0001140361-14-029790.txt : 20140729 0001140361-14-029790.hdr.sgml : 20140729 20140729215605 ACCESSION NUMBER: 0001140361-14-029790 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140725 FILED AS OF DATE: 20140729 DATE AS OF CHANGE: 20140729 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Townsquare Media, Inc. 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 FORMER COMPANY: FORMER CONFORMED NAME: Townsquare Media, LLC DATE OF NAME CHANGE: 20100824 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36558 FILM NUMBER: 141001106 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36558 FILM NUMBER: 141001107 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36558 FILM NUMBER: 141001108 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36558 FILM NUMBER: 141001109 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36558 FILM NUMBER: 141001110 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 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36558 FILM NUMBER: 141001111 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 4 1 doc1.xml FORM 4 X0306 4 2014-07-25 0 0001499832 Townsquare Media, Inc. 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 FAIRFIELD CT 06828 0 0 1 0 Class A Common Units 2014-07-25 4 J 0 10958912.512 D Class A Common Stock 0 I see note Class A Preferred Units 2014-07-25 4 J 0 10958912.512 D Class A Common Stock 0 I see note Class C Common Stock 2014-07-25 4 J 0 3258139 A Class A Common Stock 3258139 3258139 I see note In connection with the Issuer's initial public offering, on July 25, 2014, Townsquare Media, LLC (the "LLC") was converted (the "Conversion") into a corporation named Townsquare Media, Inc. (the "Corporation"). As part of the Conversion, the Class A Preferred Units ("PUnits") and the Class A Common Units ("CUnits") of the LLC owned by any Reporting Person were together converted into shares of Class C Common Stock in the Corporation. Each share of the Class C Common Stock has no expiration date and is convertible at the election of the holder into a share of Class A Common Stock, and automatically converts under certain circumstances, subject to certain limitations set forth in the certificate of incorporation of the Issuer. 10,078,144.597 PUnits and 10,078,144.597 CUnits in the LLC directly owned by GE Capital Equity Holdings, Inc. ("GECEH") were together converted into 2,996,283 shares of Class C Common Stock in the Corporation. 485,308.016 PUnits and 485,308.016 CUnits in the LLC directly owned by GE Business Financial Services Inc. ("GEBFS") (GEBFS is a wholly-owned subsidiary of GEI, Inc. ("GEI")) were together converted into 144,284 shares of Class C Common Stock in the Corporation. 395,459.899 PUnits and 395,459.899 CUnits in the LLC directly owned by Antares Capital Corporation ("Antares") were together converted into 144,284 shares of Class C Common Stock in the Corporation. Indirectly owned by General Electric Capital Corporation ("GE Capital"). GECEH, GEI and Antares are wholly-owned subsidiaries GE Capital, and GE Capital is a wholly-owned subsidiary of General Electric Company ("GE"). GE disclaims beneficial ownership. See Exhibit 99.1, incorporated by reference herein. Exhibit 99.1 - Joint Filer Information, each incorporated herein by reference. /s/ Frank Ertl, Attorney-in-fact/General Electric Capital Corporation 2014-07-29 EX-99.1 2 misc1.htm MISCELLANEOUS EXHIBITS mm07-2914gecc_tsq4e991.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):
7/25/2014
   
Designated Filer:
General Electric Capital Corporation

Signature:

GE CAPITAL EQUITY HOLDINGS, INC.



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


July 29, 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):
7/25/2014
   
Designated Filer:
General Electric Capital Corporation

Signature:

GE BUSINESS FINANCIAL SERVICES INC.



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


July 29, 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):
7/25/2014
   
Designated Filer:
General Electric Capital Corporation

Signature:

GEI, INC.



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


July 29, 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):
7/25/2014
   
Designated Filer:
General Electric Capital Corporation

Signature:

ANTARES CAPITAL CORPORATION



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


July 29, 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):
7/25/2014
   
Designated Filer:
General Electric Capital Corporation

Signature:

GENERAL ELECTRIC COMPANY



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


July 29, 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