Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
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Altice USA, Inc.
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(Name of Issuer)
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Class A Common Stock, $0.01 par value per share (“Class A Common Stock”)
Class B Common Stock, $0.01 par value per share (“Class B Common Stock”)
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(Title of Class of Securities)
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Class A Common Stock: 02156K103
Class B Common Stock: 02156K202
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(CUSIP Number)
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December 31, 2020
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(Date of Event Which Requires Filing of this Statement)
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Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[X] Rule 13d-1(d)
[ ] Rule 13d-1(c)
[X] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
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1
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NAME OF REPORTING PERSON
Patrick Drahi
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ ]
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION:
Israel
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NUMBER OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
Class A Common Stock: 0
Class B Common Stock: 0
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6
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SHARED VOTING POWER
Class A Common Stock: 226,846,2201
Class B Common Stock: 182,884,4142
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7
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SOLE DISPOSITIVE POWER
Class A Common Stock: 0
Class B Common Stock: 0
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8
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SHARED DISPOSITIVE POWER
Class A Common Stock: 226,846,2201
Class B Common Stock: 182,884,414 2
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
Class A Common Stock: 226,846,2201
Class B Common Stock: 182,884,4142
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
[ ]
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
Class A Common Stock: 40.5%3
Class B Common Stock: 98.3%4
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12
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TYPE OF REPORTING PERSON (See Instructions)
IN
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1 Includes (i) 37,069,305 shares of Class A Common Stock held by Next Alt S.à r.l. (“Next Alt”), an indirect wholly-owned and controlled personal holding company of Patrick Drahi; (ii) 96,699,414 shares of Class A Common Stock issuable upon conversion of 96,699,414 shares of Class B Common Stock held by Next
Alt; (iii) 6,030,897 shares of Class A Common Stock held by UpperNext S.C.S.p. (“Uppernext”), a wholly-owned and controlled personal holding company of Patrick Drahi; (iv)
86,184,000 shares of Class A Common Stock issuable upon conversion of 86,184,000 shares of Class B Common Stock held by Bidfair Luxembourg S.à r.l. (“Bidfair”), an indirect wholly-owned and controlled personal holding company of Patrick Drahi; (v)
260,000 shares of Class A Common Stock held by Altice CVC Lux S.à r.l. (“Altice CVC”), an indirect, wholly-owned and controlled company of Patrick Drahi; (vi) 600,604 shares
of Class A Common stock issuable upon exercise of presently exercisable options to purchase Class A Common Stock held by Uppernext; (vii) 1,000 shares of Class A Common Stock held by A4 S.A. (“A4”), a company which is controlled by the family of Patrick Drahi; and (viii) 1,000 shares of Class A Common Stock issuable upon conversion of 1,000 shares of Class B Common Stock held by A4. Mr. Drahi disclaims beneficial
ownership of the shares of Class A Common Stock and Class B Common Stock held by A4. Mr. Drahi is a director of the Issuer, and Next Alt and A4 are parties to a stockholders agreement with the Issuer pursuant to which they have certain rights to
appoint directors of the Issuer. Accordingly, Mr. Drahi may be deemed to beneficially own shares of the Issuer held by A4. A4 is also an executive board member of New Altice Europe B.V., a company that is indirectly wholly-owned and controlled by
Patrick Drahi and that indirectly wholly-owns Altice CVC. Each share of Class B Common Stock is convertible at any time upon written notice of the holder into one share of Class A Common Stock.
2 Includes (i) 96,699,414 shares of Class B Common Stock held by Next Alt; (ii) 86,184,000 shares of Class B Common Stock held by Bidfair;
and (iii) 1,000 shares of Class B Common Stock held by A4. Mr. Drahi disclaims beneficial ownership of the 1,000 shares of Class B Common Stock held by A4.
3 This percentage is calculated based upon information set forth in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on October
30, 2020, according to which there were 377,121,626 shares of Class A Common Stock outstanding as of September 30, 2020, plus the 182,884,414 shares of Class A Common Stock underlying the shares of Class B Common Stock deemed to be held by the
Reporting Person and 600,604 shares of Class A Common Stock issuable upon exercise of presently exercisable options deemed to be held by the Reporting Person.
4 This percentage is calculated based upon information set forth in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on October
30, 2020, according to which there were 186,031,999 shares of Class B Common Stock outstanding as of September 30, 2020.
Item 1.
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Name of Issuer:
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Altice USA, Inc.
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Address of Issuer’s Principal Executive Offices:
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1 Court Square West
Long Island City, NY 11101
Item 2.
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Names of Persons Filing:
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This Schedule 13G/A is being filed by Patrick Drahi (the “Reporting Person”). The Schedule 13G/A that was previously filed on
February 14, 2020 listed, in addition to Patrick Drahi, the following persons as reporting persons: Next Alt S.à r.l. (“Next Alt”); Altice CVC Lux S.à r.l. (“Altice CVC”); Dexter Goei; Jean-Luc Berrebi; Nicolas Rotkoff; Abdelhakim Boubazine; and
Charles Stewart. Such persons are no longer reporting persons due to the following events.
Next Alt, previously entered into voting agreements (the “Concert
Group voting agreements”) with each of Dexter Goei, Jean-Luc Berrebi, Nicolas Rotkoff, Abdelhakim Boubazine and Charles Stewart (collectively, the “Concert Group”)
or their personal holding companies. The Concert Group voting agreements were terminated in March 2020 and Patrick Drahi is no longer deemed to beneficially own the shares of the Issuer’s Class A Common Stock and Class B Common Stock held by the
Concert Group.
Next Alt is indirectly wholly-owned and controlled by Patrick Drahi. It is no longer a party to the Concert Group voting agreements
and, consequently, it is no longer a separate reporting person.
Altice CVC was an indirect, wholly-owned subsidiary of Altice Europe N.V. (“Altice Europe”), which had not been directly or indirectly wholly-owned by Patrick Drahi. Altice Europe was acquired by an indirectly wholly-owned and controlled company of Patrick Drahi, and, consequently, the successor to
Altice Europe, New Altice Europe B.V., and Altice CVC are now indirectly wholly-owned by Patrick Drahi. Accordingly, Altice CVC is no longer a separate reporting person.
The filing of this statement shall not be construed as an admission that the Reporting Person is the beneficial owner of any
securities covered by the statement other than the securities actually owned by such person and his wholly-owned and controlled companies.
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Address of Principal Business Office or, if none, Residence:
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The principal business address of the Reporting Person is 5 Rue Eugène Ruppert, L-2453 Luxembourg, Grand Duchy of Luxembourg.
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Citizenship:
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Please refer to Row 4 of the cover sheet for the Reporting Person.
| (d) |
Title of Class of Securities:
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Class A Common Stock, $0.01 par value per share.
Class B Common Stock, $0.01 par value per share.
| (e) |
CUSIP Number:
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Class A Common Stock: 02156K103
Class B Common Stock: 02156K202
Item 3.
Not Applicable.
| Item 4. |
Ownership
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| (a) |
Amount beneficially owned: See the responses to Row 9 on the attached cover page.
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| (b) |
Percent of class: See the responses to Row 11 on the attached cover page.
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| (c) |
Number of shares as to which such person has:
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Sole power to vote or direct the vote: See the responses to Row 5 on the attached cover page.
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| (ii) |
Shared power to vote or direct the vote: See the responses to Row 6 on the attached cover page.
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| (iii) |
Sole power to dispose or direct the disposition of: See the responses to Row 7 on the attached cover page.
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| (iv) |
Shared power to dispose or direct the disposition of: See the responses to Row 8 on the attached cover page.
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| Item 5. |
Ownership Five Percent or Less of a Class
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Not Applicable.
| Item 6. |
Ownership of More than Five Percent on Behalf of Another Person
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See Item 4.
| Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
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Not Applicable.
| Item 8. |
Identification and Classification of Members of the Group
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Not Applicable.
| Item 9. |
Notice of Dissolution of Group
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See Item 2.
| Item 10. |
Certification
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Not Applicable.
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is
true, complete and correct.
Dated: February 8, 2021
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/s/ Patrick Drahi
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Patrick Drahi
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