Filing Details
- Accession Number:
- 0001193125-16-721543
- Form Type:
- 13G Filing
- Publication Date:
- 2016-09-27 16:06:02
- Filed By:
- M/c Venture Partners Vi L P
- Company:
- Zayo Group Holdings Inc. (NYSE:ZAYO)
- Filing Date:
- 2016-09-27
- SEC Url:
- 13G Filing
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 |
|---|---|---|---|---|---|---|
| M C Venture Partners VI | 0 | 176,026 | 0 | 176,026 | 176,026 | 0.1% |
| M C Venture Investors | 0 | 0 | 0 | 0 | 0 | 0% |
| Corelink Data Centers | 0 | 176,026 | 0 | 176,026 | 176,026 | 0.1% |
| M C VP VI | 0 | 176,026 | 0 | 176,026 | 176,026 | 0.1% |
| M C Venture Partners | 0 | 176,026 | 0 | 176,026 | 176,026 | 0.1% |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
ZAYO GROUP HOLDINGS, INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
98919V105
(CUSIP Number)
July 12, 2016
(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)
x Rule 13d-1(d)
| * | The remainder of this cover page shall be filled out for a reporting persons 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. 98919V105 | Schedule 13G | Page 1 of 10 |
| 1 | NAMES OF REPORTING PERSONS
M/C Venture Partners VI, L.P. | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
| |||||
| 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
176,026 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
176,026 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
176,026 | |||||
| 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 | |||||
| CUSIP No. 98919V105 | Schedule 13G | Page 2 of 10 |
| 1 | NAMES OF REPORTING PERSONS
M/C Venture Investors L.L.C. | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZEN OR PLACE OF ORGANIZATION
Massachusetts | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
0 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
0 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 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% | |||||
| 12 | TYPE OF REPORTING PERSON
OO | |||||
| CUSIP No. 98919V105 | Schedule 13G | Page 3 of 10 |
| 1 | NAMES OF REPORTING PERSONS
Corelink Data Centers, LLC | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
| |||||
| 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
176,026 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
176,026 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
176,026 | |||||
| 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
OO | |||||
| CUSIP No. 98919V105 | Schedule 13G | Page 4 of 10 |
| 1 | NAMES OF REPORTING PERSONS
M/C VP VI, L.P. | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
| |||||
| 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
176,026 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
176,026 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
176,026 | |||||
| 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 | |||||
| CUSIP No. 98919V105 | Schedule 13G | Page 5 of 10 |
| 1 | NAMES OF REPORTING PERSONS
M/C Venture Partners, LLC | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
| |||||
| 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
176,026 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
176,026 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
176,026 | |||||
| 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
OO | |||||
| CUSIP No. 98919V105 | Schedule 13G | Page 6 of 10 |
| ITEM 1. | (a) Name of Issuer: |
Zayo Group Holdings, Inc. (the Issuer).
| (b) Address of Issuers Principal Executive Offices: |
1805 29th Street, Suite 2050
Boulder, CO 80301
| 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:
M/C Venture Partners VI, L.P.
M/C Venture Investors L.L.C.
Corelink Data Centers, LLC
M/C VP VI, L.P.
M/C Venture Partners, LLC
| (b) Address of Principal Business Office: |
The business address of each of the Reporting Persons is c/o M/C Partners, 75 State Street, Suite 2500, Boston, MA 02109.
| (c) Citizenship: |
| M/C Venture Partners VI, L.P. | Delaware | |||
| M/C Venture Investors L.L.C. | Massachusetts | |||
| Corelink Data Centers, LLC | Delaware | |||
| M/C VP VI, L.P. | Delaware | |||
| M/C Venture Partners, LLC | Delaware |
| (d) Title of Class of Securities: |
Common stock, $0.001 par value per share (Common Stock).
| (e) CUSIP Number: |
98919V105
| ITEM 3. |
Not applicable.
| CUSIP No. 98919V105 | Schedule 13G | Page 7 of 10 |
| ITEM 4. | Ownership. |
Ownership (a-c)
The ownership information presented below represents beneficial ownership of Common Stock of the Issuer as of the date hereof, based upon 242,649,498 shares of the Issuers Common Stock outstanding as of August 19, 2016.
| Reporting Person | Amount beneficially owned | Percent of class | Sole power to vote or to direct the vote | Shared power to vote or to direct the vote | Sole power to dispose or to direct the disposition of | Shared power to direct the disposition of | ||||||||||||||||||
| M/C Venture Partners VI, L.P. | 176,026 | 0.1 | % | 0 | 176,026 | 0 | 176,026 | |||||||||||||||||
| M/C Venture Investors L.L.C. | 0 | 0 | % | 0 | 0 | 0 | 0 | |||||||||||||||||
| Corelink Data Centers, LLC | 176,026 | 0.1 | % | 0 | 176,026 | 0 | 176,026 | |||||||||||||||||
| M/C VP VI, L.P. | 176,026 | 0.1 | % | 0 | 176,026 | 0 | 176,026 | |||||||||||||||||
| M/C Venture Partners, LLC | 176,026 | 0.1 | % | 0 | 176,026 | 0 | 176,026 | |||||||||||||||||
Consists of 176,026 shares held of record by Corelink Data Centers, LLC. M/C Venture Partners VI, L.P. is the managing member of Corelink Data Centers, LLC. M/C VP VI, L.P. is the sole general partner of M/C Venture Partners VI, L.P. and M/C Venture Partners, LLC is the sole general partner of M/C VP VI, L.P. As the Managers of M/C Venture Partners, LLC, Gillis S. Cashman, Brian M. Clark, David D. Croll, James F. Wade and John W. Watkins collectively have investment and voting authority over the securities held by Corelink Data Centers, LLC. Each of the foregoing entities and individuals disclaims beneficial ownership of the shares held of record by Corelink Data Centers, LLC.
| ITEM 5. | Ownership of Five Percent or Less of a Class. |
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following: x
| 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.
| CUSIP No. 98919V105 | Schedule 13G | Page 8 of 10 |
| ITEM 8. | Identification and Classification of Members of the Group. |
Not applicable.
| ITEM 9. | Notice of Dissolution of Group. |
Not applicable.
| ITEM 10. | Certifications. |
Not applicable.
| CUSIP No. 98919V105 | Schedule 13G | Page 9 of 10 |
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: September 27, 2016
| M/C VENTURE PARTNERS VI, L.P. By: M/C VP VI, L.P., its general partner By: M/C Venture Partners, LLC, its general partner | ||
| By: | /s/ Gillis S. Cashman | |
| Name: | Gillis S. Cashman | |
| Title: | Manager | |
| M/C VENTURE INVESTORS L.L.C. | ||
| By: | /s/ Gillis S. Cashman | |
| Name: | Gillis S. Cashman | |
| Title: | Manager | |
| M/C VP VI, L.P. By: M/C Venture Partners, LLC, its general partner | ||
| By: | /s/ Gillis S. Cashman | |
| Name: | Gillis S. Cashman | |
| Title: | Manager | |
| M/C VENTURE PARTNERS, LLC | ||
| By: | /s/ Gillis S. Cashman | |
| Name: | Gillis S. Cashman | |
| Title: | Manager | |
| CORELINK DATA CENTERS, LLC By: M/C Venture Partners VI, L.P., its managing member By: M/C VP VI, L.P., its general partner By: M/C Venture Partners, LLC, its general partner | ||
| By: | /s/ Gillis S. Cashman | |
| Name: | Gillis S. Cashman | |
| Title: | Manager | |
| CUSIP No. 98919V105 | Schedule 13G | Page 10 of 10 |
LIST OF EXHIBITS
| Exhibit | Description | |
| 99 | Joint Filing Agreement (incorporated by reference to Exhibit 99 to the Schedule 13G filed by the Reporting Persons on February 12, 2015) | |