Filing Details

 

 

	UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549

SCHEDULE 13G

 

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

 

Frontier Communications Parent, Inc.

(Name of Issuer)

 

Class A Common Stock, $0.001 par value

(Title of Class of Securities)

 

35909D109

 

(CUSIP Number)

 

April 30, 2021

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o	Rule 13d-1(b)
x	Rule 13d-1(c)
o	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. 35909D109

Schedule 13G

 

	1	Names of Reporting Persons ACOF VI Frontier AIV A1, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 281,837
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 281,837
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 281,837
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 0.1%*
	12	Type of Reporting Person PN

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s (as defined below) Current Report on Form 8-K, filed with the Securities and Exchange Commission on April 30, 2021 (the “8-K”) plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109

Schedule 13G

 

	1	Names of Reporting Persons ACOF VI Frontier AIV A2, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 119,906
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 119,906
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 119,906
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 **0.1%*
	12	Type of Reporting Person PN

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

** Denotes less than

 

 

CUSIP No. 35909D109

Schedule 13G

  

	1	Names of Reporting Persons ACOF VI Frontier AIV A3, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		¨
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 27,980
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 27,980
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 27,980
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 **0.1%*
	12	Type of Reporting Person PN

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

**Denotes less than.

 

  

CUSIP No. 35909D109

Schedule 13G

  

	1	Names of Reporting Persons ACOF VI Frontier AIV A4, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		¨
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 363,748
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 363,748
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 363,748
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  ¨ Not Applicable
	11	Percent of Class Represented by Amount in Row 9 0.1%*
	12	Type of Reporting Person PN

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109

Schedule 13G

  

	1	Names of Reporting Persons ACOF VI Frontier AIV A5, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		¨
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 399,741
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 399,741
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 399,741
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  ¨ Not Applicable
	11	Percent of Class Represented by Amount in Row 9 0.2%*
	12	Type of Reporting Person PN

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109

Schedule 13G

  

	1	Names of Reporting Persons ACOF VI Frontier AIV A6, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		¨
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 223,851
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 223,851
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 223,851
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  ¨ Not Applicable
	11	Percent of Class Represented by Amount in Row 9 0.1%*
	12	Type of Reporting Person PN

 

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109

Schedule 13G

  

	1	Names of Reporting Persons ACOF VI Frontier AIV A7, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		¨
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 204,221
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 204,221
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 204,221
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  ¨ Not Applicable
	11	Percent of Class Represented by Amount in Row 9 0.1%*
	12	Type of Reporting Person PN

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109

Schedule 13G

 

	1	Names of Reporting Persons ACOF VI Frontier AIV A8, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		¨
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 119,906
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 119,906
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 119,906
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  ¨ Not Applicable
	11	Percent of Class Represented by Amount in Row 9 **0.1%*
	12	Type of Reporting Person PN

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock. .

** Denotes less than

 

 

CUSIP No. 35909D109

Schedule 13G

 

	1	Names of Reporting Persons ACOF VI Frontier AIV A9, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 382,156
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 382,156
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 382,156
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 0.1%*
	12	Type of Reporting Person PN

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109

Schedule 13G

 

	1	Names of Reporting Persons ACOF VI Frontier AIV A10, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 98,249
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 98,249
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 98,249
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 **0.1%*
	12	Type of Reporting Person PN

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

**Denotes less than

 

 

CUSIP No. 35909D109

Schedule 13G

 

	1	Names of Reporting Persons ACOF VI Frontier AIV B1, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 14,926,705
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 14,926,705
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 14,926,705
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 5.7%*
	12	Type of Reporting Person PN

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109

Schedule 13G

 

	1	Names of Reporting Persons ACOF Investment Management LLC
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 17,148,300
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 17,148,300
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 17,148,300
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 6.6%*
	12	Type of Reporting Person OO

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109

Schedule 13G

 

	1	Names of Reporting Persons ASOF Frontier AIV A1, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 105,559
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 105,559
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 105,559
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 **0.1%*
	12	Type of Reporting Person PN

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

**Denotes less than

 

 

CUSIP No. 35909D109

Schedule 13G

 

	1	Names of Reporting Persons ASOF Frontier AIV A2, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 18,023
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 18,023
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 18,023
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 **0.1%*
	12	Type of Reporting Person PN

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

**Denotes less than

 

 

CUSIP No. 35909D109

Schedule 13G

 

	1	Names of Reporting Persons ASOF Frontier AIV A3, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 830,812
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 830,812
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 830,812
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 0.3%*
	12	Type of Reporting Person PN

 

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109

Schedule 13G

 

	1	Names of Reporting Persons ASOF Frontier AIV A4, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 281,813
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 281,813
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 281,813
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 0.1%*
	12	Type of Reporting Person PN

 

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109

Schedule 13G

 

	1	Names of Reporting Persons ASOF Frontier AIV A5, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 167,135
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 167,135
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 167,135
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 0.1%*
	12	Type of Reporting Person PN

 

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109	Schedule 13G

  

	1	Names of Reporting Persons ASOF Frontier AIV A6, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 292,085
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 292,085
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 292,085
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 0.1%*
	12	Type of Reporting Person PN

 

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109	Schedule 13G

  

	1	Names of Reporting Persons ASOF Frontier AIV A7, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 289,391
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 289,391
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 289,391
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 0.1%*
	12	Type of Reporting Person PN

 

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109	Schedule 13G

  

	1	Names of Reporting Persons ASOF Frontier AIV A8, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 238,003
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 238,003
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 238,003
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 0.1%*
	12	Type of Reporting Person PN

 

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109	Schedule 13G

  

	1	Names of Reporting Persons ASOF Frontier AIV A9, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 360,614
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 360,614
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 360,614
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 0.1%*
	12	Type of Reporting Person PN

 

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109	Schedule 13G

  

	1	Names of Reporting Persons ASOF Frontier AIV A10, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 259,616
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 259,616
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 259,616
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 0.1%*
	12	Type of Reporting Person PN

 

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109	Schedule 13G

  

	1	Names of Reporting Persons ASOF Frontier AIV A11, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 245,221
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 245,221
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 245,221
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 0.1%*
	12	Type of Reporting Person PN

 

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109

Schedule 13G

 

	1	Names of Reporting Persons ASOF Frontier AIV B1, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 9,597,799
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 9,597,799
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 9,597,799
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 3.7%*
	12	Type of Reporting Person PN

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109

Schedule 13G

  

	1	Names of Reporting Persons ASOF Investment Management LLC
	2	Check the Appropriate Box if a Member of a Group
		(a)		¨
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 12,686,071
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 12,686,071
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 12,686,071
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  ¨ Not Applicable
	11	Percent of Class Represented by Amount in Row 9 4.9%*
	12	Type of Reporting Person OO

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109

Schedule 13G

  

	1	Names of Reporting Persons ASSF IV AIV B Holdings III, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		¨
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 2,694,242
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 2,694,242
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 2,694,242
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  ¨ Not Applicable
	11	Percent of Class Represented by Amount in Row 9 1.0%*
	12	Type of Reporting Person PN

 * The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

  

CUSIP No. 35909D109

Schedule 13G

  

	1	Names of Reporting Persons ASSF IV AIV B, L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		¨
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 5,348,283
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 5,348,283
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 5,348,283
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  ¨ Not Applicable
	11	Percent of Class Represented by Amount in Row 9 2.1%*
	12	Type of Reporting Person PN

 * The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109

Schedule 13G

  

	1	Names of Reporting Persons ASSF Operating Manager IV L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		¨
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 5,348,283
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 5,348,283
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 5,348,283
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  ¨ Not Applicable
	11	Percent of Class Represented by Amount in Row 9 2.1%*
	12	Type of Reporting Person PN

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

  

CUSIP No. 35909D109

Schedule 13G

 

	1	Names of Reporting Persons Ares Management LLC
	2	Check the Appropriate Box if a Member of a Group
		(a)		¨
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 35,205,040
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 35,205,040
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 35,205,040
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  ¨ Not Applicable
	11	Percent of Class Represented by Amount in Row 9 13.5%*
	12	Type of Reporting Person OO

 * The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

CUSIP No. 35909D109

Schedule 13G

 

	1	Names of Reporting Persons Ares Management Holdings L.P.
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 35,205,040
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 35,205,040
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 35,205,040
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 13.5%*
	12	Type of Reporting Person CO

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109

Schedule 13G

 

	1	Names of Reporting Persons Ares Holdco LLC
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 35,205,040
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 35,205,040
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 35,205,040
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 13.5%*
	12	Type of Reporting Person CO

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109

Schedule 13G

 

	1	Names of Reporting Persons Ares Management Corporation
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 35,205,040
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 35,205,040
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 35,205,040
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 13.5%*
	12	Type of Reporting Person CO

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109

Schedule 13G

 

	1	Names of Reporting Persons Ares Voting LLC
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 35,205,040
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 35,205,040
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 35,205,040
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 13.5%*
	12	Type of Reporting Person OO

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock

 

 

CUSIP No. 35909D109

Schedule 13G

 

	1	Names of Reporting Persons Ares Management GP LLC
	2	Check the Appropriate Box if a Member of a Group
		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 35,205,040
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 35,205,040
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 35,205,040
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 13.5%*
	12	Type of Reporting Person OO

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

CUSIP No. 35909D109			Schedule 13G
	1	Names of Reporting Persons Ares Partners Holdco LLC
	2	Check the Appropriate Box if a Member of a Group

		(a)		o
		(b)		x
	3	SEC Use Only
	4	Citizen or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			5		Sole Voting Power 0
			6		Shared Voting Power 35,205,040
			7		Sole Dispositive Power 0
			8		Shared Dispositive Power 35,205,040
	9	Aggregate Amount Beneficially Owned by Each Reporting Person 35,205,040
	10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o Not Applicable
	11	Percent of Class Represented by Amount in Row 9 13.5%*
	12	Type of Reporting Person OO

* The calculation of the percentage of outstanding shares is based on (i) 244,400,000 shares of Class A Common Stock distributed to Senior Note Claimholders, as disclosed in the Issuer’s 8-K plus (ii) 15,600,000 shares of Class A Common Stock reserved for distribution to participants in a management incentive program, as disclosed in the 8-K, for a total of 260,000,000 outstanding shares of Class A Common Stock.

 

 

Item 1.
	(a)		Name of Issuer: Frontier Communications Parent, Inc. (the “Issuer”)
	(b)		Address of Issuer’s Principal Executive Offices: 401 Merritt 7, Norwalk, Connecticut, 06851
Item 2.
	(a)		Name of Person Filing: Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons”. This statement is filed on behalf of the Ares Direct Holders (as defined below), ACOF Investment Management LLC (“ACOF Investment Management”) the manager of the ACOF Funds (as defined below);ASOF Investment Management LLC, (“ASOF Investment Management”), the manager of ASOF Funds (as defined below); ASSF Operating Manager IV, L.P. (“ASSF Operating Manager”), the manager of the ASSF Funds (as defined below); Ares Management LLC; Ares Management Holdings L.P. (“Ares Management Holdings”); Ares Holdco LLC (“Ares Holdco”); Ares Management Corporation (“Ares Management”); Ares Management GP LLC (“Ares Management GP”); Ares Voting LLC (“Ares Voting”); and Ares Partners Holdco LLC (“Ares Partners”).
	(b)		Address or Principal Business Office: The business address of each Reporting Person is 2000 Avenue of the Stars, 12th Floor, Los Angeles, California 90067.
	(c)		Citizenship of each Reporting Person is: Each of the Reporting Persons is organized under the laws of the State of Delaware.
	(d)		Title of Class of Securities: The Issuer’s Class A Common Stock, par value $0.001 per share (the “Class A Common Stock”).
	(e)		CUSIP Number: 35909D109
Item 3.
				Not applicable.
Item 4.		Ownership

 

Ownership (a-b)

 

On April 14, 2020, the Issuer and certain of its subsidiaries filed voluntary petitions for relief under Chapter 11 of the United States Code, 11 U.S.C. §§ 101-1532 in the United States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”). On August 21, 2020, the Issuer filed the Fifth Amended Debtors’ Joint Plan of Reorganization Under Chapter 11 of the Bankruptcy Code with the Bankruptcy Court (the “Plan”). On August 21, 2020, the Bankruptcy Court entered an order (the “Confirmation Order”) confirming the Plan. On April 30, 2021 (the “Effective Date”), the conditions to effectiveness of the Plan were satisfied or waived and the Issuer emerged from Chapter 11. 

 

 

The ownership information presented below sets forth the number of shares and percentage of the Class A Common Stock that each Ares Direct Holder beneficially owns or may be deemed to beneficially own as of the filing date of this Schedule 13G, based on 260,000,000 shares of Class A Common Stock outstanding as of April 30, 2021 (as disclosed by the Issuer in its Current Report on Form 8-K filed with the Securities and Exchange Commission on April 30, 2020).

 

Pursuant to the Plan and the Confirmation Order, the Issuer issued 35,182,654 shares of its Class A Common Stock, par value $0.01 to: ACOF VI Frontier AIV A1, L.P., ACOF VI Frontier AIV A2, L.P., ACOF VI Frontier AIV A3, L.P., ACOF VI Frontier AIV A4, L.P., ACOF VI Frontier AIV A5, L.P., ACOF VI Frontier AIV A6, L.P., ACOF VI Frontier AIV A7, L.P., ACOF VI Frontier AIV A8, L.P., ACOF VI Frontier AIV A9, L.P., ACOF VI Frontier AIV A10, L.P., and ACOF VI Frontier AIV B1, L.P. (together with the foregoing entities, the “ACOF Funds”), ASOF Frontier AIV A1, L.P. (“ASOF Frontier AIV A1”), ASOF Frontier AIV A2, L.P. (“ASOF Frontier AIV A2”), ASOF Frontier AIV A3, L.P. (“ASOF Frontier AIV A3”), ASOF Frontier AIV A4, L.P. (“ASOF Frontier AIV A4”), ASOF Frontier AIV A5, L.P. (“ASOF Frontier AIV A5”), ASOF Frontier AIV A6, L.P. (“ASOF Frontier AIV A6”), ASOF Frontier AIV A7, L.P. (“ASOF Frontier AIV A7”), ASOF Frontier AIV A8, L.P. (“ASOF Frontier AIV A8”), ASOF Frontier AIV A9, L.P. (“ASOF Frontier AIV A9”), ASOF Frontier AIV A10, L.P. (“ASOF Frontier AIV A10”), ASOF Frontier AIV A11, L.P. (“ASOF Frontier AIV A11”), and ASOF Frontier AIV B1, L.P. (“ASOF Frontier AIV B1”, together with ASOF Frontier AIV A1, ASOF Frontier AIV A2, ASOF Frontier AIV A3, ASOF Frontier AIV A4, ASOF Frontier AIV A5, ASOF Frontier AIV A6, ASOF Frontier AIV A7, ASOF Frontier AIV A8, ASOF Frontier AIV A9, ASOF Frontier AIV A10, and ASOF Frontier AIV A11, the “ASOF Funds”), ASSF IV AIV B Holdings III, L.P. (“ASSF IV AIV B Holdings III”), ASSF IV AIV B, L.P. (together with ASSF IV AIV B Holdings III, the “ASSF Funds”, and together with the ACOF Funds and the ASOF Funds, the “Ares Direct Holders”). Such shares of Class A Common Stock are held of record by the Ares Holder under the heading “Ares Direct Holder” in the table below in the amounts set forth opposite each such Ares Direct Holder’s respective name.

  

Ares Direct Holder	Shares of Class A Common Stock Held of Record	Percent of Class
ACOF VI Frontier AIV A1, L.P.	281,837	0.1%
ACOF VI Frontier AIV A2, L.P.	119,906	*0.1%
ACOF VI Frontier AIV A3, L.P.	27,980	*0.1%
ACOF VI Frontier AIV A4, L.P.	363,748	0.1%
ACOF VI Frontier AIV A5, L.P.	399,741	0.2%
ACOF VI Frontier AIV A6, L.P.	223,851	0.1%
ACOF VI Frontier AIV A7, L.P.	204,221	0.1%
ACOF VI Frontier AIV A8, L.P.	119,906	*0.1%
ACOF VI Frontier AIV A9, L.P.	382,156	0.1%
ACOF VI Frontier AIV A10, L.P.	98,249	*0.1%
ACOF VI Frontier AIV B1, L.P.	14,926,705	5.7%
ASOF Frontier AIV A1, L.P.	105,559	*0.1%
ASOF Frontier AIV A2, L.P.	18,023	*0.1%
ASOF Frontier AIV A3, L.P.	830,812	0.3%
ASOF Frontier AIV A4, L.P.	281,813	0.1%
ASOF Frontier AIV A5, L.P.	167,135	0.1%
ASOF Frontier AIV A6, L.P.	292,085	0.1%
ASOF Frontier AIV A7, L.P.	289,391	0.1%
ASOF Frontier AIV A8, L.P.	238,003	0.1%
ASOF Frontier AIV A9, L.P.	360,614	0.1%
ASOF Frontier AIV B1, L.P.	9,597,799	3.7%
ASOF Frontier AIV A10, L.P.	259,616	0.1%
ASOF Frontier AIV A11, L.P.	245,221	0.1%
ASSF IV AIV B Holdings III, L.P.	2,694,242	1.0%
ASSF IV AIV B, L.P.	2,654,041	1.0%

*Denotes less than.

 

 

ACOF Investment Management is the manager of the ACOF Funds, ASOF Investment Management LLC is the manager of ASOF Funds, and ASSF Operating Manager is the manager of the ASSF Funds. Ares Management LLC is the sole member of ACOF Investment Management and ASOF Investment Management, and the general partner of ASSF Operating Manager, and accordingly, Ares Management LLC may be deemed to have beneficial ownership of the shares of Class A Common Stock reported herein. The sole member of Ares Management LLC is Ares Management Holdings, and the general partner of Ares Management Holdings is Ares Holdco. The sole member of Ares Holdco is Ares Management. Ares Management GP is the sole holder of the Class B common stock, $0.01 par value per share, of Ares Management (the “Ares Class B Common Stock”) and Ares Voting is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the “Ares Class C Common Stock”). Pursuant to Ares Management’s Certificate of Incorporation in effect as of the date of this Schedule 13G, the holders of the Ares Class B Common Stock and the Ares Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners. Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the “Board Members”). Mr. Ressler generally has veto authority over decisions by the Board Members.

 

Each of the Reporting Persons (other than the Ares Direct Holders, in each case, solely with respect to the shares of Class A Common Stock held of record by each such Ares Direct Holder as set forth above), the Board Members and the other directors, officers, partners, stockholders, members and managers of the Reporting Persons, expressly disclaims beneficial ownership of the shares of Class A Common Stock reported herein for purposes of Section 13(d) of the Act and the rules under Section 13(d) of the Act.

 

(c) The information contained on the cover pages to this Schedule 13G is incorporated herein by reference.

 

Item 5.	Ownership of Five Percent or Less of a Class

Not applicable.

 

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

 

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

 

By signing below I certify that, to the best of my 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, other than activities solely in connection with a nomination under § 240.14a-11.

 

 

 

SIGNATURE

 

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.

 

Date:  May 14, 2021

 

	ACOF VI Frontier AIV A1, L.P.
	By: ACOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory
	ACOF VI Frontier AIV A2, L.P.
	By: ACOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory
	ACOF VI Frontier AIV A3, L.P.
	By: ACOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory
	ACOF VI Frontier AIV A4, L.P.
	By: ACOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory

 

 

	ACOF VI Frontier AIV A5, L.P.
	By: ACOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory
	ACOF VI Frontier AIV A6, L.P.
	By: ACOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory
	ACOF VI Frontier AIV A7, L.P.
	By: ACOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory
	ACOF VI Frontier AIV A8, L.P.
	By: ACOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory
	ACOF VI Frontier AIV A9, L.P.
	By: ACOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory
	ACOF VI Frontier AIV A10, L.P.
	By: ACOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory

 

 

	ACOF VI Frontier AIV B1, L.P.
	By: ACOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory
	ACOF Investment Management LLC
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory
	ASOF Frontier AIV A1, L.P.
	By: ASOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory
	ASOF Frontier AIV A2, L.P.
	By: ASOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory
	ASOF Frontier AIV A3, L.P.
	By: ASOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory
	ASOF Frontier AIV A4, L.P.
	By: ASOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory

 

 

	ASOF Frontier AIV A5, L.P.
	By: ASOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory
	ASOF Frontier AIV A6, L.P.
	By: ASOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory
	ASOF Frontier AIV A7, L.P.
	By: ASOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory
	ASOF Frontier AIV A8, L.P.
	By: ASOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory
	ASOF Frontier AIV A9, L.P.
	By: ASOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory
	ASOF Frontier AIV A10, L.P.
	By: ASOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:  Naseem Sagati Aghili
	Its:   Authorized Signatory

 

 

	ASOF Frontier AIV A11, L.P.
	By: ASOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:	Naseem Sagati Aghili
	Its:	Authorized Signatory
	ASOF Frontier AIV B1, L.P.
	By: ASOF Investment Management LLC, its Manager
	/s/ Naseem Sagati Aghili
	By:	Naseem Sagati Aghili
	Its:	Authorized Signatory
	ASOF Investment Management LLC
	/s/ Naseem Sagati Aghili
	By:	Naseem Sagati Aghili
	Its:	Authorized Signatory
	ASSF IV AIV B Holdings III, L.P.
	By: ASSF Operating Manager IV, L.P., its Manager
	/s/ Naseem Sagati Aghili
	By:	Naseem Sagati Aghili
	Its:	Authorized Signatory
	ASSF IV AIV B, L.P.
	By: ASSF Operating Manager IV, L.P., its Manager
	/s/ Naseem Sagati Aghili
	By:	Naseem Sagati Aghili
	Its:	Authorized Signatory
	ASSF Operating Manager IV, L.P.
	/s/ Naseem Sagati Aghili
	By:	Naseem Sagati Aghili
	Its:	Authorized Signatory
	Ares Management LLC
	/s/ Naseem Sagati Aghili
	By:	Naseem Sagati Aghili
	Its:	Authorized Signatory

 

 

	Ares Management Holdings L.P.
	By: Ares Holdco LLC, its general partner
	/s/ Naseem Sagati Aghili
	By:	Naseem Sagati Aghili
	Its:	Authorized Signatory
	Ares Holdco LLC
	/s/ Naseem Sagati Aghili
	By:	Naseem Sagati Aghili
	Its:	Authorized Signatory
	Ares Management Corporation
	/s/ Naseem Sagati Aghili
	By:	Naseem Sagati Aghili
	Its:	Authorized Signatory
	Ares Voting LLC
	By: Ares Partners Holdco LLC, its general partner
	/s/ Naseem Sagati Aghili
	By:	Naseem Sagati Aghili
	Its:	Authorized Signatory
	Ares Management GP LLC
	/s/ Naseem Sagati Aghili
	By:	Naseem Sagati Aghili
	Its:	Authorized Signatory
	Ares Partners Holdco LLC
	/s/ Naseem Sagati Aghili
	By:	Naseem Sagati Aghili
	Its:	Authorized Signatory

 

 

LIST OF EXHIBITS

 

Exhibit No.		Description
99.1		Joint Filing Agreement, dated as of May 14, 2021, by and among the Reporting Persons.