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Cincinnati Bell Inc.
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(Name of Issuer)
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Common Stock, $0.01 par value per share
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(Title of Class of Securities)
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171871106
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(CUSIP Number)
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December 31, 2013
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(Date of Event Which Requires Filing of this Statement)
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[X] Rule 13d-1(b)
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[_] Rule 13d-1(c)
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[_] Rule 13d-1(d)
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CUSIP No. 171871106
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SCHEDULE 13G |
Page 2 of 8
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1
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NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Marcato Capital Management LP
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|
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) o
(b) o
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3
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SEC USE ONLY
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|
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
-0-
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6
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SHARED VOTING POWER
-0-
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|
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7
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SOLE DISPOSITIVE POWER
-0-
|
|
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8
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SHARED DISPOSITIVE POWER
-0-
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0-
|
|
|
10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o |
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
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|
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12
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TYPE OF REPORTING PERSON
IA
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CUSIP No. 171871106
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SCHEDULE 13G |
Page 3 of 8
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1
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NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Richard T. McGuire III
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
|
3
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SEC USE ONLY
|
|
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
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NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
6
|
SHARED VOTING POWER
-0-
|
|
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
|
|
8
|
SHARED DISPOSITIVE POWER
-0-
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0-
|
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o |
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
|
|
|
12
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TYPE OF REPORTING PERSON
IN
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CUSIP No. 171871106
|
SCHEDULE 13G |
Page 4 of 8
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Item 1.
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(a).
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Name of Issuer:
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Cincinnati Bell Inc.
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(b).
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Address of issuer's principal executive offices:
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||
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221 East Fourth Street
Cincinnati, OH 45202
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Item 2.
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(a).
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Name of person filing:
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Marcato Capital Management LP
Richard T. McGuire III
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(b).
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Address or principal business office or, if none, residence:
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||
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Marcato Capital Management LP
One Montgomery Street, Suite 3250
San Francisco, CA 94104
Richard T. McGuire III
c/o Marcato Capital Management LP
One Montgomery Street, Suite 3250
San Francisco, CA 94104
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(c).
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Citizenship:
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||
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Marcato Capital Management LP: Delaware
Richard T. McGuire III: United States of America
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(d).
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Title of class of securities:
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||
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Common Stock, $0.01 par value per share
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(e).
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CUSIP No.:
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||
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171871106
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CUSIP No. 171871106
|
SCHEDULE 13G |
Page 5 of 8
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Item 3.
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If This Statement is filed pursuant to §§.240.13d-1(b) or 240.13d-2(b), or (c), check whether the person filing is a
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(a)
|
[_]
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
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(b)
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[_]
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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[_]
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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
|
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(d)
|
[_]
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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
|
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(e)
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[X]
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An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
|
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(f)
|
[_]
|
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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(g)
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[_]
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A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
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(h)
|
[_]
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.1813);
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(i)
|
[_]
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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);
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(j)
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[_]
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A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
|
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(k)
|
[_]
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Group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution:
|
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Item 4.
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Ownership.
|
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Each of the Reporting Persons no longer beneficially owns shares of Common Stock of the Company.
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CUSIP No. 171871106
|
SCHEDULE 13G |
Page 6 of 8
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Item 5.
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Ownership of Five Percent or Less of a Class.
|
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If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following x .
|
|
Item 6.
|
Ownership of More Than Five Percent on Behalf of Another Person.
|
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Not Applicable.
|
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
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Not Applicable.
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Item 8.
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Identification and Classification of Members of the Group.
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Not Applicable.
|
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Item 9.
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Notice of Dissolution of Group.
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Not Applicable.
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Item 10.
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Certification.
|
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By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are 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.
|
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CUSIP No. 171871106
|
SCHEDULE 13G |
Page 7 of 8
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Dated: February 14, 2014
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Marcato Capital Management LP
|
||
| By: Marcato Holdings LLC | |||
|
By:
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/s/ Richard T. McGuire III
|
||
|
Richard T. McGuire III, Authorized Person
|
|||
|
|
|||
|
Richard T. McGuire III
|
|||
|
By:
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/s/ Richard T. McGuire III
|
||
|
CUSIP No. 171871106
|
SCHEDULE 13G |
Page 8 of 8
|
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Dated: February 14, 2014
|
Marcato Capital Management LP
|
||
| By: Marcato Holdings LLC | |||
|
By:
|
/s/ Richard T. McGuire III
|
||
|
Richard T. McGuire III, Authorized Person
|
|||
|
|
|||
|
Richard T. McGuire III
|
|||
|
By:
|
/s/ Richard T. McGuire III
|
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