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HMTV > SEC Filings for HMTV > Form 8-K on 15-May-2013All Recent SEC Filings

Show all filings for HEMISPHERE MEDIA GROUP, INC. | Request a Trial to NEW EDGAR Online Pro

Form 8-K for HEMISPHERE MEDIA GROUP, INC.


15-May-2013

Other Events, Financial Statements and Exhibits


Item 8.01. Other Events

As previously disclosed, on April 4, 2013, Hemisphere Media Group, Inc., a Delaware corporation (the "Company"), completed the series of mergers contemplated pursuant to the Agreement and Plan of Merger, dated as of January 22, 2013, by and among the Company, Hemisphere Merger Sub I, LLC, a Delaware limited liability company ("WAPA Merger Sub"), Hemisphere Merger Sub II, Inc., a Delaware corporation ("Azteca Merger Sub"), Hemisphere Merger Sub III, Inc., a Delaware corporation ("Cine Merger Sub"), Azteca Acquisition Corporation, a Delaware corporation ("Azteca"), InterMedia Espaņol Holdings, LLC, a Delaware limited liability corporation ("WAPA") and Cine Latino, Inc., a Delaware corporation ("Cinelatino") (the "Merger Agreement"), providing for the merger of Azteca Merger Sub with and into Azteca, the merger of WAPA Merger Sub with and into WAPA and the merger of Cine Merger Sub with and into Cinelatino
(collectively, the "Transaction")

The Transaction was accounted for by applying the acquisition method pursuant to ASC Topic 805-10, "Business Combinations-Overall." As disclosed in the Company's registration statement on Form S-4 (File No. 333-186210), WAPA was the accounting acquirer in the Transaction.

WAPA's Financial Statements and Management's Discussion and Analysis of Financial Condition for the Three Months Ended March 31, 2013 are included as Exhibit 99.1 to this Current Report on Form 8-K.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit
  No.                      Description of Exhibit
99.1      InterMedia Espaņol Holdings, LLC Financial Statements
          and Management's Discussion and Analysis of Financial
          Condition for the Three Months Ended March 31, 2013


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