UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934
HEMISPHERE MEDIA GROUP, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware
(State or other jurisdiction of
Incorporation)
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(Commission File Number)
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80-0885255
(I.R.S. Employer
Identification Number)
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4000 Ponce de Leon Boulevard
Suite 650
(Address of principal executive offices) (Zip Code)
(Registrant’s telephone number, including area code)
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Not Applicable
(Former name or former address, if changed since last report)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of
the registrant
under any of the following provisions (see General Instruction A.2 below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Class A common stock, par value $0.0001 per share
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HMTV
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The NASDAQ Stock Market LLC
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Indicate by check mark whether
the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of
the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
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If an emerging growth company, indicate by check mark if
the registrant has elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01. Other Events.
On
December 18, 2019, Hemisphere Media Group, Inc. (the
“Company”) issued a
press release announcing the entry into a
multi-year agreement to restore WAPA Television on DISH Network in Puerto Rico and WAPA America on DISH Network in the U.S., as well as the entry into a multi-year renewal agreement for the distribution of CentroAméricaTV on DishLATINO in the U.S.
Statements in this Current Report on Form 8-K, including the exhibit attached hereto and oral statements
made from time to time by representatives of
the Company may contain certain statements about
the Company and its consolidated
subsidiaries that are
“forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act
of 1995. These include, but are not limited to, statements relating to
the Company’s future financial and operating results (including growth and earnings), plans, objectives, expectations and intentions and other statements that are not historical
facts. These statements are based on the current expectations of the management of
the Company and are subject to uncertainty and changes in circumstance, which may cause actual results to differ materially from those expressed or implied in such
forward-looking statements. Without limitation, statements regarding the future effects of the amendment and any statements preceded or followed by or that include the words
“targets,” “plans,” “believes,” “expects,” “intends,” “will,” “likely,”
“may,” “anticipates,” “estimates,” “projects,” “should,” “would,” “expect,” “positioned,” “strategy,” “future,” “potential,” “forecast,” or words, phrases or terms of similar substance or the negative thereof, are forward-looking statements. These
statements are based on a number of assumptions that are subject to change. Factors that could cause actual results to differ materially from those expressed or implied by the forward-looking statements are discussed under the heading
“Risk Factors”
and
“Forward-Looking Statements” in
the Company’s most recent annual report on Form 10-K filed with the Securities and Exchange Commission (
“SEC”), as they may be updated in any future reports filed with the SEC. If one or more of these factors
materialize, or if any underlying assumptions prove incorrect,
the Company’s actual results, performance, or achievements may vary materially from any future results, performance or achievements expressed or implied by these forward-looking
statements. Forward-looking statements included herein are made as of the date hereof, and
the Company undertakes no obligation to update publicly such statements to reflect subsequent events or circumstances.
Item 9.01. Financial
Statements and Exhibits.
(d) Exhibits
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
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HEMISPHERE MEDIA GROUP, INC.
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By:
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/s/ Alex J. Tolston |
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Title: Executive Vice President, Chief Legal Officer
and Corporate Secretary
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