Cornelius Prior Jr. Files SC 13D for ATN International

TL;DR

**ATNI:** Cornelius Prior Jr. just filed a 13D. Big ownership change incoming?

AI Summary

On May 7, 2024, PRIOR CORNELIUS B JR filed an SC 13D with the SEC regarding ATN International, Inc. (Ticker: ATNI). This filing indicates a change in beneficial ownership of the company's common stock. The filing was made on the specified date, and the event requiring the filing occurred on April 11, 2023.

Why It Matters

This filing signals a potential shift in control or significant stakeholding by a major investor in ATN International, which could influence the company's strategic direction and stock performance.

Risk Assessment

Risk Level: medium — Schedule 13D filings often indicate significant changes in beneficial ownership, which can lead to increased volatility and strategic shifts for the company.

Key Numbers

• 1934 Act — SEC Act (The filing is made under the Securities Exchange Act of 1934.)
• 005-43538 — SEC File Number (The SEC file number associated with ATN International, Inc.)
• 24921687 — Film Number (The film number for this filing.)

Key Players & Entities

• ATN International, Inc. (company) — Subject company
• PRIOR CORNELIUS B JR (person) — Filing person
• 0000922147 (person) — Central Index Key for Cornelius Prior Jr.
• 0000879585 (company) — Central Index Key for ATN International, Inc.
• 500 CUMMINGS CENTER (address) — Business and mailing address for ATN International, Inc.
• BEVERLY, MA 01915 (address) — City, State, and ZIP for ATN International, Inc.

FAQ

Filing Documents

• sc13d.htm (SC 13D) — 34KB
• 0000929638-24-001739.txt ( ) — 35KB

Security and Issuer

Item 1. Security and Issuer This Schedule 13D relates to shares of common stock, par value .01 per share (the "Common Stock") of ATN International, Inc., a Delaware corporation (the "Issuer" or the "Company"). The address of the principal executive offices of the Issuer is 500 Cummings Center, Beverly, MA 01915.

Identity and Background

Item 2. Identity and Background (a) This Schedule 13D is being filed on Cornelius B. Prior, Jr. Mr. Prior disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership for any purpose. (b) The business address of Mr. Prior is 5521 Curacao Gade, St. Thomas, Virgin Islands 00802. (c) The principal occupation of Mr. Prior is retired. (d) The Reporting Person has not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) The Reporting Person has not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding neither was nor is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) Mr. Prior is a citizen of the United States of America.

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration All of the shares of Common Stock beneficially owned by Mr. Prior ("Directly Owned Shares") were acquired (i) in connection with the founding of the Company, (ii) in connection with investing additional capital in the Company prior to its initial public offering, (iii) open market purchases. The source of the funds for the Directly Owned Shares was from personal funds. No part of the purchase price was borrowed for the purpose of acquiring such securities. All of the shares of Common Stock held by Tropical Aircraft Co. and the Foundation were acquired as a result of a gift or contribution from Mr. Prior. All of the shares of Common Stock held by Mrs. Prior were acquired through open market purchases. On April 11, 2023, Mr. Prior acquired beneficial ownership of the shares of Common Stock held by the Foundation as a result of his appointment as a trustee of the Foundation. No consideration was paid in connection with his appointment.

Purpose of Transaction

Item 4. Purpose of Transaction The acquisition of beneficial ownership of the shares of Common Stock held by the Foundation was a result of Mr. Prior's appointment as trustee of the Foundation. Except as described in this Schedule 13D, Mr. Prior does not have any present plans or proposals that relate to or would result in any of the actions described in Item 4 of this Schedule 13D, although, Mr. Prior, at any time and from time to time, may review, reconsider and change his position and/or change his purpose and/or develop such plans and may seek to influence management of the Issuer or the board of directors of the Issuer with respect to the business and affairs of the Issuer and may from time to time consider pursuing or proposing such matters with advisors, the Issuer or other persons.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer (a) Mr. Prior is the beneficial owner of 4,551,154 shares of Common Stock, consisting of: 4,176,003 shares of Common Stock held directly by Mr. Prior, 8,227 shares of Common Stock held by Tropical Aircraft Co., of which Mr. Prior is the sole shareholder and President; 500 shares of Common Stock held by Gertrude J. Prior, Mr. Prior's wife; and 366,424 shares of Common Stock held by the Prior Family Foundation, a charitable trust for which Mr. Prior serves as co-trustee. The percentage calculation herein is based upon the statement in the Issuer's Annual Report on Form 10-K, as filed with the Securities and Exchange Commission on March 15, 2024, that there were 15,481,207 shares of Common Stock of the Issuer outstanding as of March 15, 2024. (b) Mr. Prior has sole power to vote or to direct the vote and to dispose or to direct the disposition with respect to 4,184,230 shares of Common Stock. Mr. Prior has shared power to vote or to direct the vote and to dispose or to direct the disposition with respect to 366,924 shares of Common Stock. (c) Not applicable. (d) Not applicable. (e) Not applicable.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer To the best knowledge of Mr. Prior, there are no contracts, arrangements, understandings or relationships between Mr. Prior and any other person with respect to the securities of the Issuer.

Material to Be Filed as Exhibits

Item 7. Material to Be Filed as Exhibits Not applicable 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. Date: May 7, 2024 /s/ Cornelius B. Prior, Jr. Cornelius B. Prior, Jr.

View Full Filing

View this SC 13D filing on SEC EDGAR