-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IQ5NZyOQb+nwZZLMT5gE9x4ijy6qhoTOoYt/CJtq1vTxEuoFFHQDd22bKt9XdonH YNW7jfia+IRV7bm6sNYVAQ== 0000902135-05-000002.txt : 20050415 0000902135-05-000002.hdr.sgml : 20050415 20050415134322 ACCESSION NUMBER: 0000902135-05-000002 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050407 FILED AS OF DATE: 20050415 DATE AS OF CHANGE: 20050415 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CUMULUS MEDIA INC CENTRAL INDEX KEY: 0001058623 STANDARD INDUSTRIAL CLASSIFICATION: RADIO BROADCASTING STATIONS [4832] IRS NUMBER: 364159663 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3535 PIEDMONT ROAD STREET 2: BUILDING 14, FOURTEENTH FLOOR CITY: ATLANTA STATE: GA ZIP: 30305 BUSINESS PHONE: 4049490700 MAIL ADDRESS: STREET 1: 3535 PIEDMONT ROAD STREET 2: BUILDING 14, FOURTEENTH FLOOR CITY: ATLANTA STATE: GA ZIP: 30305 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BACM I GP LLC CENTRAL INDEX KEY: 0001272321 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24525 FILM NUMBER: 05753116 MAIL ADDRESS: STREET 1: 100 TRYON STREET 25TH FLOOR STREET 2: ATTN: EDWARD BALOGH CITY: CHERLOTTE STATE: NC ZIP: 28255 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BANC OF AMERICA CAPITAL MANAGEMENT LP CENTRAL INDEX KEY: 0001272320 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24525 FILM NUMBER: 05753117 MAIL ADDRESS: STREET 1: 100 TRYON STREET 25TH FLOOR STREET 2: ATTN: EDWARD BALOGH CITY: CHERLOTTE STATE: NC ZIP: 28255 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BANC OF AMERICA CAPITAL INVESTORS SBIC LP CENTRAL INDEX KEY: 0001274971 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24525 FILM NUMBER: 05753118 MAIL ADDRESS: STREET 1: 100 N TRYON ST 25TH FL CITY: CHARLOTTE STATE: NC ZIP: 28255 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HAIN J TRAVIS CENTRAL INDEX KEY: 0001223043 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24525 FILM NUMBER: 05753119 BUSINESS ADDRESS: STREET 1: 100 N TRYON ST STREET 2: 25TH FL CITY: CHARLOTTE STATE: NC ZIP: 28255 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BA EQUITY MANAGEMENT GP LLC CENTRAL INDEX KEY: 0001274970 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24525 FILM NUMBER: 05753120 MAIL ADDRESS: STREET 1: 100 N TRYON ST 25TH FL CITY: CHARLOTTE STATE: NC ZIP: 28255 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BA SBIC MANAGEMENT LLC CENTRAL INDEX KEY: 0001274969 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24525 FILM NUMBER: 05753122 MAIL ADDRESS: STREET 1: 100 N TRYON ST 25TH FL CITY: CHARLOTTE STATE: NC ZIP: 28255 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BA CAPITAL CO LP CENTRAL INDEX KEY: 0000902135 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24525 FILM NUMBER: 05753123 BUSINESS ADDRESS: STREET 1: 100 NORTH TRYON STREET 25TH FLOOR CITY: CHARLOTTE STATE: NC ZIP: 28225 BUSINESS PHONE: 7043861792 MAIL ADDRESS: STREET 1: 100 NORTH TRYON STREET 25TH FLOOR CITY: CHARLOTTE STATE: NC ZIP: 28225 FORMER NAME: FORMER CONFORMED NAME: NATIONSBANC CAPITAL CORP DATE OF NAME CHANGE: 19930423 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BA EQUITY MANAGEMENT LP CENTRAL INDEX KEY: 0001276072 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24525 FILM NUMBER: 05753121 MAIL ADDRESS: STREET 1: 100 N TRYON ST 25TH FL CITY: CHARLOTTE STATE: NC ZIP: 28255 4 1 primary_doc.xml PRIMARY DOCUMENT X0202 4 2005-04-07 0 0001058623 CUMULUS MEDIA INC CMLS 0000902135 BA CAPITAL CO LP 100 NORTH TRYON STREET 25TH FLOOR CHARLOTTE NC 28225 1 0 1 0 0001274969 BA SBIC MANAGEMENT LLC 100 N TRYON ST 25TH FL CHARLOTTE NC 28255 0 0 1 0 0001276072 BA EQUITY MANAGEMENT LP 100 N TRYON ST 25TH FL CHARLOTTE NC 28255 0 0 1 0 0001274970 BA EQUITY MANAGEMENT GP LLC 100 N TRYON ST 25TH FL CHARLOTTE NC 28255 0 0 1 0 0001223043 HAIN J TRAVIS 0 0 1 0 0001274971 BANC OF AMERICA CAPITAL INVESTORS SBIC LP 100 N TRYON ST 25TH FL CHARLOTTE NC 28255 0 0 1 0 0001272320 BANC OF AMERICA CAPITAL MANAGEMENT LP 100 TRYON STREET 25TH FLOOR ATTN: EDWARD BALOGH CHERLOTTE NC 28255 0 0 1 0 0001272321 BACM I GP LLC 100 TRYON STREET 25TH FLOOR ATTN: EDWARD BALOGH CHERLOTTE NC 28255 0 0 1 0 Class A Common Stock 840250 D Director Stock Options (Right to Buy) 14.36 2005-04-07 4 A 0 40000 14.36 A 2015-04-07 Class A Common Stock 40000 40000 I see footnote Class B Common Stock Class A Common Stock 11630759 11630759 D BA Capital Company, L.P. holds 840,250 shares of Class A Common Stock and 1,979,996 shares of Class B Common Stock of the Issuer. These securities may be deemed to be beneficially owned by (a) BA SBIC Management, LLC, the general partner of BA Capital Company, L.P., (b) BA Equity Management, L.P., the sole member of BA SBIC Management, LLC, (c) BA Equity Management GP, LLC, the general partner of BA Equity Management, L.P., and (d) J. Travis Hain, the managing member of BA Equity Management GP, LLC. Mr. Hain disclaims beneficial ownership of such securities. The option vests quarterly over four years, commencing on April 7, 2005 and ending on March 31, 2009. The option was granted to Robert H. Sheridan, who serves on the board of directors of the Issuer as a designee of BA Capital Company, L.P., in a transaction exempt under Rule 16b-3. Pursuant to the policies of BA Capital Company, L.P and its affiliates, Mr. Sheridan is deemed to hold the reported option for the benefit of BA Capital Company, L.P and must exercise the option solely upon the direction of BA Capital Company, L.P. BA Capital Company, L.P may be deemed the indirect beneficial owner of the option. BA Capital Company, L.P disclaims beneficial ownership of the option except to the extent of its pecuniary interest therein. The Class B Common Stock does not have an expiration date and is exercisable immediately for Class A Common Stock on a 1-for-1 basis at the election of the holder for no additional consideration. Banc of America Capital Investors SBIC, L.P. holds 9,650,763 shares of Class B Common Stock. These securities may be deemed to be beneficially owned by (a) Banc of America Capital Management SBIC, LLC, the general partner of Banc of America Capital Investors SBIC, L.P., (b) Banc of America Capital Management, L.P., the sole member of Banc of America Capital Management SBIC, LLC, (c) BACM I GP, LLC, the general partner of Banc of America Capital Management, L.P., and (d) Mr. Hain, the managing member of BACM I GP, LLC. Mr. Hain disclaims beneficial ownership of all such securities. BA Capital Company, L.P. may be considered a director by deputization as a result of its right to designate a member of the Issuer's board of directors. by /s/ J. Travis Hain, Managing Member of BA Equity Management GP, LLC, the general partner of BA Equity Management, L.P., the sole member of BA SBIC Management, LLC, the general partner of BA Capital Company, L.P. 2005-04-13 by /s/ J. Travis Hain, Managing Member of BA Equity Management GP, LLC, the general partner of BA Equity Management, L.P., the sole member of BA SBIC Management, LLC 2005-04-13 by /s/ J. Travis Hain, Managing Member of BA Equity Management GP, LLC, the general partner of BA Equity Management, L.P. 2005-04-13 by /s/ J. Travis Hain 2005-04-13 by /s/ J. Travis Hain, Managing Member of BACM I GP, LLC, the general partner of Banc of America Capital Management, L.P., the sole member of Banc of America Capital Management SBIC, LLC, the general partner of Banc of America Capital Investors SBIC, L.P. 2005-04-13 by /s/ J. Travis Hain, Managing Member of BACM I GP, LLC, the general partner of Banc of America Capital Management, L.P., the sole member of Banc of America Capital Management SBIC, LLC 2005-04-13 by /s/ J. Travis Hain, Managing Member of BACM I GP, LLC, the general partner of Banc of America Capital Management, L.P. 2005-04-13 by /s/ J. Travis Hain, Managing Member of BACM I GP, LLC 2005-04-13 by /s/ J. Travis Hain, Managing Member of BA Equity Management GP, LLC 2005-04-13 -----END PRIVACY-ENHANCED MESSAGE-----