Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Entravision Communications Corporation
CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE
29382R107
December 31, 2011
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)
* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see Instructions).
1 |
NAME OF REPORTING PERSON Beach Point Capital Management LP (Beach Point Capital) I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] |
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3 | SEC USE ONLY |
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 |
SOLE VOTING POWER 0 |
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6 |
SHARED VOTING POWER 3,260,729 **see Note 1** |
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7 |
SOLE DISPOSITIVE POWER 0 |
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8 |
SHARED DISPOSITIVE POWER 3,260,729 **see Note 1** |
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,260,729 **see Note 1** |
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.09% |
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TYPE OF REPORTING PERSON IA |
1 |
NAME OF REPORTING PERSON Beach Point GP LLC (Beach Point GP) I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] |
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3 | SEC USE ONLY |
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 |
SOLE VOTING POWER 0 |
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6 |
SHARED VOTING POWER 3,260,729 **see Note 1** |
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7 |
SOLE DISPOSITIVE POWER 0 |
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8 |
SHARED DISPOSITIVE POWER 3,260,729 **see Note 1** |
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,260,729 **see Note 1** |
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.09% |
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TYPE OF REPORTING PERSON HC |
1 |
NAME OF REPORTING PERSON Beach Point Total Return Master Fund, L.P. (Beach Point Fund) I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] |
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3 | SEC USE ONLY |
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands |
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 |
SOLE VOTING POWER 0 |
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6 |
SHARED VOTING POWER 2,987,719 **see Note 1** |
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7 |
SOLE DISPOSITIVE POWER 0 |
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8 |
SHARED DISPOSITIVE POWER 2,987,719 **see Note 1** |
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,987,719 **see Note 1** |
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.58% |
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TYPE OF REPORTING PERSON PN |
1 |
NAME OF REPORTING PERSON Beach Point Advisors LLC (Beach Point Advisors) I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] |
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3 | SEC USE ONLY |
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 |
SOLE VOTING POWER 0 |
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6 |
SHARED VOTING POWER 2,987,719 **see Note 1** |
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7 |
SOLE DISPOSITIVE POWER 0 |
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8 |
SHARED DISPOSITIVE POWER 2,987,719 **see Note 1** |
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,987,719 **see Note 1** |
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.58% |
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TYPE OF REPORTING PERSON HC |
ITEM 1(a). | NAME OF ISSUER: | |
Entravision Communications Corporation | ||
ITEM 1(b). | ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: | |
2425 Olympic Boulevard Suite 6000 West Santa Monica, CA 90404 |
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ITEM 2(a). | NAME OF PERSON FILING: | |
Beach Point Capital Management LP (Beach Point Capital) Beach Point GP LLC (Beach Point GP) Beach Point Total Return Master Fund, L.P. (Beach Point Fund) Beach Point Advisors LLC (Beach Point Advisors) |
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ITEM 2(b). | ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: | |
c/o Beach Point Capital Management LP 1620 26th Street Suite 6000N Santa Monica, CA 90404 |
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ITEM 2(c). | CITIZENSHIP: | |
Beach Point Capital Management LP (Beach Point Capital) - Delaware Beach Point GP LLC (Beach Point GP) - Delaware Beach Point Total Return Master Fund, L.P. (Beach Point Fund) - Cayman Islands Beach Point Advisors LLC (Beach Point Advisors) - Delaware |
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ITEM 2(d). | TITLE OF CLASS OF SECURITIES: | |
CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE | ||
ITEM 2(e). | CUSIP NUMBER: | |
29382R107 |
ITEM 3. | IF THIS STATEMENT IS FILED PURSUANT TO SECTION 240.13d-1(b), or 13d-2(b) or (c) CHECK WHETHER THE PERSON FILING IS A: | |
(a) | [ ] Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78c); | |
(b) | [ ] Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); | |
(c) | [ ] Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); | |
(d) | [ ] Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8); |
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(e) | [X] 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) | [X] 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); |
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(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). If filing as a non-U.S. institution in accordance with 240.13d1(b)(1)(ii)(J), please specify the type of institution: |
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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. | ||
(a) | Amount beneficially owned: | |
3,260,729 by each of Beach Point Capital and Beach Point GP **see Note 1** 2,987,719 by each of Beach Point Fund and Beach Point Advisors **see Note 1** |
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(b) | Percent of class: | |
6.09% by each of Beach Point Capital and Beach Point GP 5.58% by each of Beach Point Fund and Beach Point Advisors The percent of class is based on 53,514,769 shares of Common Stock, par value $0.0001 per share of the Issuer outstanding as of November 1, 2011 as reported on the issuers Quarterly Report on Form 10-Q filed on November 4, 2011 for the quarterly period ended September 30, 2011. |
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(c) | Number of shares as to which the person has: | |
(i) Sole power to vote or to direct the vote: | ||
Beach Point Capital Management LP (Beach Point Capital) - 0 Beach Point GP LLC (Beach Point GP) - 0 Beach Point Total Return Master Fund, L.P. (Beach Point Fund) - 0 Beach Point Advisors LLC (Beach Point Advisors) - 0 |
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(ii) Shared power to vote or to direct the vote: | ||
Beach Point Capital Management LP (Beach Point Capital) - 3,260,729 **see Note 1** Beach Point GP LLC (Beach Point GP) - 3,260,729 **see Note 1** Beach Point Total Return Master Fund, L.P. (Beach Point Fund) - 2,987,719 **see Note 1** Beach Point Advisors LLC (Beach Point Advisors) - 2,987,719 **see Note 1** |
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(iii) Sole power to dispose or to direct the disposition of: | ||
Beach Point Capital Management LP (Beach Point Capital) - 0 Beach Point GP LLC (Beach Point GP) - 0 Beach Point Total Return Master Fund, L.P. (Beach Point Fund) - 0 Beach Point Advisors LLC (Beach Point Advisors) - 0 |
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(iv) Shared power to dispose or to direct the disposition of: | ||
Beach Point Capital Management LP (Beach Point Capital) - 3,260,729 **see Note 1** Beach Point GP LLC (Beach Point GP) - 3,260,729 **see Note 1** Beach Point Total Return Master Fund, L.P. (Beach Point Fund) - 2,987,719 **see Note 1** Beach Point Advisors LLC (Beach Point Advisors) - 2,987,719 **see Note 1** ** Note 1** Beach Point Capital, an investment adviser registered under Section 203 of the Investment Advisers Act of 1940, furnishes investment advice to certain clients (the Clients). In its role as investment adviser, Beach Point Capital possesses voting and investment power over the shares of Common Stock of the Issuer described in this schedule that are owned by the Clients, and may be deemed to be the beneficial owner of the shares of Common Stock of the Issuer held by the Clients. However, all securities reported in this schedule are owned by the Clients. Beach Point Capital disclaims beneficial ownership of such securities Beach Point GP is the sole general partner of Beach Point Capital. As a result, Beach Point GP may be deemed to share beneficial ownership of the shares of Common Stock of the Issuer held by the Clients. Beach Point GP disclaims beneficial ownership of such securities. Beach Point Fund is one of Beach Point Capitals clients. Beach Point Fund directly owns more than 5% of the shares of Common Stock of the Issuer. Beach Point Advisors is the sole general partner of Beach Point Fund. As a result, Beach Point Advisors may be deemed to share beneficial ownership of the shares of Common Stock of the Issuer held by Beach Point Fund. Beach Point Advisors disclaims beneficial ownership of such securities. |
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 [ ]. | ||
ITEM 6. | OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON: | |
While Beach Point Capital and Beach Point GP may each be deemed the beneficial owner of the shares of Common Stock of the Issuer, each of the reporting persons is the beneficial owner of such stock on behalf of the Clients who have the right to receive and the power to direct the receipt of dividends from, or the proceeds of the sale of, such Common Stock. One of the Clients, Beach Point Fund, has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, more than 5% of the Common Stock of the Issuer. | ||
ITEM 7. | IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY: | |
See Exhibit I | ||
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. |
February 13, 2012 |
Date |
Beach Point Capital Management LP (Beach Point Capital) |
/s/ Lawrence M. Goldman |
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Signature |
Lawrence M. Goldman, Chief Administrative Officer and General Counsel |
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Name/Title |
February 13, 2012 |
Date |
Beach Point GP LLC (Beach Point GP) |
/s/Lawrence M. Goldman |
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Signature |
Lawrence M. Goldman, Chief Administrative Officer and General Counsel |
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Name/Title |
February 13, 2012 |
Date |
Beach Point Total Return Master Fund, L.P. (Beach Point Fund) |
/s/Lawrence M. Goldman |
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Signature |
Lawrence M. Goldman, Chief Administrative Officer and General Counsel |
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Name/Title |
February 13, 2012 |
Date |
Beach Point Advisors LLC (Beach Point Advisors) |
/s/Lawrence M. Goldman |
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Signature |
Lawrence M. Goldman, Chief Administrative Officer and General Counsel |
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Name/Title |