tp13da-ion_cig.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D/A
Under
the Securities Exchange Act of 1934
(Amendment
No. 13)*
ION
MEDIA NETWORKS, INC.
(Name
of
Issuer)
Class
A Common Stock, par value $0.001 per share
(Title
of
Class of Securities)
(CUSIP
Number)
Matthew
B. Hinerfeld
Citadel
Investment Group, L.L.C.
131
S. Dearborn Street, 32nd Floor
Chicago,
Illinois 60603
|
(Name,
address and telephone numbers of person authorized to receive notices and
communications)
(Date
of
Event which Requires Filing of this Statement)
If
the filing
person has previously filed a statement on Schedule 13G to report the
acquisition which 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
o.
Note. Schedules
filed in paper format shall include a signed original and five copies of the
schedule, including all exhibits. See Rule 13d-7 for other
parties to whom copies are to be sent.
*
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).
This
Amendment No. 13 to Schedule 13D (“Amendment No. 13”) amends and supplements the
Schedule 13D filed with the Securities and Exchange Commission on January 26,
2007 (the “Original Schedule 13D”), as amended by Amendment No. 1 filed on
February 23, 2007 (“Amendment No. 1”), Amendment No. 2 filed on March 15, 2007
(“Amendment No. 2”), Amendment No. 3 filed on March 30, 2007 (“Amendment No.
3”), Amendment No. 4 filed on April 10, 2007 (“Amendment No. 4”), and Amendment
No. 5 filed on April 12, 2007 (“Amendment No. 5”), Amendment No. 6 filed on
April 30, 2007 (“Amendment No. 6”), Amendment No. 7 filed under cover of
Schedule TO on May 8, 2007 (“Amendment No. 7”), Amendment No. 8 filed under
cover of Schedule TO on May 10, 2007 (“Amendment No. 8”), Amendment No. 9 filed
under cover of Schedule TO on May 14, 2007 (“Amendment No. 9”), Amendment No. 10
filed under cover of Schedule TO on June 5, 2007 (“Amendment No. 10”), Amendment
No. 11 filed under cover of Schedule TO on June 8, 2007 (“Amendment No. 11”),
Amendment No. 12 filed under cover of Schedule TO on June 18, 2007 (“Amendment
No. 12” and, together with the Original Schedule 13D, Amendment No. 1, Amendment
No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6,
Amendment No. 7, Amendment No. 8, Amendment No. 9, Amendment No. 10, Amendment
No. 11 and Amendment No. 12, the “Schedule 13D”), by CIG Media LLC, a Delaware
limited liability company (“CM”), Citadel Limited Partnership, an Illinois
limited partnership (“CLP”), Citadel Investment Group, L.L.C., a Delaware
limited liability company (“CIG”), and Kenneth Griffin, a natural person
(“Griffin” and, together with CM, CLP and CIG, the “Reporting Persons”), with
respect to shares of Class A common stock, par value $0.001 per share (“Class A
Common Stock”), of ION Media Networks, Inc., a Delaware corporation (the
“Issuer”). Capitalized terms used but not otherwise defined herein
shall have the meanings ascribed to such terms in the Schedule
13D. As specifically amended and supplemented by this Amendment No.
13, the Schedule 13D shall remain in full force and effect.
ITEM
4. Purpose
of Transaction.
Item
4 of the Schedule 13D is hereby
amended and supplemented by adding the following immediately after the last
paragraph thereof:
Effective
June 22, 2007, the Board of Directors (the “Board”) of the Issuer appointed Todd
E. Gjervold, an employee of CIG, as a director of the Issuer. Mr.
Gjervold is not expected to be named to any committee of the Board.
Mr.
Gjervold was appointed to the Board in accordance with the terms of the Master
Transaction Agreement. Pursuant to the Master Transaction Agreement,
from and after the closing of CM’s tender offer for the Issuer’s shares of Class
A Common Stock, CM has the right to designate up to two directors of the
Issuer. On May 4, 2007, CM commenced a cash tender offer to purchase
any and all shares of the Issuer’s Class A Common Stock at a price of $1.46 per
share. The initial offering period of the tender offer closed on June
1, 2007 and the subsequent offering period closed on June 15,
2007. CM then exercised its right by designating Mr. Gjervold for
appointment to the Board.
Except
as
set forth herein, in the Schedule 13D, and in the exhibits thereto, the
Reporting Persons have no present plans or proposals that would result in or
relate to any of the transactions or changes listed in Items 4(a) through 4(j)
of the form of Schedule 13D.
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.
Dated: June
22, 2007
CIG
MEDIA LLC
By:
Citadel Limited Partnership,
its Manager
By:
Citadel Investment Group, L.L.C.,
its
General Partner
By:
/s/ Matthew B.
Hinerfeld
Matthew B. Hinerfeld
Managing Director and Deputy General Counsel
CITADEL
LIMITED PARTNERSHIP
By:
Citadel Investment Group, L.L.C.,
its
General Partner
By: /s/
Matthew B.
Hinerfeld
Matthew B. Hinerfeld
Managing Director and Deputy General Counsel
|
KENNETH
GRIFFIN
By:
/s/ Matthew B.
Hinerfeld
Matthew B. Hinerfeld, attorney-in-fact*
CITADEL
INVESTMENT GROUP, L.L.C.
By: /s/
Matthew B.
Hinerfeld
Matthew B. Hinerfeld
Managing Director and Deputy General Counsel
|
*
Matthew
B. Hinerfeld is signing on behalf of Kenneth Griffin as attorney-in-fact
pursuant to a power of attorney previously filed with the Securities and
Exchange Commission on February 4, 2005, and hereby incorporated by reference
herein. The power of attorney was filed as an attachment to a filing
by Citadel Limited Partnership on Schedule 13G/A for Komag,
Incorporated.