Sec Form 13D Filing - InterMedia Partners VII LP filing for HEMISPHERE MEDIA GROUP, INC. C (HMTV) - 2018-04-06

CUSIP No. 42365Q103

SCHEDULE 13D

Page 2 of 13

 

 

1	NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON   Gato Investments LP
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a)  o (b)  x
3	SEC USE ONLY
4	SOURCE OF FUNDS   OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)	o
6	CITIZENSHIP OR PLACE OF ORGANIZATION   Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER   -0-
	8	SHARED VOTING POWER   15,744,913(1) (See Items 3, 4 and 5)
	9	SOLE DISPOSITIVE POWER   -0-
	10	SHARED DISPOSITIVE POWER   15,744,913(1) (See Items 3, 4 and 5)

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   15,744,913(1) (See Items 3, 4 and 5)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES	o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)   44.4%(2)
14	TYPE OF REPORTING PERSON   PN

 

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CUSIP No. 42365Q103

SCHEDULE 13D

Page 5 of 13

 

 

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This Amendment No. 4 (“Amendment No. 4”) amends and supplements the statement on Schedule 13D, dated April 15, 2013, as amended by Amendment No. 1 to the statement on Schedule 13D, dated August 4, 2015, Amendment No. 2 to the statement on Schedule 13D, dated September 7, 2016 and Amendment No. 3 to the statement on Schedule 13D, dated October 25, 2016 (as so amended, the “Schedule 13D”), and is being filed with the Securities and Exchange Commission (the “Commission”) by (i) Gato Investments LP, a Delaware limited partnership (the “Investor”); (ii) Gemini Latin Holdings, LLC, a Delaware limited liability company (the “General Partner”), the general partner of the Investor; (iii) InterMedia Partners VII, L.P., a Delaware limited partnership (“IMP”); (v) InterMedia Partners, L.P., a Delaware limited partnership (“IM Partners”), the general partner of IMP; (vi) Leo Hindery, Jr., a manager of IM Partners; and (vii) Peter M. Kern (“Kern”), a manager of IM Partners and the controlling person of the General Partner (each of the foregoing, a “Reporting Person,” and collectively, the “Reporting Persons”), relating to the shares of the Class A common stock, par value $0.0001 per share (“Class A common stock”), of Hemisphere Media Group, Inc., a Delaware corporation (the “Issuer”). This is an exit filing for IMP and IM Partners.

 

This Item 2 is hereby amended and restated as below.

 

(a) This Schedule 13D is being filed on behalf of the following Reporting Persons (each, a “Reporting Person” and collectively, the “Reporting Persons”):

 

(i) Gato Investments LP, a Delaware limited partnership (the “Investor”);

 

(ii) Gemini Latin Holdings, LLC, a Delaware limited liability company (the “General Partner”), the general partner of the Investor;

(iii) InterMedia Partners VII, L.P., a Delaware limited partnership (“IMP”);

(iv) InterMedia Partners, L.P., a Delaware limited partnership (“IM Partners”), the general partner of IMP;

(v) Leo Hindery, Jr., a manager of IM Partners; and

 

(vi)  Peter M. Kern, a manager of IM Partners and the controlling person of the General Partner.

 

(b) The principal business address for each of the General Partner, IMP, IM Partners, the Investor and Messrs. Hindery and Kern is c/o InterMedia Partners, L.P. 405 Lexington Avenue, 48th Floor New York, NY 10174.

 

(c) The Investor was formed in order to engage in the acquiring, holding and disposing of investments in the Issuer. The General Partner is the general partner of the Investor and was formed in order to engage in the acquiring, holding and disposing of investments in the Issuer.

IMP was formed in order to engage in the acquiring, holding and disposing of investments in various companies. IM Partners is the general partner of IMP and was formed in order to engage in the acquiring, holding and disposing of investments in various companies.

 

Leo Hindery, Jr. is a manager of IM Partners who may be deemed to share the power to direct the voting and disposition of the Issuer’s Class A common stock beneficially owned by IMP and IM Partners.

Peter M. Kern is a manager of IM Partners and the controlling person of the General Partner who may be deemed to share the power to direct the voting and disposition of the Issuer’s Class A common stock beneficially owned by the Reporting Persons.

 

Accordingly, pursuant to the regulations promulgated under Section 13(d) of the Securities Exchange Act of 1934, (i) IM Partners and Leo Hindery, Jr. may each be deemed to be a beneficial owner of the Issuer’s Class A common stock held for the account of IMP and (ii) Peter M. Kern may be deemed to be a beneficial owner of the Issuer’s Class A common stock held for the accounts of IMP and the Investor.

 

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Item 4.

Purpose of Transaction.

Item 5.

Interest in Securities of the Issuer.

	(a)	(i) As of the date hereof, the Investor may be deemed to be the beneficial owner of 15,744,913 shares of Class A common stock, constituting 44.4% of the Class A common stock of the Issuer.
		(ii) As of the date hereof, the General Partner may be deemed to be the beneficial owner of 15,744,913 shares of Class A common stock, constituting 44.4% of the Class A common stock of the Issuer.
		(iii) As of the date hereof, IMP may be deemed to be the beneficial owner of 0 shares of Class A common stock, constituting 0% of the Class A common stock of the Issuer.
		(iv) As of the date hereof, IM Partners may be deemed to be the beneficial owner of 0 shares of Class A common stock, constituting 0% of the Class A common stock of the Issuer.

 

 This Item 6 is hereby supplemented by the addition of the information below.

Joint Filing Agreement

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