SEC Form 4 · accession 0001712184-18-000255
Liberty Latin America Ltd. · LILA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Eric Louis Zinterhofer
Director
Period of report
Oct 17, 2018
Accepted (ET)
Oct 18, 2018 · 5:16 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001712184
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class C Common SharesF1,F2,F3 | Oct 17, 2018 | P$0 | 9,500,000 | — | A | 9,500,000 | I | by Searchlight Capital Partners GP, L.P. |
| Class C Common SharesF4 | holding | — | — | — | 104,303 | I | by Searchlight Opportunities Fund, L.P. | |
| Class C Common SharesF5 | holding | — | — | — | 684 | I | by Searchlight Capital Partners, L.P. |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Certain funds affiliated with Searchlight Capital Partners, L.P. acquired the Class C common shares as consideration for the sale of certain assets pursuant to a Reorganization Agreement dated October 17, 2018, with the Issuer. The closing price of the Issuer's Class C common shares on October 17, 2018, was $19.19.
- F2The securities are owned by SCP Holdings (defined herein), and Searchlight Capital Partners GP, L.P. ("SCP GP LP") is the general partner of each such fund of SCP Holdings. Searchlight Capital Partners GP, LLC ("SCP GP") is the general partner of SCP GP LP. Eric Zinterhofer is a manager of SCP GP. By reason of the provisions of Rule 16a-1, Mr. Zinterhofer may be deemed to be the beneficial owner of the securities beneficially owned by SCP GP LP. Mr. Zinterhofer does not alone have dispositive or voting power with respect to any securities owned, directly or indirectly, by SCP GP LP or SCP GP. Mr. Zinterhofer hereby disclaims beneficial ownership of all securities, except to the extent of any indirect pecuniary interest therein and this report shall not be deemed an admission that Mr. Zinterhofer is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose.
- F3The following funds own the respective number of shares indicated: SCPV LEO, L.P. (3,688,510); SC LEO, L.P. (1,855,313); SC AIV LEO, L.P. (1,569,078); Searchlight/SIP Holdco SPV II (TRI), L.P. (395,651) and Searchlight LEO Co-Invest Partners, L.P. (1,991,448) (collectively, "SCP Holdings").
- F4The securities are owned by Searchlight Opportunities Fund, L.P. ("SOF"). Searchlight Opportunities Fund GP, L.P. ("SOF GP") is the general partner of SOF and Searchlight Opportunities Fund GP, LLC ("SOF GP LLC") is the general partner of SOF GP. Eric Zinterhofer is a manager of SOF GP LLC. By reason of the provisions of Rule 16a-1, Mr. Zinterhofer may be deemed to be the beneficial owner of the securities beneficially owned by SOF. Mr. Zinterhofer does not alone have dispositive or voting power with respect to any securities owned, directly or indirectly, by SOF, SOF GP or SOF GP LLC. Mr. Zinterhofer hereby disclaims beneficial ownership of all securities, except to the extent of any indirect pecuniary interest therein and this report shall not be deemed an admission that Mr. Zinterhofer is the beneficial owner of the securities for purposes of Section 16 of the Exchange Act or for any other purpose.
- F5The securities are owned by Searchlight Capital Partners, L.P. ("SCP"). Searchlight Capital Partners, LLC ("SCP LLC") is the general partner of SCP and the Reporting Person is a member of SCP LLC. By reason of the provisions of Rule 16a-1, the Reporting Person may be deemed to be the beneficial owner of the securities beneficially owned by SCP. The Reporting Person does not alone have dispositive or voting power with respect to any securities owned, directly or indirectly, by SCP. The Reporting Person hereby disclaims beneficial ownership of all securities, except to the extent of any indirect pecuniary interest therein and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Exchange Act or for any other purpose.
Remarks
The trading symbols for the Issuer's classes of common shares are LILA, LILAB, and LILAK.