0000950142-19-000456.txt : 20190304 0000950142-19-000456.hdr.sgml : 20190304 20190304090019 ACCESSION NUMBER: 0000950142-19-000456 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190304 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20190304 DATE AS OF CHANGE: 20190304 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HEMISPHERE MEDIA GROUP, INC. CENTRAL INDEX KEY: 0001567345 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 800885255 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35886 FILM NUMBER: 19652089 BUSINESS ADDRESS: STREET 1: 4000 PONCE DE LEON BLVD., SUITE 650 CITY: CORAL GABLES STATE: FL ZIP: 33146 BUSINESS PHONE: 305-421-6364 MAIL ADDRESS: STREET 1: 4000 PONCE DE LEON BLVD., SUITE 650 CITY: CORAL GABLES STATE: FL ZIP: 33146 8-K 1 eh1900338_8k.htm FORM 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): March 4, 2019
 
 
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 March 4, 2019, Hemisphere Media Group, Inc. (the “Company”) issued a press release announcing the launch of the Company’s cable network, Pasiones, on Spectrum’s cable system nationally in the U.S.

A copy of the press release is attached as Exhibit 99.1 to this report and is incorporated by reference into this item.

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
 
Exhibit
No.
  
Description of Exhibit
99.1
  
 

EXHIBIT INDEX
 
Exhibit
No.
  
Description of Exhibit
99.1
  
 

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:  March 4, 2019
By:
/s/ Alex J. Tolston  
    Name: Alex J. Tolston  
   
Executive Vice President, General Counsel
and Corporate Secretary
  
       
 
 

 EX-99.1 2 eh1900338_ex9901.htm EXHIBIT 99.1
EXHIBIT 99.1
 
Hemisphere Media Group’s Cable Network Pasiones to Launch Nationally on Spectrum

Pasiones Will Now Be Fully Distributed Across All Major Cable, Satellite and Telco Distributors Nationwide

Represents the First Launch of Pasiones HD in the U.S.

MIAMI, FL—March 4, 2019—Hemisphere Media Group, Inc. (NASDAQ: HMTV) ("Hemisphere"), 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, today announced that Pasiones, the leading network for telenovelas and drama series in Spanish, has reached a multi-year agreement with Charter Communications, Inc. to launch the network this spring  across Spectrum’s  footprint. Upon Spectrum’s launch, Pasiones will be available on all major cable, satellite and telco providers nationwide. Pasiones will be available on Spectrum’s Spanish-language tier, “Mi Plan Latino,” with Spectrum being the first U.S. distributor to carry Pasiones in HD.
“We applaud our partners at Charter for being the first MVPD in the U.S. that will launch Pasiones in HD, demonstrating their commitment to serve their Hispanic communities with the highest quality content,” said Alan J. Sokol, President and CEO of Hemisphere Media Group. “Since acquiring Pasiones in 2014, our significant investment in programming has driven the network’s tremendous growth and secured its distribution across all major cable, satellite and telco providers in the country.”
Pasiones is the #1 ranked telenovela cable network, outperforming Univision’s tlnovelas by 12% in average coverage ratings in 2018, according to comScore. This performance has been driven by Pasiones’ unparalleled offering of first-run access to the most trending novelas from emerging novela-producing countries like Turkey and India.
Pasiones is the premiere destination for Hispanic viewers seeking the hottest novelas and drama series from the leading providers worldwide. With longstanding relationships with the most recognized producers in the world, the network features the most acclaimed international content from Turkey, Brazil, Colombia, Venezuela, Peru, Chile, Argentina, Mexico, India, and the U.S. Hispanic market.




About Hemisphere Media Group, Inc.: Hemisphere Media Group, Inc. (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 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, the leading broadcast television network in Puerto Rico, and has ownership interests in a leading broadcast television network in Colombia, a Spanish-language content distribution company, and a Spanish-language OTT service in the U.S.

Contact Hemisphere: Katie Melenbrink / kmelenbrink@hemispheretv.com

###