0000950103-18-008693.txt : 20180719
0000950103-18-008693.hdr.sgml : 20180719
20180719174725
ACCESSION NUMBER: 0000950103-18-008693
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180717
FILED AS OF DATE: 20180719
DATE AS OF CHANGE: 20180719
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Crestview Partners III GP, L.P.
CENTRAL INDEX KEY: 0001703027
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38101
FILM NUMBER: 18961125
BUSINESS ADDRESS:
STREET 1: C/O CRESTVIEW PARTNERS
STREET 2: 667 MADISON AVENUE, 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10065
BUSINESS PHONE: 212-906-0700
MAIL ADDRESS:
STREET 1: C/O CRESTVIEW PARTNERS
STREET 2: 667 MADISON AVENUE, 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10065
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Crestview W1 Holdings, L.P.
CENTRAL INDEX KEY: 0001703151
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38101
FILM NUMBER: 18961126
BUSINESS ADDRESS:
STREET 1: C/O CRESTVIEW PARTNERS
STREET 2: 667 MADISON AVENUE, 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10065
BUSINESS PHONE: 212-906-0700
MAIL ADDRESS:
STREET 1: C/O CRESTVIEW PARTNERS
STREET 2: 667 MADISON AVENUE, 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10065
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Crestview W1 TE Holdings, LLC
CENTRAL INDEX KEY: 0001703176
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38101
FILM NUMBER: 18961127
BUSINESS ADDRESS:
STREET 1: C/O CRESTVIEW PARTNERS
STREET 2: 667 MADISON AVENUE, 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10065
BUSINESS PHONE: 212-906-0700
MAIL ADDRESS:
STREET 1: C/O CRESTVIEW PARTNERS
STREET 2: 667 MADISON AVENUE, 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10065
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Crestview W1 Co-Investors, LLC
CENTRAL INDEX KEY: 0001703177
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38101
FILM NUMBER: 18961128
BUSINESS ADDRESS:
STREET 1: C/O CRESTVIEW PARTNERS
STREET 2: 667 MADISON AVENUE, 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10065
BUSINESS PHONE: 212-906-0700
MAIL ADDRESS:
STREET 1: C/O CRESTVIEW PARTNERS
STREET 2: 667 MADISON AVENUE, 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10065
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Crestview Advisors, L.L.C.
CENTRAL INDEX KEY: 0001559054
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38101
FILM NUMBER: 18961129
BUSINESS ADDRESS:
STREET 1: 667 MADISON AVENUE
STREET 2: 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10065
BUSINESS PHONE: 212-906-0700
MAIL ADDRESS:
STREET 1: 667 MADISON AVENUE
STREET 2: 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10065
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MARCUS JEFFREY
CENTRAL INDEX KEY: 0001158783
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38101
FILM NUMBER: 18961130
MAIL ADDRESS:
STREET 1: CRESTVIEW
STREET 2: 667 MADISON AVENUE, 10TH FL.
CITY: NEW YORK
STATE: NY
ZIP: 10065
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Cassidy Brian P
CENTRAL INDEX KEY: 0001608356
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38101
FILM NUMBER: 18961131
MAIL ADDRESS:
STREET 1: C/O CRESTVIEW ADVISORS, L.L.C.
STREET 2: 667 MADISON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Kilpatrick Daniel G.
CENTRAL INDEX KEY: 0001693578
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38101
FILM NUMBER: 18961132
MAIL ADDRESS:
STREET 1: C/O CRESTVIEW ADVISORS, L.L.C.
STREET 2: 667 MADISON AVENUE, 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10065
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: WideOpenWest, Inc.
CENTRAL INDEX KEY: 0001701051
STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 7887 EAST BELLEVIEW AVENUE, SUITE 1000
CITY: ENGLEWOOD
STATE: CO
ZIP: 80111
BUSINESS PHONE: 7204793500
MAIL ADDRESS:
STREET 1: 7887 EAST BELLEVIEW AVENUE, SUITE 1000
CITY: ENGLEWOOD
STATE: CO
ZIP: 80111
4
1
dp93578_4-3gplp.xml
FORM 4
X0306
4
2018-07-17
0
0001701051
WideOpenWest, Inc.
WOW
0001703027
Crestview Partners III GP, L.P.
C/O CRESTVIEW PARTNERS
667 MADISON AVENUE, 10TH FLOOR
NEW YORK
NY
10065
1
0
1
0
0001703151
Crestview W1 Holdings, L.P.
C/O CRESTVIEW PARTNERS
667 MADISON AVENUE, 10TH FLOOR
NEW YORK
NY
10065
1
0
1
0
0001703176
Crestview W1 TE Holdings, LLC
C/O CRESTVIEW PARTNERS
667 MADISON AVENUE, 10TH FLOOR
NEW YORK
NY
10065
1
0
1
0
0001703177
Crestview W1 Co-Investors, LLC
C/O CRESTVIEW PARTNERS
667 MADISON AVENUE, 10TH FLOOR
NEW YORK
NY
10065
1
0
1
0
0001559054
Crestview Advisors, L.L.C.
C/O CRESTVIEW PARTNERS
667 MADISON AVENUE, 10TH FLOOR
NEW YORK
NY
10065
1
0
1
0
0001158783
MARCUS JEFFREY
C/O CRESTVIEW ADVISORS, L.L.C.
667 MADISON AVENUE, 10TH FLOOR
NEW YORK
NY
10065
1
0
0
0
0001608356
Cassidy Brian P
C/O CRESTVIEW ADVISORS, L.L.C.
667 MADISON AVENUE, 10TH FLOOR
NEW YORK
NY
10065
1
0
0
0
0001693578
Kilpatrick Daniel G.
C/O CRESTVIEW ADVISORS, L.L.C.
667 MADISON AVENUE, 10TH FLOOR
NEW YORK
NY
10065
1
0
0
0
Common Stock
2018-07-17
4
A
0
65000
10.90
A
27118687
I
See Footnotes
Common Stock
2018-07-18
4
A
0
52000
10.91
A
28170687
I
See Footnotes
Common Stock
2018-07-19
4
A
0
65000
10.81
A
28235687
I
See Footnotes
This transaction was effected pursuant to a Rule 10b5-1 Plan in order to purchase Common Stock of the Issuer ("Common Stock"), as described in the Issuer's Form 8-K filed with the Securities and Exchange Commission ("SEC") on May 11, 2018.
Includes 27,118,687, 28,170,687 and 28,235,687 shares of Common Stock on July 17, July 18 and July 19, 2018, respectively, (i) beneficially owned by Crestview W1 Holdings, L.P., (ii) beneficially owned by Crestview W1 TE Holdings, LLC, (iii) beneficially owned by Crestview W1 Co-Investors, LLC and (iv) underlying awards of restricted stock units ("RSUs") previously granted to Jeffrey A. Marcus, Brian P. Cassidy and Daniel G. Kilpatrick (each, a "Crestview Director"), in the aggregate, under the Issuer's 2017 Omnibus Incentive Plan (the "Plan") (each Crestview Director has assigned all rights, title and interest in the Common Stock underlying such RSUs to Crestview Advisors, L.L.C.) or held by Crestview Advisors, L.L.C that were delivered upon the vesting of RSUs previously granted under the Plan to certain of the Crestview Directors.
Crestview Partners III GP, L.P. and certain of its affiliates may be deemed to have beneficial ownership of the shares of Common Stock held by Crestview W1 Holdings, L.P., Crestview W1 TE Holdings, LLC and Crestview W1 Co-Investors, LLC (collectively, the "Crestview Funds"). Crestview Partners III GP, L.P. exercises voting and dispositive power over the shares of Common Stock held by the Crestview Funds, which decisions are made by the investment committee of Crestview Partners III GP, L.P.
Each Crestview Director is a member of the Issuer's board of directors, and Messrs. Cassidy and Kilpatrick are each Partners of each of Crestview, L.L.C. (which is the general partner of Crestview Partners III GP, L.P.) and Crestview Advisors, L.L.C., which provides investment advisory and management services to certain of the foregoing entities. Mr. Marcus is Vice Chairman of Crestview, L.L.C. and Crestview Advisors, L.L.C.
Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.
The reported price is a weighted average price for multiple transactions. These transactions were executed at prices ranging from $10.68 to $11.21 per share, inclusive. Each Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon written request, full information regarding the number of shares transacted at each separate price within the range set forth in this footnote.
The reported price is a weighted average price for multiple transactions. These transactions were executed at prices ranging from $10.68 to $11.04 per share, inclusive. Each Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon written request, full information regarding the number of shares transacted at each separate price within the range set forth in this footnote.
The reported price is a weighted average price for multiple transactions. These transactions were executed at prices ranging from $10.70 to $10.94 per share, inclusive. Each Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon written request, full information regarding the number of shares transacted at each separate price within the range set forth in this footnote.
By: Crestview, L.L.C., the general partner of the Designated Filer, By: /s/ Ross A. Oliver, General Counsel
2018-07-19