Filing Details

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

	SCHEDULE 13G
	Under the Securities Exchange Act of 1934
	(Amendment No. 4)*

	Hemisphere Media Group, Inc.
	(Name of Issuer)

	Class A Common Stock
	(Title of Class of Securities)

	42365Q103
	(CUSIP Number)

	May 18, 2016
	(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

[ ]	Rule 13d-1(b)
[x]	Rule 13d-1(c)
[ ]	Rule 13d-1(d)

 

 

 

 

 

 

 

___________________________________

 

 

1	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)   Pleasant Lake Partners LLC
2	Check the Appropriate Box if a Member of a Group (See Instructions)
	(a)           [ ]
	(b)           [x]
3	SEC Use Only
4	Citizenship or Place of Organization.   Delaware

Number of Shares Beneficially Owned by Each Reporting Person With	5    Sole Voting Power   0 shares
	6    Shared Voting Power   662,076 shares   Refer to Item 4 below.
	7    Sole Dispositive Power   0 shares
	8    Shared Dispositive Power   662,076 shares   Refer to Item 4 below.

9	Aggregate Amount Beneficially Owned by Each Reporting Person   662,076 shares   Refer to Item 4 below.
10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)     [ ] N/A
11	Percent of Class Represented by Amount in Row (9)*   4.4%   Refer to Item 4 below.
12	Type of Reporting Person (See Instructions)   OO (Limited Liability Company)

 

1	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)   PLP MM LLC
2	Check the Appropriate Box if a Member of a Group (See Instructions)
	(a)           [ ]
	(b)           [x]
3	SEC Use Only
4	Citizenship or Place of Organization.   Delaware

Number of Shares Beneficially Owned by Each Reporting Person With	5    Sole Voting Power   0 shares
	6    Shared Voting Power   662,076 shares   Refer to Item 4 below.
	7    Sole Dispositive Power   0 shares
	8    Shared Dispositive Power   662,076 shares   Refer to Item 4 below.

9	Aggregate Amount Beneficially Owned by Each Reporting Person   662,076 shares   Refer to Item 4 below.
10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)     [ ] N/A
11	Percent of Class Represented by Amount in Row (9)*   4.4%   Refer to Item 4 below.
12	Type of Reporting Person (See Instructions)   OO (Limited Liability Company)

 

1	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)   Pleasant Lake Offshore Master Fund L.P.
2	Check the Appropriate Box if a Member of a Group (See Instructions)
	(a)           [ ]
	(b)           [x]
3	SEC Use Only
4	Citizenship or Place of Organization.   Cayman Islands

Number of Shares Beneficially Owned by Each Reporting Person With	5    Sole Voting Power   0 shares
	6    Shared Voting Power   662,076 shares   Refer to Item 4 below.
	7    Sole Dispositive Power   0 shares
	8    Shared Dispositive Power   662,076 shares   Refer to Item 4 below.

9	Aggregate Amount Beneficially Owned by Each Reporting Person   662,076 shares   Refer to Item 4 below.
10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)     [ ] N/A
11	Percent of Class Represented by Amount in Row (9)*   4.4%   Refer to Item 4 below.
12	Type of Reporting Person (See Instructions)   PN (Limited Partnership)

 

1	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)   Jonathan Lennon
2	Check the Appropriate Box if a Member of a Group (See Instructions)
	(a)           [ ]
	(b)           [x]
3	SEC Use Only
4	Citizenship or Place of Organization.   United States

Number of Shares Beneficially Owned by Each Reporting Person With	5    Sole Voting Power   16,679 shares
	6    Shared Voting Power   662,076 shares   Refer to Item 4 below.
	7    Sole Dispositive Power   16,679 shares
	8    Shared Dispositive Power   662,076 shares   Refer to Item 4 below.

9	Aggregate Amount Beneficially Owned by Each Reporting Person   678,755 shares   Refer to Item 4 below.
10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)     [ ] N/A
11	Percent of Class Represented by Amount in Row (9)*   4.5%   Refer to Item 4 below.
12	Type of Reporting Person (See Instructions)   IN

SCHEDULE 13G

 

Item 1.

 

	(e)	[ ]	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
	(f)	[ ]	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
	(g)	[ ]	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
	(h)	[ ]	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
	(i)	[ ]	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
	(j)	[ ]	A non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J);
	(k)	[ ]	Group, in accordance with §240.13d-1(b)(1)(ii)(K).

Item 4.

Ownership***

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

Shares reported herein represent (i) 662,076 shares of Class A Common Stock beneficially owned by Pleasant Lake Offshore Master Fund L.P. (the “Fund”), as a result of the Fund’s ownership of 635,123 shares of Class A Common Stock of the issuer and warrants exercisable for 26,953 shares of Class A Common Stock of the issuer and (ii) 16,679 shares of Class A Common Stock owned directly by Jonathan Lennon, as a result of his ownership of 16,000 shares of Class A Common Stock of the issuer and warrants exercisable for 679 shares of Class A Common Stock of the issuer. Pleasant Lake Partners LLC (“PLP”) serves as the investment manager and for which Pleasant Lake Onshore GP LLC (“GP LLC”) serves as General Partner.  PLP MM LLC is the managing member of PLP.  Jonathan Lennon serves as manager of PLP MM LLC and GP LLC and, as a result, may be deemed to beneficially own the securities of the issuer owned by the Fund.  Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or his pecuniary interest therein.

	(a)	Amount Beneficially Owned***
		Pleasant Lake Partners LLC - 662,076 shares PLP MM LLC - 662,076 shares Pleasant Lake Offshore Master Fund L.P. - 662,076 shares Jonathan Lennon - 678,755 shares
	(b)	Percent of Class
		Pleasant Lake Partners LLC - 4.4% PLP MM LLC - 4.4% Pleasant Lake Offshore Master Fund L.P. - 4.4% Jonathan Lennon - 4.5%

	(c)	Number of shares as to which such person has:
		(i)	sole power to vote or to direct the vote
			Pleasant Lake Partners LLC - 0 shares PLP MM LLC - 0 shares Pleasant Lake Offshore Master Fund L.P. - 0 shares Jonathan Lennon - 16,679 shares

 

		(ii)	shared power to vote or to direct the vote
			Pleasant Lake Partners LLC - 662,076 shares PLP MM LLC - 662,076 shares Pleasant Lake Offshore Master Fund L.P. - 662,076 shares Jonathan Lennon - 662,076 shares
		(iii)	sole power to dispose or to direct the disposition of
			Pleasant Lake Partners LLC - 0 shares PLP MM LLC - 0 shares Pleasant Lake Offshore Master Fund L.P. - 0 shares Jonathan Lennon - 16,679 shares
		(iv)	shared power to dispose or to direct the disposition of
			Pleasant Lake Partners LLC - 662,076 shares PLP MM LLC - 662,076 shares Pleasant Lake Offshore Master Fund L.P. - 662,076 shares Jonathan Lennon - 662,076 shares

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [X].

Item 6.	Ownership of More than Five Percent on Behalf of Another Person
	Not applicable.

Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
	Not applicable.

Item 8.	Identification and Classification of Members of the Group
	Not applicable.

Item 9.	Notice of Dissolution of Group
	Not applicable.

Item 10.

Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or

 

influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

Exhibits	Exhibit
99.1	Joint Filing Agreement by and among the Reporting Persons, incorporated by reference to Exhibit 99.1 to the Schedule 13G filed by the Reporting Persons with the Securities and Exchange Commission on May 5, 2014.

 

 

 

 

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.

 

May 20, 2016	PLEASANT LAKE PARTNERS LLC
	By: PLP MM LLC
	its Managing Member
	By: /s/ Jonathan Lennon
	Jonathan Lennon, Manager
	PLP MM LLC
	By: /s/ Jonathan Lennon
	Jonathan Lennon, Manager
	PLEASANT LAKE OFFSHORE MASTER FUND L.P.
	By: Pleasant Lake Onshore GP LLC
	its General Partner
	By: /s/ Jonathan Lennon
	Jonathan Lennon, Manager
	JONATHAN LENNON
	By: /s/ Jonathan Lennon
	Jonathan Lennon, Individually