SEC Info - TCG Holdings LLC - ‘3’ for 3/16/05 re: PanAmSat Holding Corp.

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

TCG HOLDINGS LLC

(Last)

(First)

(Middle)

C/O THE CARLYLE GROUP

1001 PENNSYLVANIA AVE, NW, SUITE 220

(Street)

WASHINGTON

20004

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
3/16/05

3. Issuer Name and Ticker or Trading Symbol
PanAmSat Holding CORP [ PA ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.01 per share	19,691,554	I	See Footnotes ⁽¹⁾ ⁽²⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock options	⁽³⁾	9/15/14	Common Stock, par value $0.01 per share	131,697.822	4.21	D

Explanation of Responses:

(1) Shares of common stock, par value $0.01 (the Common Stock), of PanAmSat Holding Corporation beneficially owned by TCG Holdings, L.L.C., a Delaware limited liability company (TCG). Carlyle PanAmSat I, LLC directly holds 18,637,640.677 shares of Common Stock and Carlyle PanAmSat II, LLC directly holds 1,053,914.323 shares of Common Stock. TC Group, L.L.C. exercises investment discretion and control over the shares indirectly held by Carlyl Partners III - Telecommunications, L.P. and CPIII Coinvestment, L.P., which we collectively refer to as the Carlyle Funds, through its indirect subsidiary TC Group III, L.P., which is the sole general partner of each of the Carlyle Funds.

(2) (cont) TCG Holdings, L.L.C. is the managing member of TC Group, L.L.C. TC Group, L.L.C. is the sole managing member of TC Group III, L.L.C. TC Group III, L.L.C. is the sole general partner of TC Group III, L.P. TCG Holdings, L.L.C., is a Deleware limited liability company, is the sole managing member of TC Group, L.L.C., and, in such capacity, exercises investment discretion and control of the shares beneficially owned by TC Group, L.L.C. TCG is managed by a three-person managing board, and all board action relating to the voting or disposition of these shares requires approval of a majority of the ownership of the shares shown as beneficially owned by TCG. Such persons disclaim such beneficial ownership.

(3) TCG Holdings., L.L.C. directly holds a total of 131,697.822 options to purchase shares of common stock of the Issuer. These options are scheduled to become exercisable in equal amounts on September 16, 2005, 2006, 2008 and 2009 at an exercise prices of $4.21 per share and will expire on September 15, 2014. TCG is managed by a three-person managing board, and all board action relating to the voting or disposition of these shares requires approval of a majority of the board. William E. Conway, Jr., Daniel A. D'Aniello and David M. Rubenstein, as the managing members of TCG, may be deemed to share beneficial ownership of the shares shown as beneficially owned by TCG. Such persons disclaim such beneficial ownership.

	TCG Holdings, LLC	3/16/05
	** Signature of Reporting Person	Date
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TCG Holdings LLC – ‘3’ for 3/16/05 re: PanAmSat Holding Corp.

On: Wednesday, 3/16/05, at 7:27pm ET · For: 3/16/05 · As: 10% Owner · Accession #: 1179110-5-5905 · File #: 1-32456

Previous ‘3’: ‘3’ on 10/14/04 for 10/4/04 · Next: ‘3’ on 2/10/06 for 1/31/06 · Latest: ‘3’ on / for 3/14/12

Initial Statement of Beneficial Ownership of Securities by an Insider — Form 3 — SEA’34
Filing Table of Contents

This ‘3’ Document is an XML Data File that may be rendered in various formats:

TCG Holdings LLC – ‘3’ for 3/16/05 re: PanAmSat Holding Corp.

On: Wednesday, 3/16/05, at 7:27pm ET · For: 3/16/05 · As: 10% Owner · Accession #: 1179110-5-5905 · File #: 1-32456

Previous ‘3’: ‘3’ on 10/14/04 for 10/4/04 · Next: ‘3’ on 2/10/06 for 1/31/06 · Latest: ‘3’ on / for 3/14/12

Initial Statement of Beneficial Ownership of Securities by an Insider — Form 3 — SEA’34Filing Table of Contents

This ‘3’ Document is an XML Data File that may be rendered in various formats:

Initial Statement of Beneficial Ownership of Securities by an Insider — Form 3 — SEA’34
Filing Table of Contents