1. Name and Address of Reporting Person*
| C/O KOHLBERG KRAVIS ROBERTS & CO. L.P., 2800 SAND HILL ROAD, SUITE 200 | |
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 10/01/2009 | 3. Issuer Name and Ticker or Trading Symbol PRIMEDIA INC
[PRM]
|
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 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 $.01 per share
|
5,635,773
|
I
|
Held through MA Associates, L.P.
|
|
Common Stock, par value $.01 per share
|
2,533,333
|
I
|
Held through FP Associates, L.P.
|
|
Common Stock, par value $.01 per share
|
5,754,000
|
I
|
Held through Magazine Associates, L.P.
|
|
Common Stock, par value $.01 per share
|
1,562,500
|
I
|
Held through Publishing Associates, L.P.
|
|
Common Stock, par value $.01 per share
|
2,083,333
|
I
|
Held through Channel One Associates, L.P.
|
|
Common Stock, par value $.01 per share
|
245,437
|
I
|
Held through KKR Partners II, L.P.
|
|
Common Stock, par value $.01 per share
|
8,198,339
|
I
|
Held through KKR 1996 Fund, L.P.
|
|
Common Stock, par value $.01 per share
|
15,013
|
I
|
See Footnotes
|
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 Excercise Price of Derivative Security
| 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)
| 6. Nature of Indirect Beneficial Ownership (Instr. 5)
|
|---|
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
|---|
|
Common Stock Warrant (right to buy)
| | |
Common Stock, par value $.01 per share
|
645,000
|
$
42
|
I
|
See Footnotes
|
|
Common Stock Warrant (right to buy)
| | |
Common Stock, par value $.01 per share
|
41,667
|
$
42
|
I
|
See Footnotes
|
|
Common Stock Warrant (right to buy)
| | |
Common Stock, par value $.01 per share
|
166,667
|
$
42
|
I
|
See Footnotes
|
|
Common Stock Warrant (right to buy)
| | |
Common Stock, par value $.01 per share
|
208,333
|
$
42
|
I
|
See Footnotes
|
|
Common Stock Warrant (right to buy)
| | |
Common Stock, par value $.01 per share
|
250,000
|
$
42
|
I
|
See Footnotes
|
| /s/ William J. Janetschek, Attorney-in-Fact for George R. Roberts | 10/13/2009 |
| ** Signature of Reporting Person | Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
|
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
Exhibit 24.1
POWER OF ATTORNEY
Know
all men by these presents that George R. Roberts does hereby make, constitute
and appoint William J. Janetschek and Richard J. Kreider, or either one of
them, as a true and lawful attorney-in-fact of the undersigned with
full powers of substitution and revocation, for and in the name, place and
stead of the undersigned (both in the undersigneds individual capacity and as
a member of any limited liability company or as a partner of any partnership
for which the undersigned is otherwise authorized to sign), to execute and
deliver such forms as may be required to be filed from time to time with the
Securities and Exchange Commission with respect to: (i) Sections 13(d) and 16(a) of
the Securities Exchange Act of 1934, as amended (the Act), including without
limitation, Schedule 13D, Schedule 13G, statements on Form 3, Form 4
and Form 5 and (ii) in connection with any applications for EDGAR
access codes, including without limitation the Form ID.
|
|
/s/
George R. Roberts
|
|
|
Name:
George R. Roberts
|
|
|
|
|
|
|
|
Date:
July 31, 2005
|
|