANGE: 20080325 FORMER COMPANY: FORMER CONFORMED NAME: RBC DAIN RAUSCHER INC DATE OF NAME CHANGE: 20060110 FORMER COMPANY: FORMER CONFORMED NAME: RBC DAIN RAUSCHER CORP DATE OF NAME CHANGE: 20011228 SC 13G 1 sc13g.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G
 
Under the Securities Exchange Act of 1934
(Amendment No.    )
 
Liberty Broadband Corporation
(Name of Issuer)
 
Series A Cumulative Redeemable Preferred Stock
(Title of Class of Securities)
 
530307503
(CUSIP Number)
 
December 31, 2020
(Date of Event which Requires Filing of this Statement)

 
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☒ 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 disclosures provided in a prior cover page.
 
The information required on 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).



1.
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
RBC Capital Markets, LLC
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) ☐
(b) ☐
3.
SEC USE ONLY
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Minnesota

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5.
SOLE VOTING POWER
 
0
6.
SHARED VOTING POWER
 
657,839
7.
SOLE DISPOSITIVE POWER
 
0
8.
SHARED DISPOSITIVE POWER
 
657,839

9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
657,839
10.
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) ☐
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
9.14%
12.
TYPE OF REPORTING PERSON (see instructions)
 
IA

1.
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
RBC Trust Company (Delaware) Limited
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(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
 
657,839
7.
SOLE DISPOSITIVE POWER
 
0
8.
SHARED DISPOSITIVE POWER
 
657,839

9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
657,839
10.
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) ☐
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
9.14%
12.
TYPE OF REPORTING PERSON (see instructions)
 
BK

Item 1.


 (a)
Name of Issuer



Liberty Broadband Corporation


(b)
Address of Issuer’s Principal Executive Offices



12300 Liberty Blvd., Englewood, CO 80112
 
Item 2.


 (a)
Name of Person Filing



1. RBC Capital Markets, LLC


2. RBC Trust Company (Delaware) Limited


(b)
Address of the Principal Office or, if none, residence



1.  200 Vesey Street, New York, NY 10281


2.  4550 New Linden Hill Road, Suite 200, Wilmington, DE 19808


(c)
Citizenship



See Item 4 of the cover pages.


(d)
Title of Class of Securities



Common Stock


(e)
CUSIP Number



530307503
 
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)
[X]
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
     
(b)
[X]
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)
[  ]
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)
[  ]
Group, in accordance with §240.13d-1(b)(1)(ii)(J).

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 the cover pages.


(b)
Percent of class: See Item 11 of the cover pages.

(c)
Number of shares as to which the person has:
 

 (i)
Sole power to vote or to direct the vote: See Item 5 of the cover pages.
 

 (ii)
Shared power to vote or to direct the vote: See Item 6 of the cover pages.
 

 (iii)
Sole power to dispose or to direct the disposition of: See Item 7 of the cover pages.
 

 (iv)
Shared power to dispose or to direct the disposition of: See Item 8 of the cover pages.
 
Instruction. For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).
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 [  ].
 
Instruction. Dissolution of a group requires a response to this item.
 
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.
 
Not applicable
 
Item 8. Identification and Classification of Members of the Group.
 
Not applicable
 
Item 9. Notice of Dissolution of Group.
 
Not applicable
 
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.
 
Exhibits
 
99.1
Joint Filing Agreement, executed by the Reporting Persons.
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 16, 2021
 
           Date
   
   
   
 
RBC CAPITAL MARKETS, LLC
   
   
   
 
By: /s/ Matthew Abrusci
 
Matthew Abrusci
 
Head of U.S. Capital Markets Law Group
   
   
 
RBC TRUST COMPANY (DELAWARE) LIMITED
   
   
 
By: /s/ Michael Appley
 
Michael Appley
 
Managing Director
 

 

 EX-99.1 2 exhibit99-1.htm JOINT FILING AGREEMENT
Exhibit 99.1
 
JOINT FILING AGREEMENT
 
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G and/or 13D (including any and all amendments thereto) with respect to Series A Cumulative Redeemable Preferred Stock ofLiberty Broadband Corporation, and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filings.

The undersigned further agree that each party hereto is responsible for the timely filing of such Statement on Schedule 13G and/or 13D and any amendments thereto, and for the accuracy and completeness of the information concerning such party contained therein; provided, however, that no party is responsible for the accuracy or completeness of the information concerning any other party, unless such party knows or has reason to believe that such information is inaccurate.
 
This Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the same instrument.
 
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the date written below.
 

 
Date:  February 16, 2021
 


 
RBC CAPITAL MARKETS, LLC
   
   
   
 
By: /s/ Matthew Abrusci
 
Matthew Abrusci
 
Head of U.S. Capital Markets Law Group
   
   
   
 
RBC TRUST COMPANY (DELAWARE) LIMITED
   
   
 
By: /s/ Michael Appley
 
Michael Appley
 
Managing Director