0000769993-17-000768.txt : 20171207 0000769993-17-000768.hdr.sgml : 20171207 20171207171954 ACCESSION NUMBER: 0000769993-17-000768 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20171205 FILED AS OF DATE: 20171207 DATE AS OF CHANGE: 20171207 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MBD Advisors, L.L.C. CENTRAL INDEX KEY: 0001589295 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33508 FILM NUMBER: 171245512 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 212 902 1000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOLDMAN, SACHS MANAGEMENT GP GMBH CENTRAL INDEX KEY: 0001232073 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33508 FILM NUMBER: 171245517 BUSINESS ADDRESS: STREET 1: MESSERTURM STREET 2: FRIEDRICH-EBERT-ANLAGE 49 CITY: FRANKFURT AM MAIN, 2M 60323 STATE: 2M ZIP: 00000 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: MESSERTURM STREET 2: FRIEDRICH-EBERT-ANLAGE 49 CITY: FRANKFURT AM MAIN, 2M 60323 STATE: 2M ZIP: 00000 FORMER NAME: FORMER CONFORMED NAME: GOLDMAN SACHS MANAGEMENT GP GMBH DATE OF NAME CHANGE: 20030509 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GS CAPITAL PARTNERS V INSTITUTIONAL, L.P. CENTRAL INDEX KEY: 0001322225 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33508 FILM NUMBER: 171245508 BUSINESS ADDRESS: STREET 1: 85 BROAD ST CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 85 BROAD ST CITY: NEW YORK STATE: NY ZIP: 10004 FORMER NAME: FORMER CONFORMED NAME: GS Capital Partners V Institutional L P DATE OF NAME CHANGE: 20050329 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GS CAPITAL PARTNERS V GMBH & CO. KG CENTRAL INDEX KEY: 0001359670 STATE OF INCORPORATION: 2M FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33508 FILM NUMBER: 171245509 BUSINESS ADDRESS: STREET 1: 85 BROAD STREET CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 85 BROAD STREET CITY: NEW YORK STATE: NY ZIP: 10004 FORMER NAME: FORMER CONFORMED NAME: GS CAPITAL PARTNERS V GmbH & CO KG DATE OF NAME CHANGE: 20060417 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GS CAPITAL PARTNERS V FUND, L.P. CENTRAL INDEX KEY: 0001359613 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33508 FILM NUMBER: 171245511 BUSINESS ADDRESS: STREET 1: 85 BROAD STREET CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 85 BROAD STREET CITY: NEW YORK STATE: NY ZIP: 10004 FORMER NAME: FORMER CONFORMED NAME: GS CAPITAL PARTNERS V FUND LP DATE OF NAME CHANGE: 20060417 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GSCP V ADVISORS, L.L.C. CENTRAL INDEX KEY: 0001359609 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33508 FILM NUMBER: 171245514 BUSINESS ADDRESS: STREET 1: 85 BROAD STREET CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 85 BROAD STREET CITY: NEW YORK STATE: NY ZIP: 10004 FORMER NAME: FORMER CONFORMED NAME: GSCP V ADVISORS, LLC DATE OF NAME CHANGE: 20060417 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GSCP V OFFSHORE ADVISORS, L.L.C. CENTRAL INDEX KEY: 0001359610 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33508 FILM NUMBER: 171245513 BUSINESS ADDRESS: STREET 1: 85 BROAD STREET CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 85 BROAD STREET CITY: NEW YORK STATE: NY ZIP: 10004 FORMER NAME: FORMER CONFORMED NAME: GSCP V OFFSHORE ADVISORS LLC DATE OF NAME CHANGE: 20060417 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GS CAPITAL PARTNERS V OFFSHORE FUND, L.P. CENTRAL INDEX KEY: 0001359612 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33508 FILM NUMBER: 171245510 BUSINESS ADDRESS: STREET 1: 85 BROAD STREET CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 85 BROAD STREET CITY: NEW YORK STATE: NY ZIP: 10004 FORMER NAME: FORMER CONFORMED NAME: GS CAPITAL PARTNERS V OFFSHORE FUND LP DATE OF NAME CHANGE: 20060417 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOLDMAN SACHS GROUP INC CENTRAL INDEX KEY: 0000886982 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33508 FILM NUMBER: 171245516 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 2129021000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 FORMER NAME: FORMER CONFORMED NAME: GOLDMAN SACHS GROUP INC/ DATE OF NAME CHANGE: 20010104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOLDMAN SACHS & CO. LLC CENTRAL INDEX KEY: 0000769993 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33508 FILM NUMBER: 171245515 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 2129021000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 FORMER NAME: FORMER CONFORMED NAME: GOLDMAN SACHS & CO DATE OF NAME CHANGE: 19931102 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Limelight Networks, Inc. CENTRAL INDEX KEY: 0001391127 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 201677033 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 222 SOUTH MILL AVENUE, 8TH FLOOR CITY: TEMPE STATE: AZ ZIP: 85281 BUSINESS PHONE: 602-850-5000 MAIL ADDRESS: STREET 1: 222 SOUTH MILL AVENUE, 8TH FLOOR CITY: TEMPE STATE: AZ ZIP: 85281 4 1 ownershipdoc11272017104145.xml X0306 4 2017-12-05-05:00 false 0001391127 Limelight Networks, Inc. LLNW 0000886982 GOLDMAN SACHS GROUP INC 200 WEST STREET NEW YORK NY 10282 false false true false 0000769993 GOLDMAN SACHS & CO. LLC 200 WEST STREET NEW YORK NY 10282 false false true false 0001359609 GSCP V ADVISORS, L.L.C. 200 WEST STREET NEW YORK NY 10282 false false true false 0001359610 GSCP V OFFSHORE ADVISORS, L.L.C. 200 WEST STREET NEW YORK NY 10282 false false true false 0001589295 MBD Advisors, L.L.C. 200 WEST STREET NEW YORK NY 10282 false false true false 0001359613 GS CAPITAL PARTNERS V FUND, L.P. 200 WEST STREET NEW YORK NY 10282 false false true false 0001359612 GS CAPITAL PARTNERS V OFFSHORE FUND, L.P. 200 WEST STREET NEW YORK NY 10282 false false true false 0001359670 GS CAPITAL PARTNERS V GMBH & CO. KG 200 WEST STREET NEW YORK NY 10282 false false true false 0001322225 GS CAPITAL PARTNERS V INSTITUTIONAL, L.P. 200 WEST STREET NEW YORK NY 10282 false false true false 0001232073 GOLDMAN, SACHS MANAGEMENT GP GMBH 200 WEST STREET NEW YORK NY 10282 false false true false Common Stock 2017-12-05-05:00 4 S false 15000000 4.35 D 15714190 I See footnotes This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), GSCP V Advisors, L.L.C. ("GSCP Advisors"), GSCP V Offshore Advisors, L.L.C. ("GSCP Offshore Advisors"), MBD Advisors, L.L.C. ("MBD Advisors"), Goldman, Sachs Management GP GmbH ("GS GmbH"), GS Capital Partners V Fund, L.P. ("GS Capital"), GS Capital Partners V Offshore Fund, L.P. ("GS Offshore"), GS Capital Partners V GmbH & Co. KG ("GS Germany"), GS Capital Partners V Institutional, L.P. ("GS Institutional" and, together with GS Capital, GS Offshore and GS Germany, the "Funds") (GS Group, Goldman Sachs, GSCP Advisors, GSCP Offshore Advisors, MBD Advisors, GS GmbH and the Funds, collectively, the "Reporting Persons"). The selling stockholders, which consisted of GS Capital, GS Offshore, GS Germany and GS Institutional, sold 15,000,000 shares of common stock, par value $0.001 per share (the "Common Stock"), of Limelight Networks, Inc. (the "Company") to the underwriters in a registered public offering of shares of Common Stock, pursuant to the final prospectus supplement filed by the Company and dated November 30, 2017, which offering was consummated on December 5, 2017. The sale by the selling stockholders consisted of 7,898,400 shares of Common Stock sold by GS Capital, 4,079,985 shares of Common Stock sold by GS Offshore, 313,140 shares of Common Stock sold by GS Germany and 2,708,475 shares of Common Stock sold by GS Institutional. GS Group may be deemed to beneficially own, in the aggregate, 317,695 shares of Common Stock that were granted pursuant to the Amended and Restated 2007 Equity Plan (the "Plan"), consisting of 142,831 restricted stock units granted to Mr. Midle, a vice president of Goldman Sachs, 102,879 restricted stock units that were granted to Joseph H. Gleberman, a former advisory director of Goldman Sachs, and 71,985 restricted stock units that were granted to Peter J. Perrone, a former managing director of Goldman Sachs, each in their capacity as directors of the Company. Each restricted stock unit represents a contingent right to receive one share of the Company's Common Stock. Mr. Midle has an understanding with GS Group pursuant to which such shares are held for the benefit of GS Group. GS Group and Goldman Sachs may be deemed to beneficially own indirectly, in the aggregate, 15,272,493 shares of the Company's Common Stock by reason of the direct ownership of Common Stock by the Funds. Goldman Sachs beneficially owns directly and GS Group may be deemed to beneficially own indirectly 124,002 shares of Common Stock and Goldman Sachs also had open short positions of 1,550 shares of Common Stock, reflecting changes due to exempt transactions. Affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or managing partner of the Funds. Goldman Sachs is the investment manager of certain of the Funds. Goldman Sachs is a subsidiary of GS Group. GS Group and Goldman Sachs each disclaims beneficial ownership of the shares of Common Stock owned by the Funds except to the extent of its pecuniary interest therein. GS Capital beneficially owns directly and its general partner, GSCP Advisors, may be deemed to beneficially own indirectly 8,041,883 shares of Common Stock. GS Offshore beneficially owns directly and its general partner, GSCP Offshore Advisors, may be deemed to beneficially own indirectly 4,154,102 shares of Common Stock. GS Germany beneficially owns directly and its general partner, GS GmbH, may be deemed to beneficially own indirectly 318,830 shares of Common Stock. GS Institutional beneficially owns directly and its general partner, MBD Advisors, may be deemed to beneficially own indirectly 2,757,678 shares of Common Stock. The Reporting Persons disclaim beneficial ownership of the securities reported herein except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. /s/ Yvette Kosic, Attorney-in-fact 2017-12-07-05:00 /s/ Yvette Kosic, Attorney-in-fact 2017-12-07-05:00 /s/ Yvette Kosic, Attorney-in-fact 2017-12-07-05:00 /s/ Yvette Kosic, Attorney-in-fact 2017-12-07-05:00 /s/ Yvette Kosic, Attorney-in-fact 2017-12-07-05:00 /s/ Yvette Kosic, Attorney-in-fact 2017-12-07-05:00 /s/ Yvette Kosic, Attorney-in-fact 2017-12-07-05:00 /s/ Yvette Kosic, Attorney-in-fact 2017-12-07-05:00 /s/ Yvette Kosic, Attorney-in-fact 2017-12-07-05:00 /s/ Yvette Kosic, Attorney-in-fact 2017-12-07-05:00