Filing Details

Accession Number:
0001571049-14-003415
Form Type:
4
Zero Holdings:
No
Publication Time:
2014-07-29 21:59:42
Reporting Period:
2014-07-25
Filing Date:
2014-07-29
Accepted Time:
2014-07-29 21:59:42
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1499832 Townsquare Media Inc. TSQ Radio Broadcasting Stations (4832) 271996555
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1532818 Oaktree Fund Gp Aif, Llc 333 South Grand Avenue
28Th Floor
Los Angles CA 90071
No No Yes No
1532822 Oaktree Fund Aif Series, L.p. 333 South Grand Avenue
28Th Floor
Los Angeles CA 90071
No No Yes No
1613022 Ocm Pf/Ff Radio Holdings Pt, L.p. C/O Oaktree Capital Management, L.p.
333 S. Grand Avenue, 28Th Floor
Los Angeles CA 90071
No No Yes No
1613031 Ocm Pof Iv Aif Gap Holdings, L.p. C/O Oaktree Capital Management, L.p.
333 S. Grand Avenue, 28Th Floor
Los Angeles CA 90071
No No Yes No
1614465 Ocm Principal Opportunities Fund Iv Aif (Delaware), L.p. C/O Oaktree Capital Management, L.p.
333 S. Grand Avenue, 28Th Floor
Los Angeles CA 90071
No No Yes No
1614592 Ocm/Gap Holdings Iv Inc. C/O Oaktree Capital Management, L.p.
333 S. Grand Avenue, 28Th Floor
Los Angeles CA 90071
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock Acquisiton 2014-07-25 132,375 $10.46 10,889,239 No 4 P Indirect See footnotes
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Indirect See footnotes
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class A Common Stock Class A Preferred Units Disposition 2014-07-25 22,247,027 $0.00 2,151,373 $0.00
Class A Common Stock Class A Common Units Disposition 2014-07-25 22,247,027 $0.00 2,151,373 $0.00
Class A Common Stock Class B Common Stock Acquisiton 2014-07-25 2,151,373 $0.00 2,151,373 $0.00
Class A Common Stock Class A Common Warrants Disposition 2014-07-25 13,934,215 $0.00 8,605,491 $0.00
Class A Common Stock Class A Preferred Warrants Disposition 2014-07-25 13,934,215 $0.00 8,605,491 $0.00
Class A Common Stock Warrants to purchase Class A Common Stock Acquisiton 2014-07-25 8,605,491 $0.00 8,605,491 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 No 4 J Indirect
0 No 4 J Indirect
2,151,373 No 4 J Indirect
0 No 4 J Indirect
0 No 4 J Indirect
8,605,491 No 4 J Indirect
Footnotes
  1. This Form 4 is also being filed by: Oaktree Capital Group Holdings GP, LLC ("OCGH"), in its capacity as general partner of Oaktree Capital Group Holdings, L.P. ("Capital Group LP"), in its capacity as Sole Voting Shareholder of Oaktree AIF Holdings, Inc. ("AIF Holdings"), in its capacities as General Partner and Limited Partner of Oaktree AIF Investments, L.P. ("AIF Investments"), in its capacity as General Partner of Oaktree Fund GP III, L.P.
  2. This Form 4 is also being filed by: Oaktree Fund GP AIF, LLC ("Fund GP AIF LLC"), in its capacity as general partner of Oaktree Fund AIF Series, L.P. - Series I ("Series I") and general partner of OCM Principal Opportunities Fund IV AIF (Delaware), L.P. ("Principal Opportunities"). This Form 4 is also being filed by Series I, in its capacity as general partner of OCM PF/FF Radio Holdings PT, L.P. ("Radio Holdings"), Principal Opportunities in its capacity as Sole Shareholder of OCM/GAP Holdings IV, Inc. ("OCM/GAP"), and OCM/GAP in its capacity as General Partner of OCM POF IV AIF GAP Holdings, L.P. ("GAP Holdings").
  3. Information with respect to each Reporting Person is given solely by such Reporting Person, and no such Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. Each Reporting Person, other than GAP Holdings and Radio Holdings with respect to their respective direct holdings, disclaims beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any securities covered by this Form 4.
  4. OCGH GP is a limited liability company managed by an executive committee, the members of which are Howard S. Marks, Bruce A. Karsh, Stephen A. Kaplan, John B. Frank and David M. Kirchheimer (each, an "OCGH GP Member" and collectively, the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed indirect beneficial owners of the securities reported herein. Except to the extent of their respective pecuniary interest, each OCGH GP Member disclaims beneficial ownership of the securities reported herein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any securities covered by this Form 4.
  5. The Reporting Persons may be deemed directors by deputization by virtue of their right to designate representatives to be nominated by the Issuer to serve on the Issuer's board of directors.
  6. Includes the securities in Townsquare Media, Inc. acquired by GAP Holdings and Radio Holdings pursuant to the Conversion included on Table II of this Form 4.
  7. In connection with the issuer's initial public offering, GAP Holdings and Radio Holdings entered into a stockholders' agreement (the "Stockholders' Agreement") with FiveWire Media Ventures, LLC ("FiveWire"), and the members of FiveWire. Pursuant to the Stockholders' Agreement, FiveWire and its members agreed to support certain nominees of affiliates of GAP Holdings and Radio Holdings and their affiliates (collectively, "Oaktree"), as directors of the issuer, and will grant to Oaktree an irrevocable proxy to vote the shares of Class B common stock of the issuer into which the securities held by FiveWire and its members will be converted. As a result, the reporting persons may be deemed to form a "group" with FiveWire and its members. The reporting persons disclaim beneficial ownership of any securities held by FiveWire and its members.
  8. In connection with the Issuer's initial public offering, on July 25, 2014 Townsquare Media, LLC (the "LLC") was converted (the "Conversion") into a Delaware corporation named Townsquare Media, Inc. (the "Corporation"). As part of the Conversion, the 22,247,026.775 Class A Preferred Units and 22,247,026.775 Class A Common Units beneficially owned by the Reporting Persons were together converted into 2,151,373 shares of Class B Common Stock in the Company, each of which is convertible at any time or times, into an equal number of shares of Class A Common Stock.
  9. As part of the conversion, the 13,934,215.29 Class A Preferred Warrants in the LLC and 13,934,215.29 Class A Common Warrants in the LLC beneficially owned by the Reporting Persons were together converted into 8,605,491 Class A Common Warrants in the Corporation. The warrants were immediately exercisable and did not expire unless so elected by the board of directors of the issuer in certain circumstances.
  10. The Class A Common Warrants in the Corporation are currently exercisable, and do not expire unless so elected by the board of directors of the issuer in certain circumstances.