VIASYSTEMS GROUP, INC.
|
||
(Name of Issuer)
|
Common Stock
|
92553H803
|
|
(Title of class of securities)
|
(CUSIP number)
|
July 1, 2013 |
CUSIP No. 92553H803 |
13G
|
Page 2
|
1
|
NAME OF REPORTING PERSON Hicks, Muse Fund III Incorporated
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION Texas
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
|
0*
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
|
9,982,135*
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
0*
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
|
9,982,135*
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
9,982,135*
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 48.06%*
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions) CO
|
CUSIP No. 92553H803 |
13G
|
Page 3
|
1
|
NAME OF REPORTING PERSON Hicks Muse GP Partners III, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION Texas
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
|
0*
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
|
9,982,135*
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
0*
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
|
9,982,135*
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
9,982,135*
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 48.06%*
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions) PN
|
CUSIP No. 92553H803 |
13G
|
Page 4
|
1
|
NAME OF REPORTING PERSON HM3/GP Partners, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION Texas
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
|
0*
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
|
9,982,135*
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
0*
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
|
9,982,135*
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
9,982,135*
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 48.06%*
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions) PN
|
CUSIP No. 92553H803 |
13G
|
Page 5
|
1
|
NAME OF REPORTING PERSON Hicks, Muse, Tate & Furst Equity Fund III, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
|
8,189,803*
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
|
9,982,135*
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
8,189,803*
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
|
9,982,135*
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
9,982,135*
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 48.06%*
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions) PN
|
CUSIP No. 92553H803 |
13G
|
Page 6
|
1
|
NAME OF REPORTING PERSON HM3 Coinvestors, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION Texas
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
|
222,120*
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
|
9,982,135*
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
222,120*
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
|
9,982,135*
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
9,982,135*
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 48.06%*
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions) PN
|
CUSIP No. 92553H803 |
13G
|
Page 7
|
1
|
NAME OF REPORTING PERSON Hicks, Muse (1999) Fund IV, LLC
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION Texas
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
|
0*
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
|
9,982,135*
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
0*
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
|
9,982,135*
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
9,982,135*
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 48.06%*
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions) OO
|
CUSIP No. 92553H803 |
13G
|
Page 8
|
1
|
NAME OF REPORTING PERSON Hicks, Muse GP (1999) Partners IV, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION Texas
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
|
0*
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
|
9,982,135*
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
0*
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
|
9,982,135*
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
9,982,135*
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 48.06%*
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions) PN
|
CUSIP No. 92553H803 |
13G
|
Page 9
|
1
|
NAME OF REPORTING PERSON HM4/GP (1999) Partners, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION Texas
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
|
0*
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
|
9,982,135*
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
0*
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
|
9,982,135*
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
9,982,135*
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 48.06%*
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions) PN
|
CUSIP No. 92553H803 |
13G
|
Page 10
|
1
|
NAME OF REPORTING PERSON HMTF Equity Fund IV (1999), L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION Texas
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
|
1,425,833*
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
|
9,982,135*
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
1,425,833*
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
|
9,982,135*
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
9,982,135*
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 48.06%*
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions) PN
|
CUSIP No. 92553H803 |
13G
|
Page 11
|
1
|
NAME OF REPORTING PERSON HMTF Private Equity Fund IV (1999), L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION Texas
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
|
10,100*
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
|
9,982,135*
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
10,100*
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
|
9,982,135*
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
9,982,135*
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 48.06%*
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions) PN
|
CUSIP No. 92553H803 |
13G
|
Page 12
|
1
|
NAME OF REPORTING PERSON HM 4-P (1999) Coinvestors, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION Texas
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
|
35,064*
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
|
9,982,135*
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
35,064*
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
|
9,982,135*
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
9,982,135*
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 48.06%*
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions) PN
|
CUSIP No. 92553H803 |
13G
|
Page 13
|
1
|
NAME OF REPORTING PERSON HM 4-EQ (1999) Coinvestors, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION Texas
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
|
23,303*
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
|
9,982,135*
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
23,303*
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
|
9,982,135*
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
9,982,135*
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 48.06%*
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions) PN
|
CUSIP No. 92553H803 |
13G
|
Page 14
|
1
|
NAME OF REPORTING PERSON HM Fund IV Cayman, LLC
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
|
0*
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
|
9,982,135*
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
0*
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
|
9,982,135*
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
9,982,135*
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 48.06%*
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions) OO
|
CUSIP No. 92553H803 |
13G
|
Page 15
|
1 |
NAME OF REPORTING PERSON HM GP Partners IV Cayman, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
|
0*
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
|
9,982,135*
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
0*
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
|
9,982,135*
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
9,982,135*
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 48.06%*
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions) PN
|
CUSIP No. 92553H803 |
13G
|
Page 16
|
1 |
NAME OF REPORTING PERSON HM Equity Fund IV/GP Partners (1999), C.V.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION Netherlands
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
|
0*
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
|
9,982,135*
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
0*
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
|
9,982,135*
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
9,982,135*
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 48.06%*
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions) PN
|
CUSIP No. 92553H803 |
13G
|
Page 17
|
1
|
NAME OF REPORTING PERSON Hicks, Muse PG - IV (1999), C.V.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION Netherlands
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
|
75,912*
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
|
9,982,135*
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
75,912*
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
|
9,982,135*
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
9,982,135*
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 48.06%*
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions) PN
|
CUSIP No. 92553H803 |
13G
|
Page 18
|
1
|
NAME OF REPORTING PERSON Edward Herring
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION United States
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
|
0*
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
|
0*
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
0*
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
|
0*
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
0*
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.0%*
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions) IN
|
CUSIP No. 92553H803 |
13G
|
Page 19
|
1
|
NAME OF REPORTING PERSON John R. Muse
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION United States
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
|
0*
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
|
9,982,135*
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
0*
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
|
9,982,135*
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
9,982,135*
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 48.06%*
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions) IN
|
CUSIP No. 92553H803 |
13G
|
Page 20
|
1
|
NAME OF REPORTING PERSON Andrew S. Rosen
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION United States
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
|
0*
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
|
9,982,135*
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
0*
|
PERSON WITH
|
8
|
SHARED DISPOSITIVE POWER
|
9,982,135*
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
9,982,135*
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 48.06%*
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions) IN
|
ITEM 1.
|
NAME OF ISSUER AND ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES
|
ITEM 2.
|
NAME OF PERSON FILING
|
ITEM 3.
|
IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b) OR 13d-2(b) OR (c), CHECK THE APPROPRIATE BOX.
|
ITEM 4.
|
OWNERSHIP
|
ITEM 5.
|
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
|
ITEM 6.
|
OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
|
ITEM 7.
|
IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON
|
ITEM 8.
|
IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
|
ITEM 9.
|
NOTICE OF DISSOLUTION OF GROUP
|
ITEM 10.
|
CERTIFICATION
|
HICKS, MUSE FUND III INCORPORATED
|
|||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HICKS MUSE GP PARTNERS III, L.P.
|
|||
By:
|
Hicks, Muse Fund III Incorporated, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HM3/GP PARTNERS, L.P.
|
|||
By:
|
Hicks, Muse GP Partners III, L.P., its general partner
|
||
By:
|
Hicks, Muse Fund III Incorporated, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HICKS, MUSE, TATE & FURST EQUITY FUND III, L.P.
|
|||
By:
|
HM3/GP Partners, L.P., its general partner
|
||
By:
|
Hicks, Muse GP Partners III, L.P., its general partner
|
||
By:
|
Hicks, Muse Fund III Incorporated, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HM3 COINVESTORS, L.P.
|
|||
By:
|
Hicks, Muse GP Partners III, L.P., its general partner
|
||
By:
|
Hicks, Muse Fund III Incorporated, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
HICKS, MUSE (1999) FUND IV, LLC
|
|||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HICKS, MUSE GP (1999) PARTNERS IV, L.P.
|
|||
By:
|
Hicks, Muse (1999) Fund IV, LLC, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HM4/GP (1999) PARTNERS, L.P.
|
|||
By:
|
Hicks, Muse GP (1999) Partners IV, L.P., its general partner
|
||
By:
|
Hicks, Muse (1999) Fund IV, LLC, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HMTF EQUITY FUND IV (1999), L.P.
|
|||
By:
|
HM4/GP (1999) Partners, L.P., its general partner
|
||
By:
|
Hicks, Muse GP (1999) Partners IV, L.P., its general partner
|
||
By:
|
Hicks, Muse (1999) Fund IV, LLC, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HMTF PRIVATE EQUITY FUND IV (1999), L.P.
|
|||
By:
|
HM4/GP (1999) Partners, L.P., its general partner
|
||
By:
|
Hicks, Muse GP (1999) Partners IV, L.P., its general partner
|
||
By:
|
Hicks, Muse (1999) Fund IV, LLC, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HM 4-P (1999) COINVESTORS, L.P.
|
|||
By:
|
Hicks, Muse GP (1999) Partners IV, L.P., its general partner
|
||
By:
|
Hicks, Muse (1999) Fund IV, LLC, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
HM 4-EQ (1999) COINVESTORS, L.P.
|
|||
By:
|
Hicks, Muse GP (1999) Partners IV, L.P., its general partner
|
||
By:
|
Hicks, Muse (1999) Fund IV, LLC, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HM FUND IV CAYMAN, LLC
|
|||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HM GP PARTNERS IV CAYMAN, L.P.
|
|||
By:
|
HM Fund IV Cayman, LLC, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HM EQUITY FUND IV/GP PARTNERS (1999), C.V.
|
|||
By:
|
HM GP Partners IV Cayman, L.P., its general partner
|
||
By:
|
HM Fund IV Cayman, LLC, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HICKS, MUSE PG - IV (1999), C.V.
|
|||
By:
|
HM Equity Fund IV/GP Partners (1999), C.V., its general partner
|
||
By:
|
HM GP Partners IV Cayman, L.P., its general partner
|
||
By:
|
HM Fund IV Cayman, LLC, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
EDWARD HERRING
|
|||
/s/ EDWARD HERRING | |||
JOHN R. MUSE
|
|||
/s/ JOHN R. MUSE | |||
ANDREW S. ROSEN
|
|||
/s/ ANDREW S. ROSEN |
Exhibit No.
|
|
Joint Filing Agreement, dated February 14, 2011, by and among Hicks Muse Fund III Incorporated; Hicks Muse GP Partners III, L.P.; HM3/GP Partners, L.P.; Hicks, Muse, Tate & Furst Equity Fund III, L.P.; HM3 Coinvestors, L.P.; Hicks, Muse (1999) Fund IV, LLC; Hicks, Muse GP (1999) Partners IV, L.P.; HM4/GP (1999) Partners, L.P.; HMTF Equity Fund IV (1999), L.P.; HMTF Private Equity Fund IV (1999), L.P.; HM 4-P (1999) Coinvestors, L.P.; HM 4-EQ (1999) Coinvestors, L.P.; HM Fund IV Cayman, LLC; HM GP Partners IV Cayman, L.P.; HM Equity Fund IV/GP Partners (1999), C.V.; Hicks, Muse PG - IV (1999), C.V., Edward Herring, John R. Muse and Andrew S. Rosen.
|
HICKS, MUSE FUND III INCORPORATED
|
|||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HICKS MUSE GP PARTNERS III, L.P.
|
|||
By:
|
Hicks, Muse Fund III Incorporated, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HM3/GP PARTNERS, L.P.
|
|||
By:
|
Hicks, Muse GP Partners III, L.P., its general partner
|
||
By:
|
Hicks, Muse Fund III Incorporated, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HICKS, MUSE, TATE & FURST EQUITY FUND III, L.P.
|
|||
By:
|
HM3/GP Partners, L.P., its general partner
|
||
By:
|
Hicks, Muse GP Partners III, L.P., its general partner
|
||
By:
|
Hicks, Muse Fund III Incorporated, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
HM3 COINVESTORS, L.P.
|
|||
By:
|
Hicks, Muse GP Partners III, L.P., its general partner
|
||
By:
|
Hicks, Muse Fund III Incorporated, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HICKS, MUSE (1999) FUND IV, LLC
|
|||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HICKS, MUSE GP (1999) PARTNERS IV, L.P.
|
|||
By:
|
Hicks, Muse (1999) Fund IV, LLC, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HM4/GP (1999) PARTNERS, L.P.
|
|||
By:
|
Hicks, Muse GP (1999) Partners IV, L.P., its general partner
|
||
By:
|
Hicks, Muse (1999) Fund IV, LLC, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HMTF EQUITY FUND IV (1999), L.P.
|
|||
By:
|
HM4/GP (1999) Partners, L.P., its general partner
|
||
By:
|
Hicks, Muse GP (1999) Partners IV, L.P., its general partner
|
||
By:
|
Hicks, Muse (1999) Fund IV, LLC, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
HMTF PRIVATE EQUITY FUND IV (1999), L.P.
|
|||
By:
|
HM4/GP (1999) Partners, L.P., its general partner
|
||
By:
|
Hicks, Muse GP (1999) Partners IV, L.P., its general partner
|
||
By:
|
Hicks, Muse (1999) Fund IV, LLC, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HM 4-P (1999) COINVESTORS, L.P.
|
|||
By:
|
Hicks, Muse GP (1999) Partners IV, L.P., its general partner
|
||
By:
|
Hicks, Muse (1999) Fund IV, LLC, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HM 4-EQ (1999) COINVESTORS, L.P.
|
|||
By:
|
Hicks, Muse GP (1999) Partners IV, L.P., its general partner
|
||
By:
|
Hicks, Muse (1999) Fund IV, LLC, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HM FUND IV CAYMAN, LLC
|
|||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
HM GP PARTNERS IV CAYMAN, L.P.
|
|||
By:
|
HM Fund IV Cayman, LLC, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HM EQUITY FUND IV/GP PARTNERS (1999), C.V.
|
|||
By:
|
HM GP Partners IV Cayman, L.P., its general partner
|
||
By:
|
HM Fund IV Cayman, LLC, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
HICKS, MUSE, PG-IV (1999), C.V.
|
|||
By:
|
HM Equity Fund IV/GP Partners (1999), C.V., its general partner
|
||
By:
|
HM GP Partners IV Cayman, L.P., its general partner
|
||
By:
|
HM Fund IV Cayman, LLC, its general partner
|
||
By:
|
/s/ William Neisel | ||
Name:
|
William Neisel
|
||
Title:
|
Treasurer
|
||
EDWARD HERRING
|
|||
/s/ EDWARD HERRING
|
|||
JOHN R. MUSE
|
|||
/s/ JOHN R. MUSE
|
|||
ANDREW S. ROSEN
|
|||
/s/ ANDREW S. ROSEN
|