SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Media General, Inc.
(Name of Issuer)
Class A Common Stock
(Title of Class of Securities)
584404107
(CUSIP Number)
December 31, 2013
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
x Rule 13d-1(b)
¨ Rule 13d-1(c)
¨ Rule 13d-1(d)
CUSIP No. 584404107 | 13G | Page 2 of 14 |
1 | NAME OF REPORTING PERSONS
NexPoint Credit Strategies Fund | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ¨ (b) ¨ | |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
4,938,971** | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
4,938,971** | |||||
8 | SHARED DISPOSITIVE POWER
0 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,938,971** | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
¨ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.6%** | |||||
12 | TYPE OF REPORTING PERSON*
IV, OO |
* | SEE INSTRUCTIONS BEFORE FILLING OUT |
** | SEE ITEM 4. |
CUSIP No. 584404107 | 13G | Page 3 of 14 |
1 | NAME OF REPORTING PERSONS
NexPoint Advisors, L.P. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ¨ (b) ¨ | |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
4,938,971** | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
4,938,971** | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,938,971** | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
¨ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.6%** | |||||
12 | TYPE OF REPORTING PERSON*
IA, PN |
* | SEE INSTRUCTIONS BEFORE FILLING OUT |
** | SEE ITEM 4. |
CUSIP No. 584404107 | 13G | Page 4 of 14 |
1 | NAME OF REPORTING PERSONS
NexPoint Advisors GP, LLC | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ¨ (b) ¨ | |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
4,938,971** | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
4,938,971** | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,938,971** | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
¨ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.6%** | |||||
12 | TYPE OF REPORTING PERSON*
HC, OO |
* | SEE INSTRUCTIONS BEFORE FILLING OUT |
** | SEE ITEM 4. |
CUSIP No. 584404107 | 13G | Page 5 of 14 |
1 | NAME OF REPORTING PERSONS
Highland Floating Rate Opportunities Fund | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ¨ (b) ¨ | |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
3,776,559** | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
3,776,559** | |||||
8 | SHARED DISPOSITIVE POWER
0 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,776,559** | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
¨ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.3%** | |||||
12 | TYPE OF REPORTING PERSON*
IV, OO |
* | SEE INSTRUCTIONS BEFORE FILLING OUT |
** | SEE ITEM 4. |
CUSIP No. 584404107 | 13G | Page 6 of 14 |
1 | NAME OF REPORTING PERSONS
Highland Capital Management Fund Advisors, L.P. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ¨ (b) ¨ | |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
3,776,559** | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
3,776,559** | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,776,559** | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
¨ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.3%** | |||||
12 | TYPE OF REPORTING PERSON*
IA, PN |
* | SEE INSTRUCTIONS BEFORE FILLING OUT |
** | SEE ITEM 4. |
CUSIP No. 584404107 | 13G | Page 7 of 14 |
1 | NAME OF REPORTING PERSONS
Strand Advisors XVI, Inc. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ¨ (b) ¨ | |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
3,776,559** | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
3,776,559** | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,776,559** | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
¨ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.3%** | |||||
12 | TYPE OF REPORTING PERSON*
HC, CO |
* | SEE INSTRUCTIONS BEFORE FILLING OUT |
** | SEE ITEM 4. |
CUSIP No. 584404107 | 13G | Page 8 of 14 |
1 | NAME OF REPORTING PERSONS
James D. Dondero | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ¨ (b) ¨ | |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP 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
8,715,530** | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
8,715,530** | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,715,530** | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
¨ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.9%** | |||||
12 | TYPE OF REPORTING PERSON*
HC, IN |
* | SEE INSTRUCTIONS BEFORE FILLING OUT |
** | SEE ITEM 4. |
SCHEDULE 13G
This Schedule 13G (this Schedule 13G) is being filed on behalf of NexPoint Credit Strategies Fund, a Delaware statutory trust (the Credit Fund), NexPoint Advisors, L.P., a Delaware limited partnership (NexPoint), NexPoint Advisors GP, LLC, a Delaware limited liability company (NexPoint GP), Highland Floating Rate Opportunities Fund, a series of Highland Funds I, a Delaware statutory trust (the Floating Rate Fund and together with the Credit Fund, the Funds), Highland Capital Management Fund Advisors, L.P., a Delaware limited partnership (Highland Fund Advisors), Strand XVI, Inc., a Delaware corporation (Strand XVI), and James D. Dondero (collectively, the Reporting Persons).
Brad Ross is the President of Strand XVI and James D. Dondero is the President of NexPoint GP. NexPoint GP is the general partner of NexPoint. NexPoint serves as the investment advisor to the Credit Fund. Strand XVI is the general partner of Highland Fund Advisors. Highland Fund Advisors is the investment advisor to the Floating Rate Fund. This Schedule 13G relates to shares of Class A Common Stock (the Common Stock) of Media General, Inc., a Virginia corporation (the Issuer), held by the Funds.
Item 1(a) | Name of Issuer. |
Media General, Inc.
Item 1(b) | Address of Issuers Principal Executive Offices. |
333 E. Franklin St.
Richmond, VA 23219
Item 2(a) | Name of Person Filing. |
(1) NexPoint Credit Strategies Fund
(2) NexPoint Advisors, L.P.
(3) NexPoint Advisors GP, LLC
(4) Highland Floating Rate Opportunities Fund
(5) Highland Capital Management Fund Advisors, L.P.
(6) Strand XVI, Inc.
(7) James D. Dondero
Item 2(b) | Address of Principal Business Office, or, if none, Residence. |
For all Filers:
300 Crescent Court, Suite 700
Dallas, Texas 75201
9
Item 2(c) | Citizenship or Place of Organization. |
(1) NexPoint Credit Strategies Fund is a Delaware statutory trust
(2) NexPoint Advisors, L.P. is a Delaware limited partnership
(3) NexPoint Advisors GP, LLC is a Delaware limited liability company
(4) Highland Floating Rate Opportunities Fund is a series of a Delaware statutory trust
(5) Highland Capital Management Fund Advisors, L.P. is a Delaware limited partnership
(6) Strand XVI, Inc. is a Delaware corporation
(7) James D. Dondero is a United States citizen
Item 2(d) | Title of Class of Securities. |
Class A Common Stock
Item 2(e) | CUSIP Number. |
584404107
Item 3 | Reporting Person. |
If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), check whether the person filing is a:
(a) | ¨ | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). | ||
(b) | ¨ | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). | ||
(c) | ¨ | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). | ||
(d) | x | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). | ||
(e) | x | An investment advisor in accordance with §240.13d-1(b)(1)(ii)(E). | ||
(f) | ¨ | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F). | ||
(g) | x | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G). | ||
(h) | ¨ | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813). | ||
(i) | ¨ | A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3). | ||
(j) | ¨ | Group, in accordance with §240.13d-1(b)(1)(ii)(J). |
10
Item 4 | Ownership. |
(a) | The Credit Fund is the beneficial owner of 4,938,971 shares of Common Stock that it holds directly. NexPoint, as the investment advisor to the Credit Fund, and NexPoint GP, as the general partner of NexPoint, may be deemed the beneficial owners of the 4,938,971 shares of Common Stock held by the Credit Fund. |
The Floating Rate Fund is the beneficial owner of 3,776,559 shares of Common Stock that it holds directly. Highland Fund Advisors, as the investment advisor to the Floating Rate Fund, and Strand XVI, as the general partner of Highland Fund Advisors, may be deemed the beneficial owners of the 3,776,559 shares of Common Stock held by the Floating Rate Fund.
Mr. Dondero may be deemed the beneficial owner of the 8,715,530 Common Shares held by the Funds.
(b) | The Credit Fund, NexPoint and NexPoint GP may be deemed the beneficial owners of 5.6% of the outstanding shares of Common Stock held by the Credit Fund. |
The Floating Rate Fund, Highland Fund Advisors and Strand XVI may be deemed the beneficial owners of 4.3% of the outstanding shares of Common Stock held by the Floating Rate Fund.
Mr. Dondero may be deemed the beneficial owner of 9.9% of the outstanding shares of Common Stock held by the Funds.
The above percentages were determined by dividing the number of shares of Common Stock held by each of the Reporting Persons, respectively, by 87,556,843, which is the number of Common Shares outstanding as reported by the Issuer to the Reporting Persons.
(c) | The Credit Fund has the sole power to vote and dispose of the 4,938,971 shares of Common Stock that it holds directly. NexPoint and NexPoint GP have the shared power to vote and dispose of the 4,938,971 shares of Common Stock held by the Credit Fund. |
The Floating Rate Fund has the sole power to vote and dispose of the 3,776,559 shares of Common Stock that it holds directly. Highland Fund Advisors and Strand XVI have the shared power to vote and dispose of the 3,776,559 shares of Common Stock held by the Credit Fund.
Mr. Dondero has the shared power to vote and dispose of the 8,715,530 shares of Common Stock held by the Funds.
Item 5 | Ownership of Five Percent or Less of a Class. |
Inapplicable.
11
Item 6 | Ownership of More Than Five Percent on Behalf of Another Person. |
Inapplicable.
Item 7 | Identification and Classification of the Subsidiary which Acquired the Security Being Reported On by the Parent Holding Company. |
Inapplicable.
Item 8 | Identification and Classification of Members of the Group. |
Inapplicable.
Item 9 | Notice of Dissolution of Group. |
Inapplicable.
Item 10 | Certification. |
By signing below each of the Reporting Persons certifies that, to the best of such persons knowledge and belief, the securities referred to above were acquired and held in the ordinary course of business and were not acquired and were not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
Exhibits | Exhibit 99-1 |
Joint Filing Agreement, dated February 14, 2014, by and among NexPoint Credit Strategies Fund, NexPoint Advisors, L.P., NexPoint Advisors GP, LLC, Highland Floating Rate Opportunities Fund, Highland Capital Management Fund Advisors, L.P., Strand XVI, Inc., and James D. Dondero.
[Signature Page Follows]
12
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 14, 2014
NEXPOINT CREDIT STRATEGIES FUND | ||||
By: | /s/ Ethan Powell | |||
Name: | Ethan Powell | |||
Title: | President | |||
NEXPOINT ADVISORS, L.P. | ||||
By: NexPoint Advisors GP, LLC, its general partner | ||||
By: | /s/ James D. Dondero | |||
Name: James D. Dondero | ||||
Title: President | ||||
NEXPOINT ADVISORS GP, LLC | ||||
By: | /s/ James D. Dondero | |||
Name: | James D. Dondero | |||
Title: | President | |||
HIGHLAND FUNDS I, on behalf of its series Highland Floating Rate Opportunity Fund | ||||
By: | /s/ Ethan Powell | |||
Name: Ethan Powell | ||||
Title: Executive VP and Secretary | ||||
HIGHLAND CAPITAL MANAGEMENT FUND ADVISORS, L.P. | ||||
By: Strand Advisors XVI, Inc., its general partner | ||||
By: | /s/ Ethan Powell | |||
Name: Ethan Powell | ||||
Title: Secretary |
13
STRAND ADVISORS XVI, INC. | ||||
By: | /s/ Ethan Powell | |||
Name: | Ethan Powell | |||
Title: | Secretary | |||
/s/ James D. Dondero | ||||
James D. Dondero |
14