SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
GREENHILL CAPITAL PARTNERS, LLC

(Last) (First) (Middle)
300 PARK AVENUE, 23RD FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
GLOBAL SIGNAL INC [ GSL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
01/12/2007
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock; par value $0.01 per share 01/12/2007 D 10,543,978 D ( 1 ) 0 I ( 2 ) ( 3 ) ( 4 ) ( 5 ) Through limited partnerships ( 2 ) ( 3 ) ( 4 ) ( 5 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
GREENHILL CAPITAL PARTNERS, LLC

(Last) (First) (Middle)
300 PARK AVENUE, 23RD FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
1. Name and Address of Reporting Person*
GCP MANAGING PARTNER, L.P.

(Last) (First) (Middle)
300 PARK AVENUE, 23RD FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
1. Name and Address of Reporting Person*
GCP, L.P.

(Last) (First) (Middle)
300 PARK AVENUE, 23RD FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
1. Name and Address of Reporting Person*
GREENHILL & CO INC

(Last) (First) (Middle)
300 PARK AVENUE
23RD FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
1. Name and Address of Reporting Person*
GCP 2000, LLC

(Last) (First) (Middle)
300 PARK AVENUE, 23RD FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
1. Name and Address of Reporting Person*
GREENHILL CAPITAL PARTNERS LP

(Last) (First) (Middle)
300 PARK AVE
23RD FL

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
1. Name and Address of Reporting Person*
BOK SCOTT L

(Last) (First) (Middle)
300 PARK AVENUE
23RD FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
1. Name and Address of Reporting Person*
GREENHILL ROBERT F

(Last) (First) (Middle)
300 PARK AVENUE
23RD FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
1. Name and Address of Reporting Person*
NIEHAUS ROBERT H

(Last) (First) (Middle)
300 PARK AVENUE, 23RD FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
Explanation of Responses:
1. Disposed of pursuant to the Agreement and Plan of Merger, dated as of October 5, 2006 (the "Merger Agreement"), by and among the issuer ("Global Signal"), Crown Castle International Corp. ("Crown Castle") and CCGS Holdings LLC, in exchange for cash and approximately 1.375 shares of Crown Castle common stock per share of Global Signal stock, as described in the Merger Agreement.
2. This Form 4 is being filed by more than one reporting person.
3. Greenhill Capital Partners, LLC, which was the record owner of 32,200 shares of Common Stock and which may be deemed to have been the beneficial owner of an additional 10,511,778 shares of Common Stock through the beneficial ownership of such shares by certain indirect subsidiaries and whose sole member is Greenhill & Co., Inc., is the general partner of GCP Managing Partner, L.P. (which acts as manager of GCP SPV 1, LLC, which was the record owner of 9,727,464 shares of Common Stock) and GCP Managing Partner II, L.P. (which acts as manager of GCP SPV 2, LLC, which was the record owner of 784,314 shares of Common Stock).
4. GCP 2000, LLC is the general partner of GCP, L.P. GCP 2000, LLC is in turn controlled by its Senior Members, Scott L. Bok, Robert F. Greenhill and Robert H. Niehaus. Mr. Niehaus was also a member of the Board of Directors of the Issuer.
5. Each reporting person disclaims beneficial ownership of the reported securities except and to the extent of its or his pecuniary interest therein.
Greenhill Capital Partners, LLC, By: Ulrika Ekman, General Counsel and Secretary, /s/ Ulrika Ekman 01/22/2007
GCP 2000, LLC, By: Robert H. Niehaus, Chairman, /s/ Robert H. Niehaus 01/22/2007
GCP, L.P., By: GCP 2000, LLC, its general partner, By: Robert H. Niehaus, Chairman, /s/ Robert H. Niehaus 01/22/2007
Greenhill Capital Partners, L.P., By: GCP, L.P., By: GCP 2000, LLC, its general partner, By: Robert H. Niehaus, Chairman, /s/ Robert H. Niehaus 01/22/2007
Greenhill Capital Partners, L.P., By: GCP Managing Partner, L.P., its managing general partner and Greenhill Capital Partners, LLC, its general partner, By: Robert H. Niehaus, Chairman, /s/ Robert H. Niehaus 01/22/2007
GCP Managing Partner, L.P., By: Greenhill Capital Partners, LLC, its general partner, By: Robert H. Niehaus, Chairman, /s/ Robert H. Niehaus 01/22/2007
Greenhill & Co., Inc., By: Ulrika Ekman, General Counsel and Secretary, /s/ Ulrika Ekman 01/22/2007
Scott L. Bok, /s/ Scott L. Bok 01/22/2007
Robert F. Greenhill, /s/ Robert F. Greenhill 01/22/2007
Robert H. Niehaus, /s/ Robert H. Niehaus 01/22/2007
** 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 4 (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).
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