Amendment: SEC Form SC 13D/A filed by Frontier Communications Parent Inc.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 3)*

 

 

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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box ☒

 

 

* 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).

 

1	NAMES OF REPORTING PERSONS
	Cerberus Capital Management, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☐
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
			14,943,408*
		8	SHARED VOTING POWER
			0*
		9	SOLE DISPOSITIVE POWER
			14,943,408*
		10	SHARED DISPOSITIVE POWER
			0*
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	14,943,408*
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	6.0%*
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IA, PN

* The percentage reported is based on 249,015,000 shares of common stock, par value $0.01 per share (the “Common Stock”), of Frontier Communications Parent, Inc. (the “Company”), outstanding as of November 1, 2024, based on information disclosed in the Company’s Form 10-Q filed with the Securities and Exchange Commission on November 5, 2024.  As of the filing date of this Amendment No. 3 to Schedule 13D (the “Filing Date”), funds managed by Cerberus Capital Management, L.P. and/or its investment management affiliates (the “Reporting Person”) hold in the aggregate 14,943,408 shares of Common Stock. The Reporting Person, through one or more intermediate entities, possesses the sole power to vote and the sole power to direct the disposition of all securities of the Company reported in this Schedule 13D, as amended. Therefore, as of the Filing Date, the Reporting Person may be deemed to beneficially own 14,943,408 shares of the Common Stock, or approximately 6.0% of the shares of Common Stock outstanding.

 

AMENDMENT NO. 3 TO SCHEDULE 13D

Item 4. Purpose of Transaction

Item 4 is hereby amended and supplemented by the addition of the following:

As of the date hereof, the Reporting Person beneficially owns the securities of the Company reported herein solely for investment purposes.  The Reporting Person intends to review its investment in the Company on a continuing basis in the future and expects that the Reporting Person will after the date of this filing and from time to time reduce its investment in the Company but may alternatively or in addition in the future, increase its investment position. Such actions are expected to depend on various factors, including, without limitation, price levels of the Common Stock, the Company’s financial and business position, this and other investment opportunities available to the Reporting Person, conditions in the securities market and general economic and industry conditions.

 

Item 5. Interest in Securities of the Issuer

 

Item 5 is amended as follows:

 

 

 

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.

 

 

SCHEDULE 1

 

TRANSACTIONS

 

 

 

(1) The prices in each of the following rows are weighted average prices. These shares were sold in multiple transactions. The Reporting Person undertakes to provide the Company or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.