| CUSIP
No. 05070N103 |
13G |
Page
2 of 7 pages |
1
|
NAMES
OF REPORTING PERSONS
CONTRARIUS
INVESTMENT MANAGEMENT LIMITED |
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
☒
(b)
☐
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Jersey,
Channel Islands
|
NUMBERS
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 (See Instructions)
☐ |
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0% |
12
|
TYPE
OF REPORTING PERSON (See Instructions)
FI |
| CUSIP
No. 05070N103 |
13G |
Page
3 of 7 pages |
1
|
NAMES
OF REPORTING PERSONS
CONTRARIUS
INVESTMENT MANAGEMENT (BERMUDA) LIMITED |
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
☒
(b)
☐
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Bermuda
|
NUMBERS
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 (See Instructions)
☐ |
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0% |
12
|
TYPE
OF REPORTING PERSON (See Instructions)
FI |
SCHEDULE
13G
Item
1(a). Name of Issuer:
Audacy,
Inc.
Item
1(b). Address of Issuer’s Principal Executive Offices:
2400
Market Street, 4th Floor, Philadelphia, Pennsylvania 19103
Item 2(a). Name of Person Filing:
Contrarius
Investment Management Limited
Contrarius
Investment Management (Bermuda) Limited
Item
2(b). Address of Principal Business Office or, if None, Residence:
Contrarius
Investment Management Limited - 2 Bond Street, St. Helier, Jersey JE2 3NP, Channel Islands
Contrarius
Investment Management (Bermuda) Limited – Waterloo House, 100 Pitts Bay Road, Pembroke HM 08 Bermuda
Item
2(c). Citizenship:
Contrarius
Investment Management Limited is a company organized under the laws of Jersey, Channel Islands.
Contrarius
Investment Management (Bermuda) Limited is a company organized under the laws of Bermuda.
Item
2(d). Title of Class of Securities:
Class
A Common Stock
Item
2(e). CUSIP Number:
05070N103
Item 3. 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:
| (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) | ☐ |
Investment company registered under Section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8). |
| (e) | ☐ |
An investment adviser 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) | ☐ |
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) | ☒ |
A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J). |
| (k) | ☒ |
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: Equivalent
to IA.
Item 4. Ownership.
Provide
the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in
Item 1.
(a)
Amount beneficially owned: 0
(b)
Percent of class: 0.0%
(c)
Number of shares as to which such person has:
(i)
Sole power to vote or to direct the vote: 0
(ii)
Shared power to vote or to direct the vote: 0
(iii)
Sole power to dispose or to direct the disposition of: 0
(iv)
Shared power to dispose or to direct the disposition of: 0
Item 5. Ownership of Five Percent or Less of a Class.
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 5 percent of the class of securities, check the following ☒.
Item
6. Ownership of More than Five Percent on Behalf of Another Person
N/A
Item
7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
N/A
Item
8. Identification and Classification of Members of the Group.
Contrarius
Investment Management Limited and Contrarius Investment Management (Bermuda) Limited are together making this filing because they
may be deemed to constitute a “group” for the purposes of section 13(d)(3) of the Act.
Item 9. Notice of Dissolution of Group.
N/A
Item
10. Certifications.
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, other than activities solely in connection with a nomination under § 240.14a-11.
By
signing below I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to Contrarius Investment
Management Limited and Contrarius Investment Management (Bermuda) Limited is substantially comparable to the regulatory scheme
applicable to the functionally equivalent U.S. institution(s). I also undertake to furnish to the Commission staff, upon request,
information that would otherwise be disclosed in a 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.
| | 7
February 2023 |
| | |
| CONTRARIUS INVESTMENT MANAGEMENT LIMITED |
| | | |
| | By: | /s/
Thomas Daniel Perkins |
| | Name: Thomas Daniel Perkins |
| | Title: Director |
| | | |
| | 7 February 2023 |
| | | |
| | CONTRARIUS INVESTMENT MANAGEMENT (BERMUDA) LIMITED |
| | | |
| | By: | /s/
Matt De Kock |
| | Name: Matt De Kock |
| | Title: Director |
