0001140361-14-029159.txt : 20140723 0001140361-14-029159.hdr.sgml : 20140723 20140723215502 ACCESSION NUMBER: 0001140361-14-029159 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20140723 FILED AS OF DATE: 20140723 DATE AS OF CHANGE: 20140723 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Townsquare Media, LLC CENTRAL INDEX KEY: 0001499832 STANDARD INDUSTRIAL CLASSIFICATION: RADIO BROADCASTING STATIONS [4832] IRS NUMBER: 271996555 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 240 GREENWICH AVE. CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 203-861-0900 MAIL ADDRESS: STREET 1: 240 GREENWICH AVE. CITY: GREENWICH STATE: CT ZIP: 06830 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GENERAL ELECTRIC CAPITAL CORP CENTRAL INDEX KEY: 0000040554 STANDARD INDUSTRIAL CLASSIFICATION: PERSONAL CREDIT INSTITUTIONS [6141] STATE OF INCORPORATION: CT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36558 FILM NUMBER: 14989924 BUSINESS ADDRESS: STREET 1: 901 MAIN AVENUE CITY: NORWALK STATE: CT ZIP: 06851-1168 BUSINESS PHONE: 203-840-6300 MAIL ADDRESS: STREET 1: 901 MAIN AVENUE CITY: NORWALK STATE: CT ZIP: 06851-1168 FORMER NAME: FORMER CONFORMED NAME: GENERAL ELECTRIC CREDIT CORP DATE OF NAME CHANGE: 19871216 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GENERAL ELECTRIC CO CENTRAL INDEX KEY: 0000040545 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC & OTHER ELECTRICAL EQUIPMENT (NO COMPUTER EQUIP) [3600] STATE OF INCORPORATION: NY FISCAL YEAR END: 0215 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36558 FILM NUMBER: 14989925 BUSINESS ADDRESS: STREET 1: 3135 EASTON TURNPIKE STREET 2: W3F CITY: FAIRFIELD STATE: CT ZIP: 06828 BUSINESS PHONE: 203-373-2211 MAIL ADDRESS: STREET 1: 3135 EASTON TURNPIKE STREET 2: W3F CITY: FAIRFIELD STATE: CT ZIP: 06828 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Antares Capital Corp CENTRAL INDEX KEY: 0001614137 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36558 FILM NUMBER: 14989926 BUSINESS ADDRESS: STREET 1: 201 MERRITT 7 CITY: NORWALK STATE: CT ZIP: 06851 BUSINESS PHONE: 203 MAIL ADDRESS: STREET 1: 201 MERRITT 7 CITY: NORWALK STATE: CT ZIP: 06851 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GEI, Inc. CENTRAL INDEX KEY: 0001290757 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36558 FILM NUMBER: 14989927 BUSINESS ADDRESS: STREET 1: 201 HIGH RIDGE ROAD CITY: STAMFORD STATE: CT ZIP: 06927 BUSINESS PHONE: 203-961-5400 MAIL ADDRESS: STREET 1: 201 HIGH RIDGE ROAD CITY: STAMFORD STATE: CT ZIP: 06927 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GE Business Financial Services Inc. CENTRAL INDEX KEY: 0001614091 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36558 FILM NUMBER: 14989928 BUSINESS ADDRESS: STREET 1: 201 MERRITT 7 CITY: NORWALK STATE: CT ZIP: 06851 BUSINESS PHONE: 203 229-5000 MAIL ADDRESS: STREET 1: 201 MERRITT 7 CITY: NORWALK STATE: CT ZIP: 06851 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GE Capital Equity Holdings, Inc. CENTRAL INDEX KEY: 0001614090 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36558 FILM NUMBER: 14989929 BUSINESS ADDRESS: STREET 1: 201 MERRITT 7 CITY: NORWALK STATE: CT ZIP: 06851 BUSINESS PHONE: 203 229-5000 MAIL ADDRESS: STREET 1: 201 MERRITT 7 CITY: NORWALK STATE: CT ZIP: 06851 FORMER NAME: FORMER CONFORMED NAME: GE Capital Equity Holding, Inc. DATE OF NAME CHANGE: 20140717 3 1 doc1.xml FORM 3 X0206 3 2014-07-23 0 0001499832 Townsquare Media, LLC TSQ 0000040554 GENERAL ELECTRIC CAPITAL CORP 901 MAIN AVENUE NORWALK CT 06851-1168 0 0 1 0 0001614090 GE Capital Equity Holdings, Inc. 201 MERRITT 7 NORWALK CT 06851 0 0 1 0 0001614091 GE Business Financial Services Inc. 201 MERRITT 7 NORWALK CT 06851 0 0 1 0 0001290757 GEI, Inc. 201 HIGH RIDGE ROAD STAMFORD CT 06927 0 0 1 0 0001614137 Antares Capital Corp 201 MERRITT 7 NORWALK CT 06851 0 0 1 0 0000040545 GENERAL ELECTRIC CO 3135 EASTON TURNPIKE W3F FAIRFIELD CT 06828 0 0 1 0 Class A Preferred Units 10958912.512 I See notes Class A Common Units 10958912.512 I See notes The Issuer expects to complete an initial public offering on or about July 29, 2014 (the "IPO"), and in connection therewith, the Issuer is being converted (the "Conversion") into a Delaware corporation named Townsquare Media, Inc. (the "Corporation"). As part of the conversion, the Class A Preferred Units and the Class A Common Units owned by the Reporting Persons will be converted into shares of Class C common stock in the Corporation, each at a conversion rate based on the price of the IPO and pursuant to the terms of the limited liability company agreement of the Issuer. 10,078,144.597 directly owned by GE Capital Equity Holdings, Inc. ("GECEH"); 485,308.016 directly owned by GE Business Financial Services Inc. ("GEBFS") (GEBFS is a subsidiary of GEI, Inc. ("GEI")); and 395,459.899 directly owned by Antares Capital Corporation ("Antares"). 10,078,144.597 directly owned by GECEH; 485,308.016 directly owned by GEBFS; and 395,459.899 directly owned by Antares. Indirectly owned by General Electric Capital Corporation ("GE Capital"). GECEH, GEI amd Antares are subsidiaries GE Capital, and GE Capital is a subsidiary of General Electric Company ("GE"). GE disclaims beneficial ownership. See Exhibit 99.1, incorporated by reference herein. Exhibit 24.1 - Power of Attorney (GE Capital); Exhibit 24.2 - Power of Attorney (GE); and Exhibit 99.1 - Joint Filer Information, each incorporated herein by reference. /s/ Frank Ertl, Attorney-in-fact/General Electric Capital Corporation 2014-07-23 EX-24.1 2 poa1.htm POWER OF ATTORNEY mm07-2314gecc_tsq3e241.htm
 
 
Exhibit 24.1

POWER OF ATTORNEY

The undersigned, General Electric Capital Corporation, a Delaware corporation (hereinafter referred to as the “Corporation”) does hereby make, constitute and appoint each of the persons listed below as the Corporation’s true and lawful agent and attorney-in-fact (hereinafter referred to as the “Attorney”) to act either together or alone in the name and on behalf of the Corporation for and with respect to the matters hereinafter described.

Name of Attorney:

 
Alex Dimitrief
Dan Henson
 
Eileen Brumback
Barbara Lane
 
Carlos Carrasquillo
Joseph Lincoln
 
Maryanne Courtney
David L. Lloyd
 
Barbara Daniele
Jonathan Mothner
 
Peter Cooke
Michael Pastore
 
Patrick Kocsi
James Ungari
 
Frank Ertl
J. Alex Urquhart
 
Barbara J. Gould
Paul Halas


Each Attorney shall have the power and authority to execute and deliver any Schedule 13D, Schedule 13G or Forms 3, 4 and 5 or any amendments thereto required to be filed with the Securities and Exchange Commission under the Securities Exchange Act of 1934 on behalf of the Corporation with regard to any securities owned by the Corporation or any of its subsidiaries; and, in connection with the foregoing, to execute and deliver all documents, acknowledgments, consents and other agreements and to take such further action as may be necessary or convenient for the Corporation in order to more effectively carry out the intent and purpose of the foregoing.

Agreements, commitments, documents, instruments and other writings executed by the Attorney in accordance with the terms hereof shall be binding upon the Corporation without attestation and without affixation of the seal of the Corporation. The Power of Attorney conferred hereby shall not be delegable by any Attorney. The Attorney shall serve without compensation for acting in the capacity of agent and attorney-in-fact hereunder.

Unless revoked by the Corporation, this Power of Attorney shall be governed under the laws of the State of New York and the authority of the Attorney hereunder shall terminate on September 18, 2014.

 
 
 


IN WITNESS WHEREOF, the Corporation has caused the Power of Attorney to be executed, attested and its corporate seal to be affixed as the 19th day of September 2013.


 
General Electric Capital Corporation
     
     
 
By:
/s/ Christoph A. Pereira
   
Chistoph A. Pereira
   
Vice President and Secretary


Attest:

/s/ David P. Russell
  
David P. Russell
  
Assistant Secretary
  

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2
 EX-24.2 3 poa2.htm POWER OF ATTORNEY mm07-2314gecc_tsq3e242.htm
 
 
Exhibit 24.2

POWER OF ATTORNEY

The undersigned, General Electric Company, a New York company (hereinafter referred to as the “Company”) does hereby make, constitute and appoint each of the persons listed below as the Company’s true and lawful agent and attorney-in-fact (hereinafter referred to as the “Attorney”) to act either together or alone in the name and on behalf of the Company for and with respect to the matters hereinafter described.

Name of Attorney:

 
Alex Dimitrief
Dan Henson
 
Eileen Brumback
Barbara Lane
 
Carlos Carrasquillo
Joseph Lincoln
 
Maryanne Courtney
David L. Lloyd
 
Barbara Daniele
Jonathan Mothner
 
Peter Cooke
Michael Pastore
 
Patrick Kocsi
James Ungari
 
Frank Ertl
J. Alex Urquhart
 
Barbara J. Gould
Paul Halas


Each Attorney shall have the power and authority to execute and deliver any Schedule 13D, Schedule 13G or Forms 3, 4 and 5 or any amendments thereto required to be filed with the Securities and Exchange Commission under the Securities Exchange Act of 1934 on behalf of the Company with regard to any securities owned by the Company or any of its subsidiaries; and, in connection with the foregoing, to execute and deliver all documents, acknowledgments, consents and other agreements and to take such further action as may be necessary or convenient for the Company in order to more effectively carry out the intent and purpose of the foregoing.

Agreements, commitments, documents, instruments and other writings executed by the Attorney in accordance with the terms hereof shall be binding upon the Company without attestation and without affixation of the seal of the Company.  The Power of Attorney conferred hereby shall not be delegable by any Attorney. The Attorney shall serve without compensation for acting in the capacity of agent and attorney-in-fact hereunder.

Unless revoked by the Company, this Power of Attorney shall be governed under the laws of the State of New York and the authority of the Attorney hereunder shall terminate on September 18, 2014.

 
 
 


IN WITNESS WHEREOF, the Company has caused the Power of Attorney to be executed, attested and its corporate seal to be affixed as the 19th day of September, 2013.
 

 
General Electric Company
     
     
 
By:
/s/ Christoph A. Pereira
   
Chistoph A. Pereira
   
Chief Corporate, Securities & Finance
Counsel and Associate Secretary


Attest:

/s/ David P. Russell
  
David P. Russell
  
Assistant Secretary
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
2
 EX-99.1 4 misc1.htm MISCELLANEOUS EXHIBITS mm07-2314gecc_tsq3e991.htm
Exhibit 99.1

Joint Filer Information


Name of Joint Filer:
GE Capital Equity Holdings, Inc.
   
Address of Joint Filer:
201 Merritt 7
 
Norwalk, CT  06851
   
Relationship of Joint Filer to Issuer:
10% Owner
   
Issuer Name and Ticker or Trading Symbol:
Townsquare Media, LLC. (TSQ)
   
Date of Event Requiring
  
Statement (Month/Day/Year):
7/23/2014
   
Designated Filer:
General Electric Capital Corporation

Signature:

GE CAPITAL EQUITY HOLDINGS, INC.



  /s/  Robert Roderick                    
Name:           Robert Roderick
Title:           Managing Director


July 23, 2014
Date
 


 


 
1
 


Joint Filer Information


Name of Joint Filer:
GE Business Financial Services Inc.
   
Address of Joint Filer:
201 Merritt 7
 
Norwalk, CT  06851
   
Relationship of Joint Filer to Issuer:
10% Owner
   
Issuer Name and Ticker or Trading Symbol:
Townsquare Media, LLC (TSQ)
   
Date of Event Requiring
  
Statement (Month/Day/Year):
7/23/2014
   
Designated Filer:
General Electric Capital Corporation

Signature:

GE BUSINESS FINANCIAL SERVICES INC.



 /s/ Robert Roderick                      
Name:           Robert Roderick
Title:           Vice President


July 23, 2014
Date
 


 

 
2
 


Joint Filer Information


Name of Joint Filer:
GEI, Inc.
   
Address of Joint Filer:
201 High Ridge Rd.
 
Stamford, CT  06927
   
Relationship of Joint Filer to Issuer:
10% Owner
   
Issuer Name and Ticker or Trading Symbol:
Townsquare Media, LLC (TSQ)
   
Date of Event Requiring
  
Statement (Month/Day/Year):
7/23/2014
   
Designated Filer:
General Electric Capital Corporation

Signature:

GEI, INC.



  /s/   Aun A. Singapore              
Name:           Aun A. Singapore
Title:           Assistant Secretary


July 23, 2014
Date
 


 
3
 


Joint Filer Information


Name of Joint Filer:
Antares Capital Corporation
   
Address of Joint Filer:
201 Merritt 7
 
Norwalk, CT  06851
   
Relationship of Joint Filer to Issuer:
10% Owner
   
Issuer Name and Ticker or Trading Symbol:
Townsquare Media, LLC (TSQ)
   
Date of Event Requiring
  
Statement (Month/Day/Year):
7/23/2014
   
Designated Filer:
General Electric Capital Corporation

Signature:

ANTARES CAPITAL CORPORATION



/s/ Robert Roderick                 
Name: Robert Roderick
Title:           Vice President


July 23, 2014
Date
 



 
4
 

Joint Filer Information


Name of Joint Filer:
General Electric Company
   
Address of Joint Filer:
3135 Easton Turnpike
 
Fairfield, CT  06828
   
Relationship of Joint Filer to Issuer:
Other (1)
   
Issuer Name and Ticker or Trading Symbol:
Townsquare Media, LLC (TSQ)
   
Date of Event Requiring
  
Statement (Month/Day/Year):
7/23/2014
   
Designated Filer:
General Electric Capital Corporation

Signature:

GENERAL ELECTRIC COMPANY



  /s/   Frank Ertl                           
Name:           Frank Ertl
Title:           Attorney-in-Fact


July 23, 2014
Date
 

(1) Each of GE Capital Equity Holdings, Inc., GE Business Financial Services Inc., GEI, Inc., and Antares Capital Corporation is a direct or indirect subsidiary of General Electric Capital Corporation, which is a direct subsidiary of General Electric Company (“GE”).  GE disclaims beneficial ownership of all equity securities of the Issuer, and the filing of this Form shall not be deemed an admission that GE is the beneficial owner of any equity securities of the Issuer for the purpose of Section 16 or any other purpose.


 
 
5