Filing Details

Accession Number:
0001181431-10-042423
Form Type:
4
Zero Holdings:
No
Publication Time:
2010-08-18 13:00:00
Reporting Period:
2010-08-17
Filing Date:
2010-08-18
Accepted Time:
2010-08-18 16:33:40
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
771950 Westwood One Inc WWON Services-Amusement & Recreation Services (7900) 953980449
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1428776 Gores Group, Llc 10877 Wilshire Boulevard,
18Th Floor
Los Angeles CA 90024
Yes No Yes No
1428777 Gores Radio Holdings, Llc 10877 Wilshire Boulevard, 18Th Floor
Los Angeles CA 90024
Yes No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2010-08-17 769,231 $6.50 16,026,738 No 4 P Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Direct
Footnotes
  1. Pursuant to the terms and conditions of the Purchase Agreement between Westwood One, Inc., a Delaware corporation (the "Issuer"), and Gores Radio Holdings, LLC, a Delaware limited liability company ("Gores Radio"), dated as of August 17, 2010, Gores Radio will purchase, and the Issuer will issue, 769,231 shares of the Common Stock, at a per share price of $6.50 for an aggregate purchase price of $5,000,001.50. Gores Radio expects to consummate this acquisition on or about September 7, 2010.
  2. This Form 4 is filed on behalf of Gores Radio and The Gores Group, LLC, a Delaware limited liability company ("Gores" and, together with Gores Radio, the "Gores Entities"). Gores is the manager of Gores Radio. Gores Capital Partners II, L.P. and Gores Co-Invest Partnership II, L.P. (collectively, the "Gores Funds") are members of Gores Radio. Each of the members of Gores Radio has the right to receive dividends from, or proceeds from, the sale of investments by Gores Radio, including the shares of Common Stock, in accordance with their membership interests in Gores Radio. (Continued to footnote 3)
  3. Gores Capital Advisors II, LLC ("Gores Advisors") is the general partner of the Gores Funds. Alec E. Gores is the managing member of Gores. Each of the members of Gores Advisors (including Gores and its members) has the right to receive dividends from, or proceeds from, the sale of investments by the Gores Entities, in accordance with their membership interests in Gores Advisors. Under applicable law, certain of these entities, individuals and their respective spouses may be deemed to be beneficial owners having indirect ownership of the securities owned of record by Gores Radio by virtue of such status. (Continued to footnote 4)
  4. Each of the Gores Entities disclaims ownership of all shares reported herein in excess of their pecuniary interests, if any. Each of Alec E. Gores, the Gores Funds and Gores Advisors disclaims ownership of all shares reported herein in excess of their pecuniary interests, if any, and the filing of this Form 4 shall not be deemed an admission that such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purposes.