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Home > Insider Trading > Latest 13D and 13G Filings > 13G Filing (0000950157-19-000754)

Filing Details

Accession Number:
0000950157-19-000754
Form Type:
13G Filing
Publication Date:
2019-07-09 09:09:46
Filed By:
Associated Partners Lp
Company:
Uniti Group Inc. (NASDAQ:UNIT)
Filing Date:
2019-07-08
SEC Url:
13G Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
PEG Bandwidth Holdings 0 1,125,000 0 1,125,000 1,125,000 0.5%
AP PEG Bandwidth Investments 0 1,125,000 0 1,125,000 1,125,000 0.5%
AP PEG Bandwidth Investments Holdings 0 1,125,000 0 1,125,000 1,125,000 0.5%
Associated Partners 0 9,802,163 0 9,802,163 9,802,163 5.1%
Associated Partners GP 0 9,802,163 0 9,802,163 9,802,163 5.1%
Associated Partners GP Limited 0 9,802,163 0 9,802,163 9,802,163 5.1%
David Berkman 0 9,878,363 0 9,878,363 9,878,363 5.1%
William Berkman 0 9,822,163 0 9,822,163 9,822,163 5.1%
Filing
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. )*

UNITI GROUP INC.
(Name of Issuer)
 
 Common Stock, $0.0001 par value per share
(Title of Class of Securities)
 
 91325V108
(CUSIP Number)
 
June 27, 2019
(Date of Event Which Requires Filing of this Statement)
 
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 
 ☐ Rule 13d-1(b)
 
 ☒ Rule 13d-1(c)
 
 ☐ 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).
 
 
 

CUSIP No. 91325V108
SCHEDULE 13G
Page 2 of 14 Pages

1
NAMES OF REPORTING PERSONS
 
 
PEG Bandwidth Holdings, LLC
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a) ☐
    
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
 0
 
 
 
 
6
SHARED VOTING POWER
 
 
 1,125,000
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
 0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 1,125,000
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
 
 
 1,125,000
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
 0.5%
 
 
 
 
12
TYPE OF REPORTING PERSON
 
 
 OO
 
 
 
 
 



 
CUSIP No. 91325V108
SCHEDULE 13G
Page 3 of 14 Pages

1
NAMES OF REPORTING PERSONS
 
 
AP PEG Bandwidth Investments, LLC  
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a) ☐
    
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
 0
 
 
 
 
6
SHARED VOTING POWER
 
 
 1,125,000
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
 0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 1,125,000
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
 
 
 1,125,000
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
 0.5%
 
 
 
 
12
TYPE OF REPORTING PERSON
 
 
 OO
 
 
 
 
 



 
CUSIP No. 91325V108
SCHEDULE 13G
Page 4 of 14 Pages

1
NAMES OF REPORTING PERSONS
 
 
AP PEG Bandwidth Investments Holdings, LP
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a) ☐
    
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
 0
 
 
 
 
6
SHARED VOTING POWER
 
 
 1,125,000
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
 0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 1,125,000
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
 
 
 1,125,000
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
 0.5%
 
 
 
 
12
TYPE OF REPORTING PERSON
 
 
 OO
 
 
 
 
 



 
CUSIP No. 91325V108
SCHEDULE 13G
Page 5 of 14 Pages

1
NAMES OF REPORTING PERSONS
 
 
Associated Partners, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a) ☐
    
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Guernsey
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
 0
 
 
 
 
6
SHARED VOTING POWER
 
 
 9,802,163
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
 0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 9,802,163
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
 
 
 9,802,163
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
 5.1%
 
 
 
 
12
TYPE OF REPORTING PERSON
 
 
 PN
 
 
 
 
 


 
 
CUSIP No. 91325V108
SCHEDULE 13G
Page 6 of 14 Pages

1
NAMES OF REPORTING PERSONS
 
 
Associated Partners GP, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a) ☐
    
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Guernsey
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
 0
 
 
 
 
6
SHARED VOTING POWER
 
 
 9,802,163
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
 0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 9,802,163
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
 
 
 9,802,163
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
 5.1%
 
 
 
 
12
TYPE OF REPORTING PERSON
 
 
 PN
 
 
 
 
 



 
CUSIP No. 91325V108
SCHEDULE 13G
Page 7 of 14 Pages

1
NAMES OF REPORTING PERSONS
 
 
Associated Partners GP Limited
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a) ☐
    
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 Guernsey
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
 0
 
 
 
 
6
SHARED VOTING POWER
 
 
 9,802,163
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
 0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 9,802,163
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
 
 
 9,802,163
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
 5.1%
 
 
 
 
12
TYPE OF REPORTING PERSON
 
 
 PN
 
 
 
 
 



 
CUSIP No. 91325V108
SCHEDULE 13G
Page 8 of 14 Pages

1
NAMES OF REPORTING PERSONS
 
 
David Berkman
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a) ☐
    
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
United States
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
 0
 
 
 
 
6
SHARED VOTING POWER
 
 
 9,878,363
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
 0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 9,878,363
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
 
 
 9,878,363
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
 5.1%
 
 
 
 
12
TYPE OF REPORTING PERSON
 
 
 IN
 
 
 
 
 



 
CUSIP No. 91325V108
SCHEDULE 13G
Page 9 of 14 Pages

1
NAMES OF REPORTING PERSONS
 
 
William Berkman
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a) ☐
    
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 United States
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
 0
 
 
 
 
6
SHARED VOTING POWER
 
 
 9,822,163
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
 0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 9,822,163
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
 
 
 9,822,163
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
 5.1%
 
 
 
 
12
TYPE OF REPORTING PERSON
 
 
 IN
 
 
 
 
 



CUSIP No. 91325V108
SCHEDULE 13G
Page 10 of 14 Pages

Item 1(a).
NAME OF ISSUER
   
 
The name of the issuer is Uniti Group Inc. (the “Company”).
 
Item 1(b).
ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES
   
 
The Company’s principal executive offices are located at 10802 Executive Center Drive, Benton Building, Suite 300, Little Rock, Arkansas 72211.
 
Item 2(a).
NAME OF PERSON FILING
   
 
This Schedule 13G is being filed on behalf of the following persons (the “Reporting Persons”):
(i) PEG Bandwidth Holdings, LLC, with respect to the Common Stock held by it;
(ii) AP PEG Bandwidth Investments, LLC, which is the sole member of PEG Bandwidth Holdings, LLC, with respect to the Common Stock held by PEG Bandwidth Holdings, LLC;
(iii) AP PEG Bandwidth Investments Holdings, LP, which is the sole member of AP PEG Bandwidth Investments, LLC, with respect to the Common Stock held by PEG Bandwidth Holdings, LLC;
(iv) Associated Partners, L.P., which is the limited partner that directly owns the equity of AP PEG Bandwidth Investments Holdings, LP, with respect to the Common Stock held by PEG Bandwidth Holdings, LLC;
(v) Associated Partners GP, L.P., which is the general partner of Associated Partners, L.P., with respect to the Common Stock held by PEG Bandwidth Holdings, LLC;
(vi) Associated Partners GP Limited, which is the general partner of Associated Partners GP, L.P., with respect to the Common Stock held by PEG Bandwidth Holdings, LLC; and
(vii) David Berkman and William Berkman, who, individually for their personal accounts, and through Associated Partners GP Limited, are responsible for the voting and investment decisions relating to the securities held by Associated Partners GP, L.P., Associated Partners, L.P., AP PEG Bandwidth Investments Holdings, LP, AP PEG Bandwidth Investments, LLC and PEG Bandwidth Holdings, LLC.
 
Item 2(b).
ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
   
 
The principal business address of each of the Reporting Persons is c/o Associated Partners, L.P., 3 Bala Plaza East, Suite 502, Bala Cynwyd, PA 19004.
 
Item 2(c).
CITIZENSHIP
 
 
The information required by Items 2(c) is set forth in Row 4 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
Item 2(d).
TITLE OF CLASS OF SECURITIES
   
 
Common Stock, par value $0.0001 per share (“Common Stock”).
 
Item 2(e).
CUSIP NUMBER
   
 
91325V108
 
Item 3.
IF THIS STATEMENT IS FILED PURSUANT TO Rules 13d-1(b), OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:
 

(a)
        ◻      Broker or dealer registered under Section 15 of the Act;


CUSIP No. 91325V108
SCHEDULE 13G
Page 11 of 14 Pages

 
(b)
◻
Bank as defined in Section 3(a)(6) of the Act;
 
(c)
◻
Insurance company as defined in Section 3(a)(19) of the Act;
 
(d)
◻
Investment company registered under Section 8 of the Investment Company Act of 1940;
 
(e)
◻
An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
 
(f)
◻
An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
 
(g)
◻
A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
 
(h)
◻
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
 
(i)
◻
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
 
(j)
◻
A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
 
(k)
◻
Group, in accordance with Rule 13d-1(b)(1)(ii)(K).
 
 
If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please
specify the type of institution: _____________________________________
 
Item 4.
OWNERSHIP
   
 
The information required by Items 4(a) - (c) is set forth in Rows 5 - 11 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
 
 
Item 5.
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
   
 
Not applicable.


CUSIP No. 91325V108
SCHEDULE 13G
Page 12 of 14 Pages

Item 6.
OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
   
 
Not applicable.
 
Item 7.
IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON
   
 
Not applicable.
 
Item 8.
IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
   
 
Not applicable.
 
Item 9.
NOTICE OF DISSOLUTION OF GROUP
   
 
Not applicable.
 
Item 10.
CERTIFICATION
   
 
Each of the Reporting Persons hereby makes the following certification:
 
By signing below each of the Reporting Persons certifies that, to the best of its or his knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.


CUSIP No. 91325V108
SCHEDULE 13G
Page 13 of 14 Pages

SIGNATURES

After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

DATED: July 8, 2019
 
 
PEG Bandwidth Holdings, LLC
  
       
 
By:
 /s/ David Berkman
  
 
Name:
 David Berkman  
 
Title:
 Managing Partner
  
 
 
AP PEG Bandwidth Investments, LLC
  
       
 
By:
 /s/ David Berkman  
 
Name:
 David Berkman  
 
Title:
 Managing Partner
 
 
 
AP PEG Bandwidth Investments Holdings, LP
  
       
 
By:
 /s/ David Berkman  
 
Name:
 David Berkman  
 
Title:
 Managing Partner of AP GP Holdings, LLC,
  
    the general partner
  
       
 
Associated Partners, L.P.
  
       
 
By:
 /s/ David Berkman  
 
Name:
 David Berkman  
 
Title:
 Director of Associated Partners GP Limited,
 
    the general partner of Associated Partners GP, L.P.,
  
    its general partner
  
       
 
Associated Partners GP, L.P.
  
       
 
By:
 /s/ David Berkman  
 
Name:
 David Berkman  
 
Title:
 Director of Associated Partners GP Limited,
  
    its general partner
  
       
 
Associated Partners GP Limited
  
       
 
By:
 /s/ David Berkman  
 
Name:
 David Berkman  
 
Title:
 Director
  
     
  /s/ David Berkman  
 
David Berkman
 
  
  /s/ William Berkman
 
 
William Berkman
  
     


CUSIP No. 91325V108
SCHEDULE 13G
Page 14 of 14 Pages

EXHIBIT A
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)

The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

DATED: July 8, 2019
 
 
PEG Bandwidth Holdings, LLC
  
       
 
By:
 /s/ David Berkman
  
 
Name:
 David Berkman  
 
Title:
 Managing Partner
  
 
 
AP PEG Bandwidth Investments, LLC
  
       
 
By:
 /s/ David Berkman  
 
Name:
 David Berkman  
 
Title:
 Managing Partner
 
 
 
AP PEG Bandwidth Investments Holdings, LP
  
       
 
By:
 /s/ David Berkman  
 
Name:
 David Berkman  
 
Title:
 Managing Partner of AP GP Holdings, LLC,
 
    the general partner
  
       
 
Associated Partners, L.P.
  
       
 
By:
 /s/ David Berkman  
 
Name:
 David Berkman  
 
Title:
 Director of Associated Partners GP Limited,
  
    the general partner of Associated Partners GP, L.P.,
  
    its general partner
  
       
 
Associated Partners GP, L.P.
  
       
 
By:
 /s/ David Berkman  
 
Name:
 David Berkman  
 
Title:
 Director of Associated Partners GP Limited,
  
    its general partner
  
       
 
Associated Partners GP Limited
  
       
 
By:
 /s/ David Berkman  
 
Name:
 David Berkman  
 
Title:
 Director
  
     
  /s/ David Berkman  
 
David Berkman
 
  
  /s/ William Berkman
 
 
William Berkman