SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Hindery Leo J. Jr.

(Last)

(First)

(Middle)

C/O HEMISPHERE MEDIA GROUP, INC.

2000 PONCE DE LEON BLVD, SUITE 500

(Street)

CORAL GABLES

33134

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/04/2013

3. Issuer Name and Ticker or Trading Symbol
HEMISPHERE MEDIA GROUP, INC. [ HMTVA ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	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 Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

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 Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
WARRANTS (RIGHT TO PURCHASE)	04/04/2013	04/04/2018⁽¹⁾	CLASS A COMMON STOCK	211,046	$6	I	BY INTERMEDIA CINE LATINO, LLC⁽³⁾
WARRANTS (RIGHT TO PURCHASE)	04/04/2013	04/04/2018⁽¹⁾	CLASS A COMMON STOCK	722,360	$6	I	BY INTERMEDIA PARTNERS VII, L.P.⁽³⁾
CLASS B COMMON STOCK	⁽²⁾	⁽²⁾	CLASS A COMMON STOCK	5,969,581	⁽²⁾	I	BY INTERMEDIA CINE LATINO, LLC⁽³⁾
CLASS B COMMON STOCK	⁽²⁾	⁽²⁾	CLASS A COMMON STOCK	20,432,462	⁽²⁾	I	BY INTERMEDIA PARTNERS VII, L.P.⁽³⁾

Explanation of Responses:

1. Pursuant to the terms of the warrant agreement, as amended by the Assignment, Assumption and Amendment of Warrant Agreement, a form of which was filed with the Securities and Exchange Commission as Annex B to Hemisphere Media Group, Inc.'s Amendment No. 3 to its Registration Statement on Form S-4 filed on March 15, 2013, as subsequently amended, the warrants will expire on April 4, 2018 unless Hemisphere Media Group, Inc. (the "Company") is liquidated prior to such time.

2. In accordance with the terms of the Company's amended and restated certificate of incorporation, each share of the Company's Class B common stock, par value $0.0001 per share, is convertible in whole or in part at any time at the holder's election into an equal number of fully paid and non-assessable shares of Class A common stock, and has no expiration date.

3. The reporting person is a manager of InterMedia Partners, L.P., which serves as the general partner of InterMedia Partners VII, L.P ("IM"). InterMedia Cine Latino, LLC ("IM Cine") is an affiliate of, and is controlled by IM. The reporting person disclaims beneficial ownership of the securities held by IM or IM Cine, except to the extent of his pecuniary interest therein.

Remarks:

Exhibit 24.1: Power of Attorney

	/s/ Leo Hindery, Jr.	04/04/2013
	** 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.