8-K

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

Date of Report (Date of earliest event reported): August 1, 2017

HEMISPHERE MEDIA GROUP, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware (State or other jurisdiction of Incorporation) 001-35886  (Commission File Number) 80-0885255 (I.R.S. Employer Identification Number)

4000 Ponce de Leon Boulevard

Suite 650

Coral Gables, FL 33146

           (Address of principal executive offices) (Zip Code)

(305) 421-6364

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

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):

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) 

☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) 

☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) 

☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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  ☐ 

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 August 1, 2017, Hemisphere Media Group, Inc. (the “Company”) issued a joint press release with Lionsgate announcing the launch of PANTAYA, a premium Spanish-language over-the-top streaming service.

A copy of the Company’s press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Statements in this Current Report on Form 8-K, including the exhibits 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

ExhibitNo.	Description of Exhibit
99.1	Press Release issued by the Company on August 1, 2017

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.

	HEMISPHERE MEDIA GROUP, INC.
Date: August 1, 2017	By:	/s/ Alex J. Tolston
		Name: Alex J. Tolston
		Executive Vice President, General Counsel and Corporate Secretary

EXHIBIT INDEX

ExhibitNo.	Description of Exhibit
99.1	Press Release issued by the Company on August 1, 2017

EX-99.1

EXHIBIT 99.1

LIONSGATE AND HEMISPHERE MEDIA LAUNCH PANTAYA,

FIRST PREMIUM SPANISH-LANGUAGE STREAMING

SERVICE

New Platform to be Distinguished by Breadth, Quality and Diversity of Content for Hispanic Audiences in the U.S.

Service Offers Exclusive Streaming Window for Recent Pantelion Releases

Santa Monica, CA and Miami, FL, August 1, 2017 – Global content leader Lionsgate (NYSE: LGF.A, LGF.B) and Hemisphere Media Group (NASDAQ: HMTV), which targets the high growth U.S. Hispanic and Latin American markets with leading broadcast, cable television and digital content platforms, have launched PANTAYA, the first Spanish-language over-the-top (OTT) service dedicated to premium content for the Hispanic community in the U.S., the two companies announced today.

The service features the largest, most current, and most diverse selection of Spanish-language blockbusters and critically acclaimed films from Latin America and Hollywood, the majority appearing exclusively on the PANTAYA platform.  The service’s deep slate of current and classic films will be complemented by documentaries, concerts and other original premium content.

“We’re proud to launch a Spanish-language streaming movie service distinguished by its breadth, quality and diversity,” said Lionsgate Chief Executive Officer Jon Feltheimer. “This platform is the next logical step in Lionsgate’s track record of serving the Hispanic consumer with high-end premium content through our Pantelion Films venture with Televisa.  By drawing upon the blockbuster films, vast libraries and world-class programming resources of its partners, PANTAYA is positioned to become a compelling value proposition for Spanish-language and bilingual audiences across the country.”

“We’re thrilled to be partnered with Lionsgate in the launch of the premier Spanish-language OTT platform that delivers first-run and bold content,” said Hemisphere Chief Executive Officer Alan Sokol. “PANTAYA is user friendly, accessible and will provide Hispanic movie lovers in the U.S. an entirely new way to watch movies and connect with their cultures.”

In addition to exclusive and first run access to all of Pantelion’s Spanish-language releases, PANTAYA will feature monthly films released “day-and-date” with their debut in Latin American theatres for the first time. PANTAYA’s slate encompasses: Pantelion’s unmatched Spanish-language movie catalogue, including box office hit No Manches Frida and the blockbuster Instructions Not Included, the highest-grossing Spanish-language film of all time; contemporary Latin American hits from Hemisphere’s unparalleled catalogue; classic titles featuring Latino icons, such as Pedro Infante, Maria Felix and Jorge Negrete; and films from Lionsgate’s 16,000-title library dubbed in Spanish, including the classic Dirty Dancing and the Crank action franchise as well as the Oscar®-nominated Amores Perros.

PANTAYA also provides subscribers exclusive monthly first run access to recent releases such as the animated hit Un Gallo Con Muchos Huevos, Ladrones starring Fernando Colunga and Eduardo Yañez, and ¿Que Le Dijiste a Dios?, a musical comedy based on the songs by the late Mexican artist Juan Gabriel. Other upcoming first run exclusive titles include the Dominican Republic theatrical success Domirriqueños and the latest installment of the Colombian hit franchise El Paseo.

 “PANTAYA will be the one-stop-shop for fans of Spanish-language films to find the best, biggest and newest titles from the Spanish-speaking world unavailable on other platforms,” said Pantelion Films and PANTAYA Chief Executive Officer Paul Presburger. “With our focus on exclusive premium content, our knowledge of the Hispanic consumer, and the breadth of our offering, we are positioned to deliver an OTT service to Spanish-language and bilingual consumers that is second to none.”

The service’s operations will be overseen by Presburger and Pantelion Chief Operating Officer Edward Allen.

For only $5.99 per month with a 7-day free trial, PANTAYA is available through the web and on iOS, Android and the Roku platform in the U.S. and Puerto Rico as well as to Prime members on Amazon Channels in the U.S. To learn more about PANTAYA, please visit www.pantaya.com

ABOUT PANTAYA

PANTAYA is the first-ever premium streaming destination for world-class movies in Spanish offering the largest selection of current and classic, commercial-free blockbusters and critically-acclaimed titles from the U.S. and Latin America. PANTAYA features first-run exclusive and original titles, including instant access to select movies available on the same day they debut theatrically in Latin America.

PANTAYA is available through the web and on iOS, Android and the Roku platform in the U.S. and Puerto Rico as well as to Prime members on Amazon Channels in the U.S. PANTAYA is a joint venture between global content leader Lionsgate (NYSE: LGF.A, LGF. B) and Hemisphere Media Group, Inc. (NASDAQ: HMTV), which targets the high growth U.S. Hispanic and Latin American markets with leading broadcast, cable television and digital content platforms. To learn more about PANTAYA, visit www.pantaya.com.

ABOUT LIONSGATE

The first major new studio in decades, Lionsgate is a global content platform whose films, television series, digital products and linear and over-the-top platforms reach next generation audiences around the world.  In addition to its filmed entertainment leadership, Lionsgate content drives a growing presence in interactive and location-based entertainment, gaming, virtual reality and other new entertainment technologies.  Lionsgate’s content initiatives are backed by a 16,000-title film and television library and delivered through a global licensing infrastructure.  The Lionsgate brand is synonymous with original, daring and ground-breaking content created with special emphasis on the evolving patterns and diverse composition of the Company’s worldwide consumer base.  

ABOUT HEMISPHERE MEDIA GROUP, INC

Hemisphere Media Group, Inc. (NASDAQ:HMTV) is the only publicly traded pure-play U.S. media company targeting the high growth U.S. Hispanic and Latin American markets with leading broadcast and cable television and digital content platforms. Headquartered in Miami, Florida, Hemisphere owns and operates five leading U.S. Hispanic cable networks, two Latin American cable networks, and the leading broadcast television network in Puerto Rico, and has ownership interests in a new broadcast television network in Colombia and a Spanish-language OTT service in the U.S. Hemisphere's portfolio consists of:

— Cinelatino, the leading Spanish-language movie channel with over 20 million subscribers across the U.S., Latin America and Canada, including 4.6 million subscribers in the U.S. and 16 million subscribers in Latin America, featuring the largest selection of contemporary Spanish-language blockbusters and critically-acclaimed titles from Mexico, Latin America, Spain and the Caribbean.

— WAPA, Puerto Rico's leading broadcast television network with the highest primetime and full day ratings in Puerto Rico. Founded in 1954, WAPA produces approximately 70 hours per week of top-rated news and entertainment programming.

— WAPA America, the leading cable network targeting Puerto Ricans and other Caribbean Hispanics living in the U.S., featuring the highly-rated news and entertainment programming produced by WAPA. WAPA America is distributed in the U.S. to 5.3 million subscribers.

— Pasiones, dedicated to showcasing the most popular telenovelas and serialized dramas, distributed in the U.S. and Latin America. Pasiones has 4.6 million subscribers in the U.S. and 13.5 million subscribers in Latin America.

— Centroamerica TV, the leading network targeting Central Americans living in the U.S., the third-largest U.S. Hispanic group, featuring the most popular news, entertainment and soccer programming from Central America. Centroamerica TV is distributed in the U.S. to 4.1 million subscribers.

— Television Dominicana, the leading network targeting Dominicans living in the U.S., featuring the most popular news, entertainment and baseball programming from the Dominican Republic. Television Dominicana is distributed in the U.S. to 3.3 million subscribers.

— Canal Uno, a partnership with leading Colombian content producers, is one of only three national broadcast television networks in Colombia. The partnership was awarded a 10-year renewable broadcast TV concession for Canal Uno in Colombia in 2016. The concession provides the partnership with a rare opportunity to access one of Latin America's most robust and stable economies with an attractive television advertising market. It also provides Hemisphere the opportunity to produce high quality content, which can be repurposed on HMTV's channels and syndicated internationally. The partnership began operating the network on May 1, 2017.

— PANTAYA, a cross-platform Spanish-language digital subscription service that is well positioned to be the dominant player in the Spanish-language digital/OTT space. Launched August 1, 2017, the service will allow audiences to access many of the best and most current Spanish-language films. It will include content from Hemisphere's movie library, Pantelion's U.S. theatrical titles, Lionsgate's movie library, and theatrical releases in Mexico.

— REMEZCLA, an influential digital media company targeting English speaking and bilingual U.S. Hispanics aged 18-35 through innovative digital content. Hemisphere's investment is a complementary extension of its portfolio, broadening the Company's footprint and its reach with the highly coveted Millennial audience.

Roku is a registered trademark and Roku TV is a trademark of Roku, Inc. in the U.S. and in other countries.

###

For more information, please contact:

Cristina Castañeda

Lionsgate

CCastaneda@lionsgate.com

(310) 255-5114

Erica Bartsch

Hemisphere

Sloane & Company

ebartsch@sloanepr.com

(212) 446-1875