Filing Details
- Accession Number:
- 0001104659-24-125945
- Form Type:
- 13D Filing
- Publication Date:
- 2024-12-04 19:00:00
- Filed By:
- Ares Management Llc
- Company:
- Frontier Communications Parent Inc. (NASDAQ:FYBR)
- Filing Date:
- 2024-12-05
- SEC Url:
- 13D 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 |
---|---|---|---|---|---|---|
ACOF VI Frontier AIV A1 | 0 | 227,727 | 0 | 227,727 | 227,727 | 0.1% |
ACOF VI Frontier AIV A | 0 | 81,664 | 0 | 81,664 | 81,664 | Less than 0.1% |
ACOF VI Frontier AIV A3 | 0 | 19,054 | 0 | 19,054 | 19,054 | Less than 0.1% |
ACOF VI Frontier AIV A4 | 0 | 247,716 | 0 | 247,716 | 247,716 | 0.1% |
ACOF VI Frontier AIV A5 | 0 | 272,212 | 0 | 272,212 | 272,212 | 0.1% |
ACOF VI Frontier AIV A6 | 0 | 152,441 | 0 | 152,441 | 152,441 | 0.1% |
ACOF VI Frontier AIV A7 | 0 | 275,871 | 0 | 275,871 | 275,871 | 0.1% |
ACOF VI Frontier AIV A8 | 0 | 277,115 | 0 | 277,115 | 277,115 | 0.1% |
ACOF VI Frontier AIV A9 | 0 | 260,238 | 0 | 260,238 | 260,238 | 0.1% |
ACOF VI Frontier AIV A10 | 0 | 82,290 | 0 | 82,290 | 82,290 | Less than 0.1% |
ACOF VI Frontier AIV B1 | 0 | 13,736,447 | 0 | 13,736,447 | 13,736,447 | 5.5% |
ACOF Investment Management | 0 | 15,632,775 | 0 | 15,632,775 | 15,632,775 | 6.3% |
ASOF Frontier AIV A1 | 0 | 105,592 | 0 | 105,592 | 105,592 | Less than 0.1% |
ASOF Frontier AIV A | 0 | 18,032 | 0 | 18,032 | 18,032 | Less than 0.1% |
ASOF Frontier AIV A3 | 0 | 830,837 | 0 | 830,837 | 830,837 | 0.3% |
ASOF Frontier AIV A4 | 0 | 281,844 | 0 | 281,844 | 281,844 | 0.1% |
ASOF Frontier AIV A5 | 0 | 167,160 | 0 | 167,160 | 167,160 | 0.1% |
ASOF Frontier AIV A6 | 0 | 292,124 | 0 | 292,124 | 292,124 | 0.1% |
ASOF Frontier AIV A7 | 0 | 289,417 | 0 | 289,417 | 289,417 | 0.1% |
ASOF Frontier AIV A8 | 0 | 238,026 | 0 | 238,026 | 238,026 | 0.1% |
ASOF Frontier AIV A9 | 0 | 360,644 | 0 | 360,644 | 360,644 | 0.1% |
ASOF Frontier AIV A10 | 0 | 259,665 | 0 | 259,665 | 259,665 | 0.1% |
ASOF Frontier AIV A11 | 0 | 245,236 | 0 | 245,236 | 245,236 | 0.1% |
ASOF Frontier AIV B1 | 0 | 9,597,579 | 0 | 9,597,579 | 9,597,579 | 3.9% |
ASOF II Frontier Holdings | 0 | 2,003,418 | 0 | 2,003,418 | 2,003,418 | 0.8% |
ASOF II Frontier Holdings | 0 | 96,560 | 0 | 96,560 | 96,560 | Less than 0.1% |
ASOF II Frontier Holdings | 0 | 107,553 | 0 | 107,553 | 107,553 | Less than 0.1% |
ASOF II Frontier Holdings | 0 | 104,240 | 0 | 104,240 | 104,240 | Less than 0.1% |
ASOF II Frontier Holdings | 0 | 103,240 | 0 | 103,240 | 103,240 | Less than 0.1% |
ASOF II Frontier Holdings | 0 | 109,407 | 0 | 109,407 | 109,407 | Less than 0.1% |
ASOF II Frontier Holdings | 0 | 109,675 | 0 | 109,675 | 109,675 | Less than 0.1% |
ASOF II A (DE) Frontier Holdings | 0 | 479,922 | 0 | 479,922 | 479,922 | 0.2% |
ASOF II A (DE) Frontier Holdings | 0 | 17,664 | 0 | 17,664 | 17,664 | Less than 0.1% |
ASOF Investment Management | 0 | 15,817,835 | 0 | 15,817,835 | 15,817,835 | 6.4% |
ASSF IV AIV B Holdings III | 0 | 2,376,302 | 0 | 2,376,302 | 2,376,302 | 1.0% |
ASSF IV AIV B | 0 | 4,717,158 | 0 | 4,717,158 | 4,717,158 | 1.9% |
ASSF Operating Manager IV | 0 | 4,717,158 | 0 | 4,717,158 | 4,717,158 | 1.9% |
Ares Management | 0 | 36,190,156 | 0 | 36,190,156 | 36,190,156 | 14.5% |
Ares Management Holdings | 0 | 36,190,156 | 0 | 36,190,156 | 36,190,156 | 14.5% |
Ares Holdco | 0 | 36,190,156 | 0 | 36,190,156 | 36,190,156 | 14.5% |
Ares Management Corporation | 0 | 36,190,156 | 0 | 36,190,156 | 36,190,156 | 14.5% |
Ares Voting | 0 | 36,190,156 | 0 | 36,190,156 | 36,190,156 | 14.5% |
Ares Management GP | 0 | 36,190,156 | 0 | 36,190,156 | 36,190,156 | 14.5% |
Ares Partners Holdco | 0 | 36,190,156 | 0 | 36,190,156 | 36,190,156 | 14.5% |
UNITED STATES |
SECURITIES AND EXCHANGE COMMISSION |
Washington, D.C. 20549 |
SCHEDULE 13D |
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Frontier Communications Parent, Inc.
(Name of Issuer)
Common Stock, $0.01 par value
(Title of Class of Securities)
35909D109
(CUSIP Number)
Naseem Sagati Aghili
1800 Avenue of the Stars
Suite 1400
Los Angeles, CA 90067
(310) 201-4100
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 3, 2024
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. x
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.
* 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 disclosures provided in a prior cover page.
The information required on 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).
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
CUSIP No. 35909D109 | 13D | Page 1 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ACOF VI Frontier AIV A1, L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
227,727 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
227,727 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
227,727 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
1
CUSIP No. 35909D109 | 13D | Page 2 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ACOF VI Frontier AIV A2, L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
81,664 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
81,664 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
81,664 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
2
CUSIP No. 35909D109 | 13D | Page 3 of 54 pages |
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 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
19,054 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
19,054 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
19,054 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
3
CUSIP No. 35909D109 | 13D | Page 4 of 54 pages |
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 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
247,716 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
247,716 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
247,716 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
4
CUSIP No. 35909D109 | 13D | Page 5 of 54 pages |
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 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
272,212 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
272,212 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
272,212 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
5
CUSIP No. 35909D109 | 13D | Page 6 of 54 pages |
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 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
152,441 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
152,441 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
152,441 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
6
CUSIP No. 35909D109 | 13D | Page 7 of 54 pages |
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 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
275,871 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
275,871 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
275,871 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
7
CUSIP No. 35909D109 | 13D | Page 8 of 54 pages |
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 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
277,115 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
277,115 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
277,115 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
8
CUSIP No. 35909D109 | 13D | Page 9 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ACOF VI Frontier AIV A9 L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
260,238 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
260,238 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
260,238 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
9
CUSIP No. 35909D109 | 13D | Page 10 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ACOF VI Frontier AIV A10 L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
82,290 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
82,290 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
82,290 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
10
CUSIP No. 35909D109 | 13D | Page 11 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ACOF VI Frontier AIV B1 L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
13,736,447 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
13,736,447 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
13,736,447 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.5% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
11
CUSIP No. 35909D109 | 13D | Page 12 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ACOF Investment Management LLC |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
15,632,775 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
15,632,775 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,632,775 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.3% |
14 | TYPE OF REPORTING PERSON (See Instructions)
OO (Limited Liability Company) |
12
CUSIP No. 35909D109 | 13D | Page 13 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ASOF Frontier AIV A1, L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
105,592 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
105,592 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
105,592 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
13
CUSIP No. 35909D109 | 13D | Page 14 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ASOF Frontier AIV A2, L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
18,032 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
18,032 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
18,032 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
14
CUSIP No. 35909D109 | 13D | Page 15 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ASOF Frontier AIV A3, L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
830,837 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
830,837 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
830,837 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.3% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
15
CUSIP No. 35909D109 | 13D | Page 16 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ASOF Frontier AIV A4, L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
281,844 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
281,844 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
281,844 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
16
CUSIP No. 35909D109 | 13D | Page 17 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ASOF Frontier AIV A5, L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
167,160 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
167,160 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
167,160 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
17
CUSIP No. 35909D109 | 13D | Page 18 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ASOF Frontier AIV A6, L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
292,124 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
292,124 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
292,124 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
18
CUSIP No. 35909D109 | 13D | Page 19 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ASOF Frontier AIV A7 L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
289,417 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
289,417 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
289,417 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
19
CUSIP No. 35909D109 | 13D | Page 20 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ASOF Frontier AIV A8 L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
238,026 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
238,026 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
238,026 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
20
CUSIP No. 35909D109 | 13D | Page 21 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ASOF Frontier AIV A9, L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
360,644 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
360,644 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
360,644 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
21
CUSIP No. 35909D109 | 13D | Page 22 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ASOF Frontier AIV A10, L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
259,665 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
259,665 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
259,665 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
22
CUSIP No. 35909D109 | 13D | Page 23 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ASOF Frontier AIV A11, L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
245,236 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
245,236 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
245,236 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
23
CUSIP No. 35909D109 | 13D | Page 24 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ASOF Frontier AIV B1, L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
9,597,579 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
9,597,579 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,597,579 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.9% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
24
CUSIP No. 35909D109 | 13D | Page 25 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ASOF II Frontier Holdings 1 L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
2,003,418 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
2,003,418 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,003,418 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.8% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
25
CUSIP No. 35909D109 | 13D | Page 26 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ASOF II Frontier Holdings 2 L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
96,560 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
96,560 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
96,560 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
26
CUSIP No. 35909D109 | 13D | Page 27 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ASOF II Frontier Holdings 3 L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
107,553 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
107,553 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
107,553 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
27
CUSIP No. 35909D109 | 13D | Page 28 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ASOF II Frontier Holdings 4 L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
104,240 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
104,240 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
104,240 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
28
CUSIP No. 35909D109 | 13D | Page 29 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ASOF II Frontier Holdings 5 L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
103,240 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
103,240 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
103,240 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
29
CUSIP No. 35909D109 | 13D | Page 30 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ASOF II Frontier Holdings 6 L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
109,407 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
109,407 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
109,407 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
30
CUSIP No. 35909D109 | 13D | Page 31 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ASOF II Frontier Holdings 7 L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
109,675 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
109,675 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
109,675 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
31
CUSIP No. 35909D109 | 13D | Page 32 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ASOF II A (DE) Frontier Holdings 1 L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
479,922 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
479,922 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
479,922 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.2% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
32
CUSIP No. 35909D109 | 13D | Page 33 of 54 pages |
1 | NAMES OF REPORTING PERSONS
ASOF II A (DE) Frontier Holdings 2 L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
17,664 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
17,664 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
17,664 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
33
CUSIP No. 35909D109 | 13D | Page 34 of 54 pages |
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 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
15,817,835 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
15,817,835 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,817,835 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.4% |
14 | TYPE OF REPORTING PERSON (See Instructions)
OO (Limited Liability Company) |
34
CUSIP No. 35909D109 | 13D | Page 35 of 54 pages |
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 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
2,376,302 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
2,376,302 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,376,302 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.0% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
35
CUSIP No. 35909D109 | 13D | Page 36 of 54 pages |
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 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
4,717,158 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
4,717,158 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,717,158 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.9% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
36
CUSIP No. 35909D109 | 13D | Page 37 of 54 pages |
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 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
4,717,158 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
4,717,158 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,717,158 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.9% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
37
CUSIP No. 35909D109 | 13D | Page 38 of 54 pages |
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 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
36,190,156 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
36,190,156 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
36,190,156 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
14.5% |
14 | TYPE OF REPORTING PERSON (See Instructions)
OO (Limited Liability Company) |
38
CUSIP No. 35909D109 | 13D | Page 39 of 54 pages |
1 | NAMES OF REPORTING PERSONS
Ares Management Holdings L.P. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
36,190,156 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
36,190,156 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
36,190,156 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
14.5% |
14 | TYPE OF REPORTING PERSON (See Instructions)
PN |
39
CUSIP No. 35909D109 | 13D | Page 40 of 54 pages |
1 | NAMES OF REPORTING PERSONS
Ares Holdco LLC |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
36,190,156 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
36,190,156 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
36,190,156 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
14.5% |
14 | TYPE OF REPORTING PERSON (See Instructions)
OO (Limited Liability Company) |
40
CUSIP No. 35909D109 | 13D | Page 41 of 54 pages |
1 | NAMES OF REPORTING PERSONS
Ares Management Corporation |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
36,190,156 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
36,190,156 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
36,190,156 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
14.5% |
14 | TYPE OF REPORTING PERSON (See Instructions)
CO |
41
CUSIP No. 35909D109 | 13D | Page 42 of 54 pages |
1 | NAMES OF REPORTING PERSONS
Ares Voting LLC |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
36,190,156 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
36,190,156 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
36,190,156 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
14.5% |
14 | TYPE OF REPORTING PERSON (See Instructions)
OO (Limited Liability Company) |
42
CUSIP No. 35909D109 | 13D | Page 43 of 54 pages |
1 | NAMES OF REPORTING PERSONS
Ares Management GP LLC |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
36,190,156 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
36,190,156 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
36,190,156 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
14.5% |
14 | TYPE OF REPORTING PERSON (See Instructions)
OO (Limited Liability Company) |
43
CUSIP No. 35909D109 | 13D | Page 44 of 54 pages |
1 | NAMES OF REPORTING PERSONS
Ares Partners Holdco LLC |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY
|
4 | SOURCE OF FUNDS (See Instructions)
WC |
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
0 |
8 | SHARED VOTING POWER
36,190,156 | |
9 | SOLE DISPOSITIVE POWER
0 | |
10 | SHARED DISPOSITIVE POWER
36,190,156 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
36,190,156 |
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
14.5% |
14 | TYPE OF REPORTING PERSON (See Instructions)
OO (Limited Liability Company) |
44
CUSIP No. 35909D109 | 13D | Page 45 of 54 pages |
EXPLANATORY NOTE
This Amendment No. 1 to Schedule 13D (this “Amendment No. 1”) amends and supplements the statement on Schedule 13D filed with the United States Securities and Exchange Commission on May 26, 2023 (as amended to date, the “Schedule 13D”), relating to the common stock, par value $0.01 per share (the “Common Stock”), of Frontier Communications Parent, Inc., a Delaware corporation (the “Issuer”). Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D.
Item 2. Identity and Background
Item 2(b) of the Schedule 13D is hereby amended and restated in its entirety as follows:
(b) The address of the principal office of each of the Reporting Persons, the Board Members (as defined below) and the other individuals set forth in Schedule A of this Schedule 13D (such other individuals, together with the Board Members, the “Managers”) is c/o Ares Management LLC, 1800 Avenue of the Stars, Suite 1400, Los Angeles, CA 90067
Item 5. Interest in Securities of the Issuer
Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows:
(a)-(b) The following sets forth, as of the date of this Schedule 13D, the aggregate number of shares of Common Stock and percentage of Common Stock beneficially owned by each of the Reporting Persons, as well as the number of shares of Common Stock as to which each Reporting Person has the 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, or shared power to dispose or to direct the disposition of, as of the date hereof, based on 249,015,000 shares of Common Stock outstanding as of November 1, 2024, as disclosed in the Issuer’s quarterly report on Form 10-Q filed with the Securities and Exchange Commission on November 5, 2024.
45
CUSIP No. 35909D109 | 13D | Page 46 of 54 pages |
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 | Shared power to dispose or to direct the disposition | ||||||||||||||||||
ACOF VI Frontier AIV A1, L.P. | 227,727 | 0.1 | % | 0 | 227,727 | 0 | 227,727 | |||||||||||||||||
ACOF VI Frontier AIV A2, L.P. | 81,664 | 0.0 | % | 0 | 81,664 | 0 | 81,664 | |||||||||||||||||
ACOF VI Frontier AIV A3, L.P. | 19,054 | 0.0 | % | 0 | 19,054 | 0 | 19,054 | |||||||||||||||||
ACOF VI Frontier AIV A4, L.P. | 247,716 | 0.1 | % | 0 | 247,716 | 0 | 247,716 | |||||||||||||||||
ACOF VI Frontier AIV A5, L.P. | 272,212 | 0.1 | % | 0 | 272,212 | 0 | 272,212 | |||||||||||||||||
ACOF VI Frontier AIV A6, L.P. | 152,441 | 0.1 | % | 0 | 152,441 | 0 | 152,441 | |||||||||||||||||
ACOF VI Frontier AIV A7, L.P. | 275,871 | 0.1 | % | 0 | 275,871 | 0 | 275,871 | |||||||||||||||||
ACOF VI Frontier AIV A8, L.P. | 277,115 | 0.1 | % | 0 | 277,115 | 0 | 277,115 | |||||||||||||||||
ACOF VI Frontier AIV A9, L.P. | 260,238 | 0.1 | % | 0 | 260,238 | 0 | 260,238 | |||||||||||||||||
ACOF VI Frontier AIV A10, L.P. | 82,290 | 0.0 | % | 0 | 82,290 | 0 | 82,290 | |||||||||||||||||
ACOF VI Frontier AIV B1, L.P. | 13,736,447 | 5.5 | % | 0 | 13,736,447 | 0 | 13,736,447 | |||||||||||||||||
ACOF Investment Management LLC | 15,632,775 | 6.3 | % | 0 | 15,632,775 | 0 | 15,632,775 | |||||||||||||||||
ASOF Frontier AIV A1, L.P. | 105,592 | 0.0 | % | 0 | 105,592 | 0 | 105,592 | |||||||||||||||||
ASOF Frontier AIV A2, L.P. | 18,032 | 0.0 | % | 0 | 18,032 | 0 | 18,032 | |||||||||||||||||
ASOF Frontier AIV A3, L.P. | 830,837 | 0.3 | % | 0 | 830,837 | 0 | 830,837 | |||||||||||||||||
ASOF Frontier AIV A4, L.P. | 281,844 | 0.1 | % | 0 | 281,844 | 0 | 281,844 | |||||||||||||||||
ASOF Frontier AIV A5, L.P. | 167,160 | 0.1 | % | 0 | 167,160 | 0 | 167,160 | |||||||||||||||||
ASOF Frontier AIV A6, L.P. | 292,124 | 0.1 | % | 0 | 292,124 | 0 | 292,124 | |||||||||||||||||
ASOF Frontier AIV A7, L.P. | 289,417 | 0.1 | % | 0 | 289,417 | 0 | 289,417 | |||||||||||||||||
ASOF Frontier AIV A8, L.P. | 238,026 | 0.1 | % | 0 | 238,026 | 0 | 238,026 | |||||||||||||||||
ASOF Frontier AIV A9, L.P. | 360,644 | 0.1 | % | 0 | 360,644 | 0 | 360,644 | |||||||||||||||||
ASOF Frontier AIV A10, L.P. | 259,665 | 0.1 | % | 0 | 259,665 | 0 | 259,665 | |||||||||||||||||
ASOF Frontier AIV A11, L.P. | 245,236 | 0.1 | % | 0 | 245,236 | 0 | 245,236 | |||||||||||||||||
ASOF Frontier AIV B1, L.P. | 9,597,579 | 3.9 | % | 0 | 9,597,579 | 0 | 9,597,579 | |||||||||||||||||
ASOF II Frontier Holdings 1 L.P. | 2,003,418 | 0.8 | % | 0 | 2,003,418 | 0 | 2,003,418 | |||||||||||||||||
ASOF II Frontier Holdings 2 L.P. | 96,560 | 0.0 | % | 0 | 96,560 | 0 | 96,560 | |||||||||||||||||
ASOF II Frontier Holdings 3 L.P. | 107,553 | 0.0 | % | 0 | 107,553 | 0 | 107,553 | |||||||||||||||||
ASOF II Frontier Holdings 4 L.P. | 104,240 | 0.0 | % | 0 | 104,240 | 0 | 104,240 | |||||||||||||||||
ASOF II Frontier Holdings 5 L.P. | 103,240 | 0.0 | % | 0 | 103,240 | 0 | 103,240 | |||||||||||||||||
ASOF II Frontier Holdings 6 L.P. | 109,407 | 0.0 | % | 0 | 109,407 | 0 | 109,407 | |||||||||||||||||
ASOF II Frontier Holdings 7 L.P. | 109,675 | 0.0 | % | 0 | 109,675 | 0 | 109,675 | |||||||||||||||||
ASOF II A (DE) Frontier Holdings 1 L.P. | 479,922 | 0.2 | % | 0 | 479,922 | 0 | 479,922 | |||||||||||||||||
ASOF II A (DE) Frontier Holdings 2 L.P. | 17,664 | 0.0 | % | 0 | 17,664 | 0 | 17,664 | |||||||||||||||||
ASOF Investment Management LLC | 15,817,835 | 6.4 | % | 0 | 15,817,835 | 0 | 15,817,835 | |||||||||||||||||
ASSF IV AIV B Holdings III, L.P. | 2,376,302 | 1.0 | % | 0 | 2,376,302 | 0 | 2,376,302 | |||||||||||||||||
ASSF IV AIV B, L.P. | 4,717,158 | 1.9 | % | 0 | 4,717,158 | 0 | 4,717,158 | |||||||||||||||||
ASSF Operating Manager IV L.P. | 4,717,158 | 1.9 | % | 0 | 4,717,158 | 0 | 4,717,158 | |||||||||||||||||
Ares Management LLC | 36,190,156 | 14.5 | % | 0 | 36,190,156 | 0 | 36,190,156 | |||||||||||||||||
Ares Management Holdings L.P. | 36,190,156 | 14.5 | % | 0 | 36,190,156 | 0 | 36,190,156 | |||||||||||||||||
Ares Holdco LLC | 36,190,156 | 14.5 | % | 0 | 36,190,156 | 0 | 36,190,156 | |||||||||||||||||
Ares Management Corporation | 36,190,156 | 14.5 | % | 0 | 36,190,156 | 0 | 36,190,156 | |||||||||||||||||
Ares Voting LLC | 36,190,156 | 14.5 | % | 0 | 36,190,156 | 0 | 36,190,156 | |||||||||||||||||
Ares Management GP LLC | 36,190,156 | 14.5 | % | 0 | 36,190,156 | 0 | 36,190,156 | |||||||||||||||||
Ares Partners Holdco LLC | 36,190,156 | 14.5 | % | 0 | 36,190,156 | 0 | 36,190,156 |
46
CUSIP No. 35909D109 | 13D | Page 47 of 54 pages |
Includes (i) 227,727 shares held by ACOF VI Frontier AIV A1, L.P.; (ii) 81,664 shares held by ACOF VI Frontier AIV A2, L.P.; (iii) 19,054 shares held by ACOF VI Frontier AIV A3, L.P.; (iv) 247,716 shares held by ACOF VI Frontier AIV A4, L.P.; (v) 272,212 shares held by ACOF VI Frontier AIV A5, L.P.; (vi) 152,441 shares held by ACOF VI Frontier AIV A6, L.P.; (vii) 275,871 shares held by ACOF VI Frontier AIV A7, L.P.; (viii) 277,115 shares held by ACOF VI Frontier AIV A8, L.P.; (ix) 260,238 shares held by ACOF VI Frontier AIV A9, L.P.; (x) 82,290 shares held by ACOF VI Frontier AIV A10, L.P.; (xi) 13,736,447 shares held by ACOF VI Frontier AIV B1, L.P. (together with the foregoing entities, the "ACOF VI Funds"); (xii) 105,592 shares held by ASOF Frontier AIV A1, L.P.; (xiii) 18,032 shares held by ASOF Frontier AIV A2, L.P.; (xiv) 830,837 shares held by ASOF Frontier AIV A3, L.P.; (xv) 281,844 shares held by ASOF Frontier AIV A4, L.P.; (xvi) 167,160 shares held by ASOF Frontier AIV A5, L.P.; (xvii) 292,124 shares held by ASOF Frontier AIV A6, L.P.; (xviii) 289,417 shares held by ASOF Frontier AIV A7, L.P.; (xix) 238,026 shares held by ASOF Frontier AIV A8, L.P.; (xx) 360,644 shares held by ASOF Frontier AIV A9, L.P.; (xxi) 259,665 shares held by ASOF Frontier AIV A10, L.P.; (xxii) 245,236 shares held by ASOF Frontier AIV A11, L.P.; (xxiii) 9,597,579 shares held by ASOF Frontier AIV B1, L.P. (together with the foregoing entities, the "ASOF Funds"); (xxiv) 2,003,418 shares held by ASOF II Frontier Holdings 1 L.P.; (xxv) 96,560 shares held by ASOF II Frontier Holdings 2 L.P.; (xxvi) 107,553 shares held by ASOF II Frontier Holdings 3 L.P.; (xxvii) 104,240 shares held by ASOF II Frontier Holdings 4 L.P.; (xxviii) 103,240 shares held by ASOF II Frontier Holdings 5 L.P.; (xxix) 109,407 shares held by ASOF II Frontier Holdings 6 L.P.; (xxx) 109,675 shares held by ASOF II Frontier Holdings 7 L.P.; (xxxi) 479,922 shares held by ASOF II A (DE) Frontier Holdings 1 L.P.; (xxxii) 17,664 shares held by ASOF II A (DE) Frontier Holdings 2 L.P. (together with the foregoing entities, the "ASOF II Funds"); (xxxiii) 2,376,302 shares held by ASSF IV AIV B Holdings III, L.P. and (xxxiv) 2,340,856 shares held by ASSF IV AIV B, L.P. (together with the foregoing entity, the "ASSF Funds"). Also includes 22,388 shares held by accounts managed by Ares Management LLC, with respect to which each of Ares Management Holdings L.P., Ares Holdco LLC, Ares Management Corporation, Ares Voting LLC, Ares Management GP LLC, and Ares Partners Holdco LLC may be deemed to share voting or dispositive power.
Ares Partners Holdco LLC is the sole member of each of Ares Voting LLC and Ares Management GP LLC, which together are the majority shareholders of Ares Management Corporation. Ares Management Corporation is the sole member of Ares Holdco LLC, which is the general partner of Ares Management Holdings LP, which is the sole member of Ares Management LLC, which is (a) the sole member of ACOF Investment Management LLC, which is the manager of the ACOF VI Funds, (b) the sole member of ASOF Investment Management LLC, which is the manager of the ASOF Funds and ASOF II Funds and (c) the general partner of ASSF Operating Manager IV, L.P., which is the manager of the ASSF Funds.
Each of the foregoing entities may be deemed to share beneficial ownership of the securities reported herein, but each disclaims any such beneficial ownership of securities not held of record by them. Ares Partners Holdco LLC is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over Board Members' decisions. Each of these individuals disclaims beneficial ownership of the securities that may be deemed to be beneficially owned by Ares Partners Holdco LLC.
(c) From November 18, 2024 to December 3, 2024, the Reporting Persons disposed of an aggregate of 2,722,740 shares of Common Stock in a series of open-market transactions. Details by date, listing the number of shares of Common Stock disposed of and the price per share, are provided below. The Reporting Persons undertake to provide, upon request by the staff of the SEC or the Issuer, full information regarding the number of shares sold at each separate price for each transaction.
Date | Shares Disposed Of | Price | ||||||
November 18, 2024 | 87,536 | $ | 34.9194 | |||||
November 19, 2024 | 196,166 | $ | 34.8118 | |||||
November 20, 2024 | 240,940 | $ | 34.6883 | |||||
November 21, 2024 | 239,195 | $ | 34.7934 | |||||
November 22, 2024 | 227,902 | $ | 34.8150 | |||||
November 25, 2024 | 360,922 | $ | 34.8771 | |||||
November 26, 2024 | 106,648 | $ | 34.8522 | |||||
November 27, 2024 | 83,491 | $ | 34.8039 | |||||
November 29, 2024 | 44,940 | $ | 34.8045 | |||||
December 2, 2024 | 475,000 | $ | 34.7489 | |||||
December 3, 2024 | 660,000 | $ | 34.5913 |
(d) None.
(e) Not applicable.
47
CUSIP No. 35909D109 | 13D | Page 48 of 54 pages |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Date: December 5, 2024
Ares Management LLC | ||
By: | /s/ Anton Feingold | |
Name: | Anton Feingold | |
Title: | Authorized Signatory | |
ACOF VI Frontier AIV A1, L.P. | ||
By: ACOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ACOF VI Frontier AIV A2, L.P. | ||
By: ACOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ACOF VI Frontier AIV A3, L.P. | ||
By: ACOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ACOF VI Frontier AIV A4, L.P. | ||
By: ACOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ACOF VI Frontier AIV A5, L.P. | ||
By: ACOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory |
48
CUSIP No. 35909D109 | 13D | Page 49 of 54 pages |
ACOF VI Frontier AIV A6, L.P. | ||
By: ACOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ACOF VI Frontier AIV A7, L.P. | ||
By: ACOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ACOF VI Frontier AIV A8, L.P. | ||
By: ACOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ACOF VI Frontier AIV A9, L.P. | ||
By: ACOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ACOF VI Frontier AIV A10, L.P. | ||
By: ACOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ACOF VI Frontier AIV B1, L.P. | ||
By: ACOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ACOF Investment Management LLC | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory |
49
CUSIP No. 35909D109 | 13D | Page 50 of 54 pages |
ASOF Frontier AIV A1, L.P. | ||
By: ASOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ASOF Frontier AIV A2, L.P. | ||
By: ASOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ASOF Frontier AIV A3, L.P. | ||
By: ASOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ASOF Frontier AIV A4, L.P. | ||
By: ASOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ASOF Frontier AIV A5, L.P. | ||
By: ASOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ASOF Frontier AIV A6, L.P. | ||
By: ASOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ASOF Frontier AIV A7, L.P. | ||
By: ASOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory |
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CUSIP No. 35909D109 | 13D | Page 51 of 54 pages |
ASOF Frontier AIV A8, L.P. | ||
By: ASOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ASOF Frontier AIV A9, L.P. | ||
By: ASOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ASOF Frontier AIV A10, L.P. | ||
By: ASOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ASOF Frontier AIV A11, L.P. | ||
By: ASOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ASOF Frontier AIV B1, L.P. | ||
By: ASOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ASOF II FRONTIER HOLDINGS 1 L.P. | ||
By: ASOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ASOF II FRONTIER HOLDINGS 2 L.P. | ||
By: ASOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory |
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CUSIP No. 35909D109 | 13D | Page 52 of 54 pages |
ASOF II FRONTIER HOLDINGS 3 L.P. | ||
By: ASOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ASOF II FRONTIER HOLDINGS 4 L.P. | ||
By: ASOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ASOF II FRONTIER HOLDINGS 5 L.P. | ||
By: ASOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ASOF II FRONTIER HOLDINGS 6 L.P. | ||
By: ASOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ASOF II FRONTIER HOLDINGS 7 L.P. | ||
By: ASOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ASOF II A (DE) FRONTIER HOLDINGS 1 L.P. | ||
By: ASOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ASOF II A (DE) FRONTIER HOLDINGS 2 L.P. | ||
By: ASOF Investment Management LLC, its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory |
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CUSIP No. 35909D109 | 13D | Page 53 of 54 pages |
ASOF Investment Management LLC | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ASSF IV AIV B Holdings III, L.P. | ||
By: ASSF Operating Manager IV, L.P., its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ASSF IV AIV B, L.P. | ||
By: ASSF Operating Manager IV, L.P., its manager | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
ASSF Operating Manager IV, L.P. | ||
By: | /s/ Evan Hoole | |
Name: | Evan Hoole | |
Title: | Authorized Signatory | |
Ares Management Holdings L.P. | ||
By: Ares Holdco LLC, its general partner | ||
By: | /s/ Anton Feingold | |
Name: | Anton Feingold | |
Title: | Authorized Signatory | |
Ares Holdco LLC | ||
By: | /s/ Anton Feingold | |
Name: | Anton Feingold | |
Title: | Authorized Signatory | |
Ares Management Corporation | ||
By: | /s/ Anton Feingold | |
Name: | Anton Feingold | |
Title: | Authorized Signatory | |
Ares Management GP LLC | ||
By: | /s/ Anton Feingold | |
Name: | Anton Feingold | |
Title: | Authorized Signatory |
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CUSIP No. 35909D109 | 13D | Page 54 of 54 pages |
Ares Voting LLC | ||
By: Ares Partners Holdco LLC, its sole member | ||
By: | /s/ Anton Feingold | |
Name: | Anton Feingold | |
Title: | Authorized Signatory | |
Ares Partners Holdco LLC | ||
By: | /s/ Anton Feingold | |
Name: | Anton Feingold | |
Title: | Authorized Signatory |
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