13D Filing: Okumus Fund Management and Ascent Capital Group Inc. (ASCMA)

Ahmet H. Okumus

c/o Okumus Fund Management
Ltd.

767 Third Avenue, 35th
Floor

New York, NY 10017

Telephone Number: 212-201-2640

(Name, Address and Telephone Number of Person
Authorized to Receive

Notices and Communications)

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

The funds for the purchase of the Shares beneficially owned by the Reporting Persons came from working capital of the Opportunistic Value Fund, which is the direct owner of the Shares.  The net investment costs (including commissions, if any) of the Shares beneficially owned by the Reporting Persons is approximately $40,459,970.  No borrowed funds were used to purchase the Shares, other than any borrowed funds used for working capital purposes (including certain leverage arrangements) in the ordinary course of business.

The Shares beneficially owned by the Reporting
Persons were acquired for investment in the ordinary course of the Reporting Persons’ investment activities because they believe
the Shares represent an attractive investment opportunity.

Except as otherwise set forth herein, the Reporting
Persons do not have any present plans or proposals which would relate to, or result in, the matters set forth in subparagraphs
(a) – (j) of Item 4 of Schedule 13D. However, subject to market conditions and in compliance with applicable securities laws,
the Reporting Persons reserve the right, at a later date, to effect one or more of such changes or transactions in the number of
Shares they may be deemed to beneficially own in open-market transactions or privately negotiated transactions. The Reporting Persons
may also communicate with the Issuer’s management, the Board and other holders of Shares from time to time.

As of the date hereof, Okumus Fund Management
may be deemed to be the beneficial owner of 1,027,394 Shares, constituting 8.6% of the Shares, based upon 11,973,630 Shares outstanding
as of the date hereof. Okumus Fund Management has the sole power to vote or direct the vote of 0 Shares and the shared power to
vote or direct the vote of 1,027,394 Shares. Okumus Fund Management has the sole power to dispose or direct the disposition of
0 Shares and the shared power to dispose or direct the disposition of 1,027,394 Shares.

As of the date hereof, the Opportunistic Value
Fund may be deemed to be the beneficial owner of 1,027,394 Shares, constituting 8.6% of the Shares, based upon 11,973,630 Shares
outstanding as of the date hereof. The Opportunistic Value Fund has the sole power to vote or direct the vote of 0 Shares and the
shared power to vote or direct the vote of 1,027,394 Shares. The Opportunistic Value Fund has the sole power to dispose or direct
the disposition of 0 Shares and the shared power to dispose or direct the disposition of 1,027,394 Shares.

By virtue of Mr. Okumus’ position as
the President of Okumus Fund Management, as of the date hereof, Mr. Okumus may be deemed to be the beneficial owner of 1,027,394
Shares, constituting 8.6% of the Shares, based upon 11,973,630 Shares outstanding as of the date hereof. Mr. Okumus has the sole
power to vote or direct the vote of 0 Shares and the shared power to vote or direct the vote of 1,027,394 Shares. Mr. Okumus has
the sole power to dispose or direct the disposition of 0 Shares and the shared power to dispose or direct the disposition of 1,027,394
Shares.

The transactions in the Shares by the Reporting
Persons during the past sixty days are set forth in Exhibit B. Each reported transaction was an open market transaction.

N/A

Material to be
Filed as Exhibits.

Exhibit A: Joint Filing Agreement

Exhibit B: Schedule of Transactions in the Shares

Name: Ahmet H. Okumus

Title: President

Name: Ahmet H. Okumus

Title: Director

Name: Ahmet H. Okumus

Title: President

Name: Ahmet H. Okumus

Title: Director