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UNITED STATES |
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SECURITIES AND EXCHANGE COMMISSION |
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Washington, DC 20549 |
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SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.)*
Emmis Communications Corporation
(Name of Issuer)
Class A Common Stock, $.01 par value
(Title of Class of Securities)
291525103
(CUSIP Number)
July 15, 2014
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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Rule 13d-1(b) |
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Rule 13d-1(c) |
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Rule 13d-1(d) |
*The remainder of this cover page shall be filled out for a reporting persons 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 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 the Notes).
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1. |
Names of Reporting Persons Steven D. Lebowitz | |||
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2. |
Check the Appropriate Box if a Member of a Group | |||
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(a) |
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(b) |
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3. |
SEC Use Only | |||
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4. |
Citizenship or Place of Organization | |||
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Number of |
5. |
Sole Voting Power | |||
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6. |
Shared Voting Power | ||||
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7. |
Sole Dispositive Power | ||||
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8. |
Shared Dispositive Power | ||||
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9. |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||
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10. |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o | |||
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11. |
Percent of Class Represented by Amount in Row (9) | |||
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12. |
Type of Reporting Person | |||
(1) The number of shares reported as beneficially owned is as of February 2, 2016.
(2) This number includes shares beneficially owned by The Lebowitz Family, LLC, a trust over which Mr. Lebowitz serves as a co-trustee and has sole voting and sole dispositive power.
(3) This number includes shares beneficially owned by (a) Deborah P. Lebowitz, (b) The Steven & Deborah Lebowitz Foundation and (c) the Lebowitz Family Trust 1986, dated October 7, 1986, as amended (the Trust), a revocable living trust over which Mr. Lebowitz serves as a co-trustee and has shared voting and shared dispositive power.
(4) As of the date of this filing, based on 41,340,433 shares of Class A Common Stock, $.01 par value per share, of Emmis Communications Corporation (the Issuer) outstanding as of January 4, 2016, as reported in the Issuers Quarterly Report on Form 10-Q for the quarter ended November 30, 2015 filed with the U.S. Securities and Exchange Commission on January 7, 2016.
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1. |
Names of Reporting Persons Deborah P. Lebowitz | |||
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2. |
Check the Appropriate Box if a Member of a Group | |||
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(a) |
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(b) |
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3. |
SEC Use Only | |||
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4. |
Citizenship or Place of Organization | |||
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Number of |
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Sole Voting Power | |||
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6. |
Shared Voting Power | ||||
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7. |
Sole Dispositive Power | ||||
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8. |
Shared Dispositive Power | ||||
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9. |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||
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10. |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o | |||
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11. |
Percent of Class Represented by Amount in Row (9) | |||
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Type of Reporting Person | |||
(1) The number of shares reported as beneficially owned is as of February 2, 2016.
(2) This number includes shares beneficially owned by (a) The Steven & Deborah Lebowitz Foundation and (b) the Trust, a revocable living trust over which Mrs. Lebowitz serves as a co-trustee and has shared voting and shared dispositive power.
(3) As of the date of this filing, based on 41,340,433 shares of Class A Common Stock, $.01 par value per share, of the Issuer outstanding as of January 4, 2016, as reported in the Issuers Quarterly Report on Form 10-Q for the quarter ended November 30, 2015 filed with the U.S. Securities and Exchange Commission on January 7, 2016.
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1. |
Names of Reporting Persons The Steven & Deborah Lebowitz Foundation | |||
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2. |
Check the Appropriate Box if a Member of a Group | |||
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(a) |
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(b) |
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3. |
SEC Use Only | |||
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4. |
Citizenship or Place of Organization | |||
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Number of |
5. |
Sole Voting Power | |||
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6. |
Shared Voting Power | ||||
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7. |
Sole Dispositive Power | ||||
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8. |
Shared Dispositive Power | ||||
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9. |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||
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10. |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o | |||
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11. |
Percent of Class Represented by Amount in Row (9) | |||
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12. |
Type of Reporting Person | |||
(1) The number of shares reported as beneficially owned is as of February 2, 2016.
(2) As of the date of this filing, based on 41,340,433 shares of Class A Common Stock, $.01 par value per share, of the Issuer outstanding as of January 4, 2016, as reported in the Issuers Quarterly Report on Form 10-Q for the quarter ended November 30, 2015 filed with the U.S. Securities and Exchange Commission on January 7, 2016.
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1. |
Names of Reporting Persons The Lebowitz Family, LLC | |||
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2. |
Check the Appropriate Box if a Member of a Group | |||
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(a) |
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(b) |
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3. |
SEC Use Only | |||
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4. |
Citizenship or Place of Organization | |||
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Number of |
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Sole Voting Power | |||
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Shared Voting Power | ||||
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Sole Dispositive Power | ||||
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8. |
Shared Dispositive Power | ||||
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9. |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||
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10. |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o | |||
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11. |
Percent of Class Represented by Amount in Row (9) | |||
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12. |
Type of Reporting Person | |||
(1) The number of shares reported as beneficially owned is as of February 2, 2016.
(2) As of the date of this filing, based on 41,340,433 shares of Class A Common Stock, $.01 par value per share, of the Issuer outstanding as of January 4, 2016, as reported in the Issuers Quarterly Report on Form 10-Q for the quarter ended November 30, 2015 filed with the U.S. Securities and Exchange Commission on January 7, 2016.
Item 1(a). |
Name of Issuer: | ||
Item 1(b). |
Address of Issuers Principal Executive Offices: 40 Monument Circle Suite 700 Indianapolis, IN 46204 | ||
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Item 2(a). |
Name of Person Filing: Deborah P. Lebowitz The Steven & Deborah Lebowitz Foundation The Lebowitz Family, LLC | ||
Item 2(b). |
Address of Principal Business Office, or if none, Residence: Beverly Hills, CA 90210 | ||
Item 2(c). |
Citizenship: Deborah P. Lebowitz United States The Steven & Deborah Lebowitz Foundation California The Lebowitz Family, LLC Delaware | ||
Item 2(d). |
Title of Class of Securities: | ||
Item 2(e). |
CUSIP Number: | ||
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Item 3. |
If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: | ||
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(a) |
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Broker or dealer registered under section 15 of the Exchange Act. |
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(b) |
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Bank as defined in section 3(a)(6) of the Exchange Act. |
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(c) |
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Insurance company as defined in section 3(a)(19) of the Exchange Act. |
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(d) |
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Investment company registered under section 8 of the Investment Company Act. |
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(e) |
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An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); |
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(f) |
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An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); |
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(g) |
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A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); |
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(h) |
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; |
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(i) |
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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act; |
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(j) |
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A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J); |
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(k) |
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Group, in accordance with Rule 13d-1(b)(1)(ii)(K). |
If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution:____________________________
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. | |||
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(a) |
Amount beneficially owned: Steven D. Lebowitz: 2,799,221 Deborah P. Lebowitz: 2,474,220 The Steven & Deborah Lebowitz Foundation: 200,000 The Lebowitz Family, LLC: 325,001 | |
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(b) |
Percent of class: Steven D. Lebowitz: 6.77% Deborah P. Lebowitz: 5.98% The Steven & Deborah Lebowitz Foundation: 0.48% The Lebowitz Family, LLC: 0.79% | |
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(c) |
Number of shares as to which such person has:
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(i) |
Sole power to vote or to direct the vote: Steven D. Lebowitz: 325,001 Deborah P. Lebowitz: 0 The Steven & Deborah Lebowitz Foundation: 0 The Lebowitz Family, LLC: 0 |
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(ii) |
Shared power to vote or to direct the vote: Steven D. Lebowitz: 2,474,220 Deborah P. Lebowitz: 2,474,220 The Steven & Deborah Lebowitz Foundation: 200,000 The Lebowitz Family, LLC: 325,001 |
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(iii) |
Sole power to dispose or to direct the disposition of: Steven D. Lebowitz: 325,001 Deborah P. Lebowitz: 0 The Steven & Deborah Lebowitz Foundation: 0 The Lebowitz Family, LLC: 0 |
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(iv) |
Shared power to dispose or to direct the disposition of: Steven D. Lebowitz: 2,474,220 Deborah P. Lebowitz: 2,474,220 The Steven & Deborah Lebowitz Foundation: 200,000 The Lebowitz Family, LLC: 325,001 |
**See footnotes on the cover pages, which are incorporated by reference herein. |
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 o. | |
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Item 6. |
Ownership of More than Five Percent on Behalf of Another Person. |
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N/A |
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Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
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N/A |
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Item 8. |
Identification and Classification of Members of the Group. |
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See Exhibit B. |
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Item 9. |
Notice of Dissolution of Group. |
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N/A |
Item 10. |
Certifications. |
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By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and 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 such purpose or effect, other than activities solely in connection with a nomination under §240.14a11. |
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.
Steven D. Lebowitz |
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By: |
/s/ ANDREW COLLINS |
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Andrew Collins, Attorney-In-Fact |
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Deborah P. Lebowitz |
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By: |
/s/ ANDREW COLLINS |
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Andrew Collins, Attorney-In-Fact |
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The Steven & Deborah Lebowitz Foundation |
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By: |
/s/ ANDREW COLLINS |
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Andrew Collins, Attorney-In-Fact |
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The Lebowitz Family, LLC |
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By: |
/s/ ANDREW COLLINS |
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Andrew Collins, Attorney-In-Fact |
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Date: February 12, 2016 |
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Exhibit A
Joint Filing Agreement
The undersigned agree that this Schedule 13G, and all amendments thereto, relating to the Class A Common Stock, $.01 par value, of Emmis Communications Corporation shall be filed on behalf of the undersigned.
Steven D. Lebowitz |
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By: |
/s/ ANDREW COLLINS |
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Andrew Collins, Attorney-In-Fact |
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Deborah P. Lebowitz |
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By: |
/s/ ANDREW COLLINS |
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Andrew Collins, Attorney-In-Fact |
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The Steven & Deborah Lebowitz Foundation |
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By: |
/s/ ANDREW COLLINS |
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Andrew Collins, Attorney-In-Fact |
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The Lebowitz Family, LLC |
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/s/ ANDREW COLLINS |
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Andrew Collins, Attorney-In-Fact |
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Exhibit B
Item 8 Statement
Due to the relationships amongst them, all of the reporting persons hereunder may be deemed to constitute a group with one another for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934.
Exhibit C
POWER OF ATTORNEY
The undersigned each hereby constitute and appoint Andrew Collins as the undersigneds true and lawful authorized representative and attorney-in-fact to execute for, and on behalf of, the undersigned and to file with the U.S. Securities and Exchange Commission and any other authority: (1) any Forms 3, 4 and 5, and any amendments thereto, in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the 1934 Act), and the rules promulgated thereunder; and (2) any Schedules 13D and Schedules 13G, and any amendments thereto, in accordance with Section 13 of the 1934 Act and the rules promulgated thereunder, in each case with respect to any securities of Emmis Communications Corporation (or any successor thereto).
The undersigned each hereby grant to each such attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, hereby ratifying and confirming all that such attorney-in-fact shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that each of the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, is not assuming any of the undersigneds responsibilities to comply with Section 16 or Section 13 or any other provision of the 1934 Act.
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file any Forms 3, 4 and 5 or Schedule 13D or 13G with respect to any securities of Emmis Communications Corporation (or any successor thereto), unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of February 12, 2016.
/s/ STEVEN D. LEBOWITZ |
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/s/ ANDREW COLLINS | |
Steven D. Lebowitz |
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Andrew Collins, Attorney-in-Fact | |
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/s/ DEBORAH P. LEBOWITZ |
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Deborah P. Lebowitz |
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The Steven & Deborah Lebowitz Foundation |
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By: |
/s/ STEVEN D. LEBOWITZ |
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Name: |
Steven D. Lebowitz |
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Its: |
Trustee |
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The Lebowitz Family, LLC |
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By: |
/s/ STEVEN D. LEBOWITZ |
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Name: |
Steven D. Lebowitz |
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Its: |
Manager |
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