1. Name and Address of Reporting Person
*
MUSE JOHN R
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2. Date of Event Requiring Statement (MM/DD/YYYY)
9/18/2012
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3. Issuer Name
and
Ticker or Trading Symbol
LIN TV CORP. [TVL]
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(Last)
(First)
(Middle)
200 CRESCENT COURT, SUITE 1600
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
__
X
__ Director
___
X
___ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Street)
DALLAS, TX 75201
(City)
(State)
(Zip)
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5. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_
X
_ Form filed by More than One Reporting Person
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Explanation of Responses:
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(
1)
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All shares of Class C Common Stock will automatically convert into shares of Class A Common Stock on the date that at least a majority of the shares of Class B Common Stock have been converted into shares of Class A Common Stock.
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(
2)
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Not applicable.
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(
3)
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At any time upon the election of the holder; provided, that (i) any necessary approvals of the Federal Communications Commission have been obtained prior to any conversion, and (ii) no shares of Class B Common Stock will be converted into shares of Class C Common Stock unless the holders of at least a majority of the Class B Common Stock approve such conversion.
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(
4)
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Each share of Class C Common Stock is convertible into one fully paid and non-assessable share of Class A Common Stock for no additional consideration.
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(
5)
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Each share of Class B Common Stock is convertible into (i) one fully paid and non-assessable share of Class A Common Stock or (ii) one fully paid and non-assessable share of Class C Common Stock upon the election of the holder.
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(
6)
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Directly owned by Hicks, Muse, Tate & Furst Equity Fund III, L.P., a limited partnership of which the ultimate general partner is Hicks Muse Fund III Incorporated.
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(
7)
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Represents the aggregate of (i) 18,122,110 shares of class B common stock held of record by Hicks, Muse, Tate & Furst Equity Fund III, L.P., a limited partnership of which the ultimate general partner is Hicks Muse Fund III Incorporated, (ii) 236,980 shares of class B common stock held of record by HM3 Coinvestors, L.P., a limited partnership of which the ultimate general partner is Hicks Muse Fund III Incorporated, (iii) 4,692,329 shares of class B common stock held of record by Hicks, Muse, Tate & Furst Equity Fund IV, L.P., a limited partnership of which the ultimate general partner is Hicks, Muse Latin America Fund I Incorporated, (iv) 31,562 shares of class B common stock held of record by Hicks, Muse, Tate & Furst Private Equity Fund IV, L.P., a limited partnership of which the ultimate general partner is Hicks, Muse Latin America Fund I Incorporated, [continued in footnote 8]
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(
8)
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(v) 72,820 shares of class B common stock held of record by HM4-EQ Coinvestors, L.P., a limited partnership of which the ultimate general partner is Hicks, Muse Fund IV, LLC, (vi) 13,016 shares of class B common stock held of record by HM4-EN Coinvestors, L.P., a limited partnership of which the ultimate general partner is Hicks, Muse Fund IV, LLC, (vii) 8,329 shares of class B common stock held of record by HM4-P Coinvestors, L.P., a limited partnership of which the ultimate general partner is Hicks, Muse Fund IV, LLC, (viii) 127 shares of class B common stock held of record by HM 1-FOF Coinvestors, L.P., a limited partnership of which the ultimate general partner is Hicks, Muse Latin America Fund I Incorporated, and (ix) 123,466 shares of class B common stock held of record by Hicks, Muse & Co. Partners, L.P., a limited partnership of which the ultimate general partner is HM Partners Inc.
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(
9)
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John R. Muse is (a) the sole shareholder and an executive officer of Hicks, Muse Fund III Incorporated and Hicks, Muse Latin America Fund I Incorporated, (b) the sole member and an executive officer of Hicks, Muse Fund IV, LLC and (c) the majority stockholder, a director and an executive officer of HM Partners Inc. In addition, Mr. Muse and Andrew S. Rosen are the voting members of a committee that exercises voting and dispositive powers over the LIN TV securities held by the entities described in footnotes 6, 7 and 8 above, each of which are affiliated with HM Capital Partners I LP ("HMC").
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(
10)
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Messrs. Muse and Rosen are current partners of HMC. As a result of the foregoing, Mr. Muse and Mr. Rosen may be indirect beneficial owners of a portion of the shares of common stock beneficially owned by the HMC affiliates described above. Each of Mr. Muse and Mr. Rosen disclaim beneficial ownership except to the extent of any of their respective pecuniary interest therein.
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(
11)
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Directly owned by Mr. Muse.
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(
12)
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Directly owned by Muse Family Enterprises, Ltd. Indirectly beneficially owned by Mr. Muse. Mr. Muse disclaims beneficial ownership except to the extent of any pecuniary interest therein.
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(
13)
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Directly owned by JRM Interim Investors LP. Indirectly beneficially owned by Mr. Muse. Mr. Muse disclaims beneficial ownership except to the extent of any pecuniary interest therein.
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