0000950142-14-000142.txt : 20140117
0000950142-14-000142.hdr.sgml : 20140117
20140117171212
ACCESSION NUMBER: 0000950142-14-000142
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20140115
FILED AS OF DATE: 20140117
DATE AS OF CHANGE: 20140117
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: PTGi HOLDING, INC.
CENTRAL INDEX KEY: 0001006837
STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813]
IRS NUMBER: 541708481
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 460 HERNDON PARKWAY
STREET 2: SUITE 150
CITY: HERNDON
STATE: VA
ZIP: 20170
BUSINESS PHONE: 703-456-0100
MAIL ADDRESS:
STREET 1: 460 HERNDON PARKWAY
STREET 2: SUITE 150
CITY: HERNDON
STATE: VA
ZIP: 20170
FORMER COMPANY:
FORMER CONFORMED NAME: PRIMUS TELECOMMUNICATIONS GROUP INC
DATE OF NAME CHANGE: 19960814
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HARBINGER GROUP INC.
CENTRAL INDEX KEY: 0000109177
STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0930
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35210
FILM NUMBER: 14535832
BUSINESS ADDRESS:
STREET 1: 450 PARK AVENUE
STREET 2: 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-906-8548
MAIL ADDRESS:
STREET 1: 450 PARK AVENUE
STREET 2: 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
FORMER NAME:
FORMER CONFORMED NAME: ZAPATA CORP
DATE OF NAME CHANGE: 19920703
FORMER NAME:
FORMER CONFORMED NAME: ZAPATA NORNESS INC
DATE OF NAME CHANGE: 19720314
FORMER NAME:
FORMER CONFORMED NAME: ZAPATA OFF SHORE CO
DATE OF NAME CHANGE: 19690115
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FALCONE PHILIP
CENTRAL INDEX KEY: 0001233569
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35210
FILM NUMBER: 14535833
MAIL ADDRESS:
STREET 1: 450 PARK AVENUE, 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
4
1
es1400167_4-ptgi.xml
OWNERSHIP DOCUMENT
X0306
4
2014-01-15
0
0001006837
PTGi HOLDING, INC.
NONE
0001233569
FALCONE PHILIP
450 PARK AVENUE
30TH FLOOR
NEW YORK
NY
10022
1
0
1
1
* See Remarks below
0000109177
HARBINGER GROUP INC.
450 PARK AVENUE
30TH FLOOR
NEW YORK
NY
10022
0
0
1
0
Common Stock
2014-01-15
4
A
0
2028
0
A
2028
D
Common Stock
5758360
I
See Footnotes
Stock Option (right to buy)
3.58
2014-01-15
4
A
0
4055
0
A
2024-01-15
Common Stock
4055
4055
D
On January 15, 2014, in connection with being appointed as a director of the Issuer, Mr. Falcone was granted restricted stock units that vest as to one-half of the shares on January 15, 2015 and one-half of the shares on January 15, 2016, subject in each case to continued service as a director of the Issuer on the date of vesting. These securities are beneficially owned by Mr. Falcone.
On January 15, 2014, in connection with being appointed as a director of the Issuer, Mr. Falcone was granted stock options that vested as to one-third of the shares on January 15, 2014. The remainder of such shares vests one-third on January 15, 2015 and one-third on January 15, 2016, subject in each case to continued service as a director of the Issuer on the date of vesting. These securities are beneficially owned by Mr. Falcone.
These shares are held in the name of a wholly owned subsidiary of Harbinger Group Inc. ("HGI") by the name of HGI Funding, LLC, and may be held by one or more wholly owned subsidiaries of HGI in the future from time to time (collectively, such subsidiaries of HGI, "HGI Holdings"). These securities are beneficially owned by HGI.
Mr. Philip Falcone is the Chief Executive Officer and Chairman of the Board of Directors of HGI and the portfolio manager of certain controlling persons of HGI. As a result of Mr. Falcone's position with HGI and his relationship with HGI's controlling persons, Mr. Falcone may be deemed to beneficially own securities of the Issuer beneficially owned by HGI.
The Reporting Persons may be deemed to be members of a "group" for purposes of the Securities Exchange Act of 1934, as amended. Each of the Reporting Persons disclaims beneficial ownership of the securities owned by the other reporting persons except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
Mr. Philip A. Falcone serves on the board of directors of the Issuer and is also the Chairman of the board and Chief Executive Officer of HGI. As a result, the persons listed herein may be deemed directors of the Issuer by deputization.
/s/ Philip A. Falcone
2014-01-17
Harbinger Group Inc., By: /s/ Thomas Williams, Executive Vice President and Chief Financial Officer
2014-01-17