-----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, TH1zd4tjMGvusquoDjd4TK1rwCDQqfYO9ZTe/19QhhmI1PQST04+NRGy9cE6uH+s +isarvtxvpIVWagAzSFAOw== 0001104659-03-024384.txt : 20031031 0001104659-03-024384.hdr.sgml : 20031031 20031031173516 ACCESSION NUMBER: 0001104659-03-024384 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031030 FILED AS OF DATE: 20031031 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MCLEODUSA INC CENTRAL INDEX KEY: 0000919943 STANDARD INDUSTRIAL CLASSIFICATION: RADIO TELEPHONE COMMUNICATIONS [4812] IRS NUMBER: 421407240 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6400 C ST SW STREET 2: PO BOX 3177 CITY: CEDAR RAPIDS STATE: IA ZIP: 52406 BUSINESS PHONE: 3193640000 MAIL ADDRESS: STREET 1: 6400 C ST SW STREET 2: PO BOX 3177 CITY: CEDAR RAPIDS STATE: IA ZIP: 52406 FORMER COMPANY: FORMER CONFORMED NAME: MCLEOD INC DATE OF NAME CHANGE: 19960403 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FORSTMANN THODORE CENTRAL INDEX KEY: 0001018325 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-20763 FILM NUMBER: 03971050 BUSINESS ADDRESS: STREET 1: C/O FORSTMANN LITTLE & CO STREET 2: 767 FIFTH AVE CITY: NEW YORK STATE: NY ZIP: 10153 BUSINESS PHONE: 2123555656 MAIL ADDRESS: STREET 1: C/O FORSTMANN LITTLE & CO STREET 2: 767 FIFTH AVE CITY: NEW YORK STATE: NY ZIP: 10153 4/A 1 a4a.xml 4/A X0201 4/A 2003-10-30 2003-10-30 0 0000919943 MCLEODUSA INC MCLD 0001018325 FORSTMANN THODORE C/O FORSTMANN LITTLE & CO. 767 FIFTH AVENUE, 44TH FLOOR NEW YORK NY 10153 1 0 1 0 Class A Common Stock 2003-10-30 4 P 0 15332 1.17 A 1990332 D Class A Common Stock 2003-10-30 4 P 0 25944 1.18 A 2016276 D Class A Common Stock 2003-10-30 4 P 0 119096 1.19 A 2135372 D Class A Common Stock 2003-10-30 4 P 0 78940 1.20 A 2214312 D Class A Common Stock 2003-10-30 4 P 0 11180 1.21 A 2225500 D Class A Common Stock 2003-10-30 4 P 0 63800 1.22 A 2289300 D Class A Common Stock 2003-10-30 4 P 0 700 1.23 A 2290000 D Class A Common Stock 46267352 I See footnote Class A Common Stock 27760412 I See footnote See Exhibit 99.1. /s/ Theodore J. Forstmann 2003-10-31 EX-99.1 3 ex-99d1.htm EX-99.1

Exhibit 99.1

Explanatory Note

As previously reported by the Reporting Person on a Statement of Changes in Beneficial Ownership on Form 4, pursuant to an Amended and Restated Purchase Agreement, dated as of January 30, 2002 (as amended on April 16, 2002), by and among McLeodUSA Incorporated (the “Issuer”), Forstmann Little & Co. Equity Partnership-VII, L.P. (“Equity-VII”), Forstmann Little & Co. Subordinated Debt and Equity Management Buyout Partnership-VIII, L.P. (“MBO-VIII”) and the parties signatory thereto, Equity-VII and MBO-VIII purchased from the Issuer, among other securities, for an aggregate purchase price of $175 million, 74,027,764 shares of the Issuer’s Class A Common Stock, of which 46,267,352 shares were issued to Equity-VII and 27,760,412 shares were issued to MBO-VIII. The Reporting Person is a general partner of FLC XXXII Partnership, L.P., which is the general partner of Equity-VII, and a general partner of FLC XXXIII Partnership, L.P., which is the general partner of MBO-VIII. The Reporting Person disclaims beneficial ownership of the securities issued to Equity-VII and MBO-VIII, except to the extent of his “pecuniary interest” (as such term is defined in Rule 16a-1 under the Securities and Exchange Act of 1934, as amended), if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 purposes or for any other purposes.

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