UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )
ZAYO GROUP HOLDINGS, INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
98919V105
(CUSIP Number)
December 31, 2014
(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 21 |
1 | NAMES OF REPORTING PERSONS
Columbia Capital Equity Partners IV (QP), 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
20,820,667 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
20,820,667 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,820,667 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not Applicable | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.7% | |||||
12 | TYPE OF REPORTING PERSON
PN |
CUSIP No. 98919V105 | Schedule 13G | Page 2 of 21 |
1 | NAMES OF REPORTING PERSONS
Columbia Capital Equity Partners IV (QPCO), 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
2,561,721 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
2,561,721 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,561,721 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not Applicable | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.1% | |||||
12 | TYPE OF REPORTING PERSON
PN |
CUSIP No. 98919V105 | Schedule 13G | Page 3 of 21 |
1 | NAMES OF REPORTING PERSONS
Columbia Capital Employee Investors IV, 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
158,370 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
158,370 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
158,370 | |||||
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 4 of 21 |
1 | NAMES OF REPORTING PERSONS
Columbia Capital Equity Partners III (QP), 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
267,530 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
267,530 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
267,530 | |||||
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 21 |
1 | NAMES OF REPORTING PERSONS
Columbia Capital Equity Partners III (Cayman), 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
Cayman Islands | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
146,915 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
146,915 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
146,915 | |||||
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 6 of 21 |
1 | NAMES OF REPORTING PERSONS
Columbia Capital Equity Partners III (AI), 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
14,779 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
14,779 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
14,779 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not Applicable | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0% | |||||
12 | TYPE OF REPORTING PERSON
PN |
CUSIP No. 98919V105 | Schedule 13G | Page 7 of 21 |
1 | NAMES OF REPORTING PERSONS
Columbia Capital Investors III, 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
66,010 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
66,010 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
66,010 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not Applicable | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0% | |||||
12 | TYPE OF REPORTING PERSON
OO |
CUSIP No. 98919V105 | Schedule 13G | Page 8 of 21 |
1 | NAMES OF REPORTING PERSONS
Columbia Capital Employee Investors III, 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
2,614 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
2,614 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,614 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not Applicable | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0% | |||||
12 | TYPE OF REPORTING PERSON
OO |
CUSIP No. 98919V105 | Schedule 13G | Page 9 of 21 |
1 | NAMES OF REPORTING PERSONS
Columbia Capital Equity Partners IV, 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
23,382,388 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
23,382,388 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
23,382,388 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not Applicable | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.8% | |||||
12 | TYPE OF REPORTING PERSON
PN |
CUSIP No. 98919V105 | Schedule 13G | Page 10 of 21 |
1 | NAMES OF REPORTING PERSONS
Columbia Capital IV, 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
23,540,758 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
23,540,758 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
23,540,758 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not Applicable | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.8% | |||||
12 | TYPE OF REPORTING PERSON
OO |
CUSIP No. 98919V105 | Schedule 13G | Page 11 of 21 |
1 | NAMES OF REPORTING PERSONS
Columbia Capital Equity Partners (Cayman) III, Ltd. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) ¨ | |||||
3 | SEC USE ONLY
| |||||
4 | CITIZEN OR PLACE OF ORGANIZATION
Cayman Islands | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
146,915 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
146,915 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
146,915 | |||||
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
CO |
CUSIP No. 98919V105 | Schedule 13G | Page 12 of 21 |
1 | NAMES OF REPORTING PERSONS
Columbia Capital Equity Partners III, 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
497,848 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
497,848 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
497,848 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not Applicable | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.2% | |||||
12 | TYPE OF REPORTING PERSON
PN |
CUSIP No. 98919V105 | Schedule 13G | Page 13 of 21 |
1 | NAMES OF REPORTING PERSONS
Columbia Capital III, 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
497,848 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
497,848 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
497,848 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not Applicable | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.2% | |||||
12 | TYPE OF REPORTING PERSON
OO |
CUSIP No. 98919V105 | Schedule 13G | Page 14 of 21 |
1 | NAMES OF REPORTING PERSONS
James B. Fleming, Jr. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) ¨ | |||||
3 | SEC USE ONLY
| |||||
4 | CITIZEN OR PLACE OF ORGANIZATION
United States | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
24,038,606 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
24,038,606 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
24,038,606 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not Applicable | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.1% | |||||
12 | TYPE OF REPORTING PERSON
IN |
CUSIP No. 98919V105 | Schedule 13G | Page 15 of 21 |
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:
Columbia Capital Equity Partners IV (QP), L.P.
Columbia Capital Equity Partners IV (QPCO), L.P.
Columbia Capital Employee Investors IV, L.P.
Columbia Capital Equity Partners III (QP), L.P.
Columbia Capital Equity Partners III (Cayman), L.P.
Columbia Capital Equity Partners III (AI), L.P.
Columbia Capital Investors III, LLC
Columbia Capital Employee Investors III, LLC
Columbia Capital Equity Partners IV, L.P.
Columbia Capital IV, LLC
Columbia Capital Equity Partners (Cayman) III, Ltd.
Columbia Capital Equity Partners III, L.P.
Columbia Capital III, LLC
James B. Fleming, Jr.
(b) | Address of Principal Business Office: |
The business address of each of the Reporting Persons is 204 S. Union Street, Alexandria, VA 22314.
CUSIP No. 98919V105 | Schedule 13G | Page 16 of 21 |
(c) | Citizenship: |
Columbia Capital Equity Partners IV (QP), L.P. | Delaware | |
Columbia Capital Equity Partners IV (QPCO), L.P. | Delaware | |
Columbia Capital Employee Investors IV, L.P. | Delaware | |
Columbia Capital Equity Partners III (QP), L.P. | Delaware | |
Columbia Capital Equity Partners III (Cayman), L.P. | Cayman Islands | |
Columbia Capital Equity Partners III (AI), L.P. | Delaware | |
Columbia Capital Investors III, LLC | Delaware | |
Columbia Capital Employee Investors III, LLC | Delaware | |
Columbia Capital Equity Partners IV, L.P. | Delaware | |
Columbia Capital IV, LLC | Delaware | |
Columbia Capital Equity Partners (Cayman) III, Ltd. | Cayman Islands | |
Columbia Capital Equity Partners III, L.P. | Delaware | |
Columbia Capital III, LLC | Delaware | |
James B. Fleming, Jr. | United States |
(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 17 of 21 |
ITEM 4. | Ownership. |
Ownership (a-c)
The ownership information presented below represents beneficial ownership of Common Stock of the Issuer as of December 31, 2014, based upon 239,008,679 shares of the Issuers Common Stock outstanding as of November 10, 2014.
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 dispose or to direct the disposition of |
||||||||||||||||||
Columbia Capital Equity Partners IV (QP), L.P. |
20,820,667 | 8.7 | % | 0 | 20,820,667 | 0 | 20,820,667 | |||||||||||||||||
Columbia Capital Equity Partners IV (QPCO), L.P. |
2,561,721 | 1.1 | % | 0 | 2,561,721 | 0 | 2,561,721 | |||||||||||||||||
Columbia Capital Employee Investors IV, L.P. |
158,370 | 0.1 | % | 0 | 158,370 | 0 | 158,370 | |||||||||||||||||
Columbia Capital Equity Partners III (QP), L.P. |
267,530 | 0.1 | % | 0 | 267,530 | 0 | 267,530 | |||||||||||||||||
Columbia Capital Equity Partners III (Cayman), L.P. |
146,915 | 0.1 | % | 0 | 146,915 | 0 | 146,915 | |||||||||||||||||
Columbia Capital Equity Partners III (AI), L.P. |
14,779 | 0.0 | % | 0 | 14,779 | 0 | 14,779 | |||||||||||||||||
Columbia Capital Investors III, LLC |
66,010 | 0.0 | % | 0 | 66,010 | 0 | 66,010 | |||||||||||||||||
Columbia Capital Employee Investors III, LLC |
2,614 | 0.0 | % | 0 | 2,614 | 0 | 2,614 | |||||||||||||||||
Columbia Capital Equity Partners IV, L.P. |
23,382,388 | 9.8 | % | 0 | 23,382,388 | 0 | 23,382,388 | |||||||||||||||||
Columbia Capital IV, LLC |
23,540,758 | 9.8 | % | 0 | 23,540,758 | 0 | 23,540,758 | |||||||||||||||||
Columbia Capital Equity Partners (Cayman) III, Ltd. |
146,915 | 0.1 | % | 0 | 146,915 | 0 | 146,915 | |||||||||||||||||
Columbia Capital Equity Partners III, L.P. |
497,848 | 0.2 | % | 0 | 497,848 | 0 | 497,848 | |||||||||||||||||
Columbia Capital III, LLC |
497,848 | 0.2 | % | 0 | 497,848 | 0 | 497,848 | |||||||||||||||||
James B. Fleming, Jr. |
24,038,606 | 10.1 | % | 0 | 24,038,606 | 0 | 24,038,606 |
Consists of (i) 20,820,667 shares held of record by Columbia Capital Equity Partners IV (QP), L.P. (CCEP IV (QP)); (ii) 2,561,721 shares held of record by Columbia Capital Equity Partners IV (QPCO), L.P. (CCEP IV (QPCO)); (iii) 158,370 shares held of record by Columbia Capital Employee Investors IV, L.P. (CCEI IV); (iv) 267,530 shares held of record by Columbia Capital Equity Partners III (QP), L.P. (CCEP III (QP)); (v) 146,915 shares held of record by Columbia Capital Equity Partners III (Cayman), L.P. (CCEP III (Cayman)); (vi) 14,779 shares held of record by Columbia Capital Equity Partners III (AI), L.P. (CCEP III (AI)); (vii) 66,010 shares held of record by Columbia Capital Investors III, LLC (CCI III); and (viii) 2,614 shares held of record by Columbia Capital Employee Investors III, LLC (CCEI III) (collectively, the Columbia Entities). Columbia Capital Equity Partners IV, L.P. (CCEP IV) is the general partner of CCEP IV (QP) and CCEP IV (QPCO). Columbia Capital IV, LLC (CC IV) is the general partner of CCEP IV and CCEI IV. CC IV has sole voting and investment power over the shares held directly and indirectly by the entities of which it is the general partner as described above. James B. Fleming, Jr. controls CC IV, and as a result, he exercises voting and investment control over all the shares held by CCEP IV (QP), CCEP IV (QPCO) and CCEI IV. The general partner of CCEP III (Cayman) is Columbia Capital Equity Partners (Cayman) III, Ltd. Columbia Capital Equity Partners III, L.P. (CCEP III) is the sole stockholder of Columbia Capital Equity Partners (Cayman) III, Ltd. and is also the managing member of CCI III and CCEI III. CCEP III is also the general partner of CCEP III (QP) and CCEP III (AI). The general partner of CCEP III is Columbia Capital III, LLC (CCIII). Mr. Fleming controls CCIII, and as a result, he exercises voting and investment control over all the shares held by CCEP III (QP), CCEP III (AI), CCEP III (Cayman), CCI III and CCEI III. Each of the foregoing entities and Mr. Fleming disclaims beneficial ownership of the shares held of record by the Columbia Entities.
CUSIP No. 98919V105 | Schedule 13G | Page 18 of 21 |
ITEM 5. | Ownership of Five Percent or Less of a Class. |
Not applicable.
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.
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 19 of 21 |
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: February 12, 2015
COLUMBIA CAPITAL EQUITY PARTNERS IV (QP), L.P. | ||
By: Columbia Capital Equity Partners IV, L.P., its general partner | ||
By: Columbia Capital IV, LLC, its general partner | ||
By: | /s/ Donald A. Doering | |
Name: | Donald A. Doering | |
Title: | Executive Vice President | |
COLUMBIA CAPITAL EQUITY PARTNERS IV (QPCO), L.P. | ||
By: Columbia Capital Equity Partners IV, L.P., its general partner | ||
By: Columbia Capital IV, LLC, its general partner | ||
By: | /s/ Donald A. Doering | |
Name: | Donald A. Doering | |
Title: | Executive Vice President | |
COLUMBIA CAPITAL EMPLOYEE INVESTORS IV, L.P. | ||
By: Columbia Capital IV, LLC, its general partner | ||
By: | /s/ Donald A. Doering | |
Name: | Donald A. Doering | |
Title: | Executive Vice President | |
COLUMBIA CAPITAL EQUITY PARTNERS III (QP), L.P. | ||
By: Columbia Capital Equity Partners III, L.P., its general partner | ||
By: Columbia Capital III, LLC, its general partner | ||
By: | /s/ Donald A. Doering | |
Name: | Donald A. Doering | |
Title: | Executive Vice President |
CUSIP No. 98919V105 | Schedule 13G | Page 20 of 21 |
COLUMBIA CAPITAL EQUITY PARTNERS III (CAYMAN), L.P. | ||
By: Columbia Capital Equity Partners (Cayman) III, Ltd., its general partner | ||
By: Columbia Capital Equity Partners III, L.P., its sole shareholder | ||
By: Columbia Capital III, LLC, its general partner | ||
By: | /s/ Donald A. Doering | |
Name: | Donald A. Doering | |
Title: | Executive Vice President | |
COLUMBIA CAPITAL EQUITY PARTNERS III (AI), L.P. | ||
By: Columbia Capital Equity Partners III, L.P., its general partner | ||
By: Columbia Capital III, LLC, its general partner | ||
By: | /s/ Donald A. Doering | |
Name: | Donald A. Doering | |
Title: | Executive Vice President | |
COLUMBIA CAPITAL INVESTORS III, LLC | ||
By: Columbia Capital Equity Partners III, L.P., its managing member | ||
By: Columbia Capital III, LLC, its general partner | ||
By: | /s/ Donald A. Doering | |
Name: | Donald A. Doering | |
Title: | Executive Vice President | |
COLUMBIA CAPITAL EMPLOYEE INVESTORS III, LLC | ||
By: Columbia Capital Equity Partners III, L.P., its managing member | ||
By: Columbia Capital III, LLC, its general partner | ||
By: | /s/ Donald A. Doering | |
Name: | Donald A. Doering | |
Title: | Executive Vice President | |
COLUMBIA CAPITAL EQUITY PARTNERS IV, L.P. | ||
By: Columbia Capital IV, LLC, its general partner | ||
By: | /s/ Donald A. Doering | |
Name: | Donald A. Doering | |
Title: | Executive Vice President |
CUSIP No. 98919V105 | Schedule 13G | Page 21 of 21 |
COLUMBIA CAPITAL IV, LLC | ||
By: | /s/ Donald A. Doering | |
Name: | Donald A. Doering | |
Title: | Executive Vice President | |
COLUMBIA CAPITAL EQUITY PARTNERS (CAYMAN) III, LTD. | ||
By: Columbia Capital Equity Partners III, L.P., its sole shareholder | ||
By: Columbia Capital III, LLC, its general partner | ||
By: | /s/ Donald A. Doering | |
Name: | Donald A. Doering | |
Title: | Executive Vice President | |
COLUMBIA CAPITAL EQUITY PARTNERS III, L.P. | ||
By: Columbia Capital III, LLC, its general partner | ||
By: | /s/ Donald A. Doering | |
Name: | Donald A. Doering | |
Title: | Executive Vice President | |
COLUMBIA CAPITAL III, LLC | ||
By: | /s/ Donald A. Doering | |
Name: | Donald A. Doering | |
Title: | Executive Vice President | |
JAMES B. FLEMING, JR. | ||
By: | /s/ James B. Fleming, Jr. |
LIST OF EXHIBITS
Exhibit No. |
Description | |
99 | Joint Filing Agreement |