Filing Details

Accession Number:
0001571049-14-003416
Form Type:
4
Zero Holdings:
No
Publication Time:
2014-07-29 22:00:07
Reporting Period:
2014-07-25
Filing Date:
2014-07-29
Accepted Time:
2014-07-29 22:00:07
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
1319490 James B Ford C/O Oaktree Capital Management, L.p.
333 South Grand Avenue, 28Th Floor
Los Angeles CA 90071
Yes 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. These securities are owned directly by OCM POF IV AIF GAP Holdings, L.P. ("GAP Holdings") and OCM PF/FF Radio Holdings PT, L.P. ("Radio Holdings"). These securities may be deemed beneficially owned by Mr. Ford by virtue of being an officer of OCM/GAP Holdings IV, Inc. ("OCM/GAP"). OCM/GAP is the general partner of GAP Holdings. Oaktree Fund GP AIF, LLC is the general partner of Oaktree Fund AIF Series, L.P. - Series B ("Series B"), Oaktree Fund AIF Series, L.P. - Series I ("Series I") and Oaktree Fund AIF Series, L.P. - Series D ("Series I"). Series B is the general partner of OCM Principal Opportunities Fund IV AIF (Delaware), L.P. ("Principal Opportunities"). Principal Opportunities is the sole shareholder of OCM/GAP Holdings IV, Inc. ("OCM/GAP"). Series I and Series D are general partners of Radio Holdings.
  2. Except to the extent of his pecuniary interest, Mr. Quick disclaims beneficial ownership of the securities reported herein and the filing of this Form 4 shall not be construed as an admission that Mr. Ford is the beneficial owner of any securities covered by this Form 4.
  3. In connection with the issuer's initial public offering, GAP Holdings and Radio Holdings expect to enter 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 will agree to support certain nominees of GAP Holdings, 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, Oaktree may be deemed to form a "group" with FiveWire and its members. Each of Oaktree and the Reporting Person disclaim beneficial ownership of any securities held by FiveWire and its members.
  4. 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.
  5. 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 owned by GAP Holdings and Radio Holdings 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.
  6. 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 owned by GAP Holdings and Radio Holdings 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.
  7. 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.